Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Dec. 31, 2019 | Feb. 17, 2020 | |
Document and Entity Information: | ||
Entity Registrant Name | AMERICAN CRYOSTEM Corp | |
Document Type | 10-Q | |
Document Period End Date | Dec. 31, 2019 | |
Amendment Flag | false | |
Entity Central Index Key | 0001468679 | |
Current Fiscal Year End Date | --09-30 | |
Entity Common Stock, Shares Outstanding | 50,262,918 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | true | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 |
Balance Sheets
Balance Sheets - USD ($) | Dec. 31, 2019 | Sep. 30, 2019 |
Current Assets: | ||
Cash | $ 82,205 | $ 23,800 |
Accounts receivable - net of allowance for bad debt | 450,000 | 330,154 |
Inventory | 25,840 | 25,855 |
Total current assets | 558,045 | 379,809 |
Other Assets: | ||
Investment in Baoxin- at cost | 300,000 | 300,000 |
Security deposit | 13,540 | 13,540 |
Patent and patents development - net of accumulated amortization | 362,502 | 362,490 |
Fixed assets - net of accumulated depreciation | 132,420 | 238,078 |
Finance lease - right-of-use-asset | 98,072 | 0 |
Operating lease - right-of-use-asset | 40,089 | 0 |
Total assets | 1,504,668 | 1,293,917 |
Current Liabilities: | ||
Accounts payable & accrued expenses | 229,955 | 321,738 |
Legal & accounting payable | 100,965 | 97,235 |
Consultants payable | 184,286 | 189,227 |
Bridge notes payable | 226,500 | 226,500 |
Convertible notes payable | 453,000 | 398,500 |
Derivative Liability | 259,078 | |
Finance lease liability | 36,948 | 35,673 |
Operating lease liability | 29,665 | 0 |
Deferred revenues | 16,667 | 23,333 |
Total current liabilities | 1,537,064 | 1,292,206 |
Long Term Liabilities: | ||
Convertible notes payable - net of debt discount | 110,479 | 102,288 |
Finance lease liability - net of current portion | 16,993 | 26,722 |
Operating lease liability - net of current portion | 10,424 | 0 |
Accrued executive salaries | 960,186 | 900,186 |
Payable to related party | 204,387 | 210,520 |
Total liabilities | 2,839,533 | 2,531,922 |
Commitments and contingencies | 0 | 0 |
Shareholders' Deficit: | ||
Preferred Stock - $.0001 par value, 50,000,000 shares authorized, 0 shares issued and outstanding at December 31, 2019 and September 30, 2019 | 0 | 0 |
Common Stock - $.001 par value, 300,000,000 shares authorized, 50,262,918 shares issued and outstanding at December 31, 2019 and 49,387,918 issued and outstanding at September 30, 2019 | 50,264 | 49,389 |
Additional paid in capital | 14,105,625 | 13,931,500 |
Accumulated deficit | (15,490,754) | (15,218,894) |
Total shareholders' deficit | (1,334,865) | (1,238,005) |
Total liabilities & shareholders' deficit | $ 1,504,668 | $ 1,293,917 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2019 | Sep. 30, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common Stock, par value | $ 0.001 | $ 0.001 |
Common stock, authorized | 300,000,000 | 300,000,000 |
Common Stock, shares issued | 50,262,918 | 49,387,918 |
Common Stock, shares outstanding | 50,262,918 | 49,387,918 |
Statements of Operations
Statements of Operations - USD ($) | 3 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||
Product sales | $ 1,460 | $ 0 |
Tissue storage & processing | 0 | 4,777 |
Licensing fees and royalties | 131,666 | 110,614 |
Total revenues | 133,126 | 115,391 |
Less: cost of revenues | (5,187) | (4,963) |
Gross margin | 127,939 | 110,428 |
Operating Expenses | ||
Laboratory expense | 36,574 | 146,323 |
Sales & marketing | 13,801 | 3,978 |
Professional fees | 34,148 | 1,873 |
Stock compensation expense | 0 | 30,121 |
General & administrative | 133,359 | 189,493 |
Total operating expenses | 217,882 | 371,788 |
Net loss from operations | (89,943) | (261,360) |
Other Income (Expenses): | ||
Gain on value of derivative | 1,873 | 0 |
Foreign taxes | (6,561) | (4,117) |
Loss on loan issuance | (92,951) | 0 |
Amortization of debt discount | (42,000) | 0 |
Interest expense | (21,587) | (16,453) |
Interest expense (beneficial conversion feature - debenture) | (20,691) | (12,500) |
Net loss before provision for income taxes | (271,860) | (294,430) |
Provision for income taxes | 0 | 0 |
Net loss | $ (271,860) | $ (294,430) |
Basic & fully diluted net income (loss) per common share | $ (0.005) | $ (0.006) |
Weighted average of common shares outstanding - basic & fully diluted | 49,503,304 | 48,224,018 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 3 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Operating Activities: | ||
Net loss | $ (271,860) | $ (294,430) |
Adjustments to reconcile net loss items not requiring the use of cash: | ||
Derivative change in fair value | (1,873) | 0 |
Amortization of debt discount | (42,000) | 0 |
Bad debt expense | 2,000 | 5,388 |
Stock compensation expense | 0 | 30,121 |
Interest expense (beneficial conversion feature - debenture) | 20,691 | 12,500 |
Depreciation & amortization expense | 9,010 | 7,671 |
Decrease (increase) in operating assets | ||
Accounts receivable | (121,846) | (90,248) |
Other receivable- related parties | 0 | (1,172) |
Prepaid expense | 0 | 36,699 |
Inventory | 15 | 463 |
Increase (decrease) in operating liabilities | ||
Accounts payable and accrued expenses | (92,994) | 168,590 |
Salaries payable | 60,000 | 0 |
Deferred revenue | (6,666) | (10,000) |
Loss on loan issuance | 92,951 | 0 |
Net cash used by operations | (268,572) | (134,418) |
Investing Activities: | ||
Purchase of lab equipment & furniture | 0 | (25,679) |
Patents development | (1,436) | (5,572) |
Net cash used by investing activities | (1,436) | (31,251) |
Financing Activities: | ||
Issuance of common shares | 175,000 | 35,000 |
Issuance of convertible note | 168,000 | 0 |
Paid down finance lease | (8,454) | (7,347) |
Payable to related party | (6,133) | 96,921 |
Net cash provided by financing activities | 328,413 | 124,574 |
Net change in cash | 58,405 | (41,095) |
Cash and equivalents, beginning of the period | 23,800 | 68,320 |
Cash and equivalents, end of the period | 82,205 | 27,225 |
Supplemental Disclosures of Cash Flow Information: | ||
Interest paid during the period | 2,105 | 3,212 |
Income taxes paid during the period | $ 0 | $ 0 |
Statements of Changes in Shareh
Statements of Changes in Shareholder's Deficit - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Balance (in shares) at Sep. 30, 2018 | 48,196,210 | |||
Balance at Sep. 30, 2018 | $ 48,197 | $ 13,388,034 | $ (14,136,677) | $ (700,446) |
Issuance of common shares (in shares) | 116,667 | |||
Issuance of common shares | $ 117 | 34,883 | 0 | 35,000 |
Shares issued to pay interest due (in shares) | 34,372 | |||
Shares issued to pay interest due | $ 34 | 22,385 | 0 | 22,419 |
Stock compensation expense | 30,121 | 30,121 | ||
Net loss | (294,430) | (294,430) | ||
Balance (in shares) at Dec. 31, 2018 | 48,347,249 | |||
Balance at Dec. 31, 2018 | $ 48,348 | 13,475,423 | (14,431,107) | (907,336) |
Balance (in shares) at Sep. 30, 2019 | 49,387,918 | |||
Balance at Sep. 30, 2019 | $ 49,389 | 13,931,500 | (15,218,894) | (1,238,005) |
Issuance of common shares (in shares) | 875,000 | |||
Issuance of common shares | $ 875 | 174,125 | 0 | 175,000 |
Net loss | (229,860) | (271,860) | ||
Balance (in shares) at Dec. 31, 2019 | 50,262,918 | |||
Balance at Dec. 31, 2019 | $ 50,264 | $ 14,105,625 | $ (15,448,754) | $ (1,334,865) |
1. Organization of the Company
1. Organization of the Company and Principles of Consolidation and Summary of Accounting Policies | 3 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization of the Company and Principles of Consolidation and Summary of Accounting Policies | American CryoStem Corporation (the “Company”) is a publicly held corporation formed on March 13, 2009 in the state of Nevada as R&A Productions Inc. (R&A). In April 2011, R&A purchased substantially all the assets and liabilities of American CryoStem Corporation (ACS) a company formed in 1987, for 21 million shares of common stock. ACS was deemed to be the accounting acquirer. At the date of the purchase, the former operations of R&A were discontinued and the name of the Company was changed to American CryoStem Corporation. The Company is in the business of collecting adipose tissue, processing it to separate the adult stem cells, and preparing such stem cells for long-term storage. The process allows individuals to preserve their stem cells for future personal use in cellular therapy. The adipose derived stem cells are prepared and stored in their raw form without manipulation, bio-generation or the addition of biomarkers or other materials, making them suitable for use in cellular treatments and therapies offered by existing and planned treatment centers worldwide. Individualized collection and storage of adult stem cells provides personalized medicine solutions by making the patient’s own preserved stem cells available for future cellular therapies. The Company has devoted a significant amount of its time and resources to develop its technologies and intellectual property. These efforts have resulted in the development of cell lines, cell culture medium and other laboratory products which the Company believes are suitable for licensing and distribution by third parties. Additionally the Company has initiated a licensing program to license its technologies to laboratories currently processing other types of biologic materials including cord blood and general blood banks. The Company closed its first licensing agreement in 2014 and intends to pursue additional licensing partners in the future. The accompanying consolidated financial statements include the accounts of American CryoStem Corporation and its wholly owned subsidiaries. The Company’s subsidiaries are APAC CryoStem Limited, a Hong Kong company and APAC CryoStem (Shenzhen) Ltd. which were established to support its licensing agreement and operations, and collect the licensing fees in Hong Kong and China. Currently Mr. Arnone and Mr. Dudzinski serve as management and directors of both companies. All significant intercompany accounts and transactions have been eliminated in the consolidation. Management believes all amounts have been adjusted properly. Accounting policies refer to specific accounting principles and the methods of applying those principles to present fairly the company’s financial position and results of operations in accordance with generally accepted accounting principles. The policies discussed below include those that management has determined to be the most appropriate in preparing the company’s financial statements. The Consolidated Financial Statement Disclosures for the quarter ended December 31, 2019 are condensed and all necessary adjustments have been made. These Financial Statements should be read in conjunction with the Company’s Form 10K for the year ended September 30, 2019. Use of Estimates Cash Accounting for Investments Research and Development - Revenue Recognition Advertising Bad Debt Expense Inventory Inventory was composed of Raw Materials and Finished Goods, which was valued at $25,840 at December 31, 2019 and $25,855 at September 30, 2019. Long Lived Assets Fixed Assets Office Equipment 5 years Lab Equipment & Furniture 7 years Lab Software 5 years Income taxes - The Company follows the accounting requirements associated with uncertainty in income taxes using the provisions of Financial Accounting Standards Board (FASB) ASC 740, Income Taxes. Using that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the positions will be sustained upon examination by the tax authorities. It also provides guidance for derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. As of December 31, 2019 and September 30, 2019, the Company has no uncertain tax positions that qualify for either recognition or disclosure in the financial statements. All tax returns from fiscal years 2014 to 2018 are subject to IRS and State of New Jersey audit. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13 Financial Instruments-Credit Losses In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) Leases As the Right of use asset and the corresponding Lease Liability obligation were the same upon adoption of ASC 842, there was no cumulative effect impact on the Company’s accumulated deficit. Since the Equipment Asset related to the Capital Lease and the Finance Lease Asset established had different values, the Company recorded a cumulative effect modification on October 31, 2019 by a reducing equity (increasing the accumulated deficit) by $41,804. In November 2018, the FASB issued ASU 2018-18, Clarifying the Interaction between Topic 808 and Topic 606 falls under the collaborative arrangements guidance in (ASC 808). ASU 2018-18 is effective for public companies for years beginning after December 15, 2019. The Company plans to implement ASU 2018-18 in Fiscal 2021 and is currently assessing the impact on its contracts. |
2. Going Concern
2. Going Concern | 3 Months Ended |
Dec. 31, 2019 | |
Going Concern | |
Going Concern | The accompanying consolidated financial statements have been presented in accordance with generally accepted accounting principles in the U.S., which assume the continuity of the Company as a going concern. However, the Company has incurred significant losses since its inception which raises substantial doubt about the Company’s ability to continue as a going concern. Management has made this assessment for the period one year from date of the issuance of this report. Management’s plans with regard to this matter are to continue to fund its operations through fundraising activities in fiscal 2020 for future operations and business expansion. |
3. Revenue Recognition
3. Revenue Recognition | 3 Months Ended |
Dec. 31, 2019 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | On October 1, 2018, we adopted ASC 606 applying the modified retrospective transition method to all contracts that were not completed as of October 1, 2018. Results for reporting periods beginning after October 1, 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported under the accounting standards in effect for prior periods, since there was no material effect on the financial statements. Under ASC 606, we recognize revenue when our customer obtains control of promised goods or services in an amount that reflects the consideration which we expect to receive in exchange for those goods or services. To determine revenue recognition for arrangements that we determine are within the scope of ASC 606, we perform the following five steps: a. Identify the contract(s) with a customer; b. Identify the performance obligations in the contract; c. Determine the transaction price; d. Allocate the transaction price to the performance obligations in the contract; and e. Recognize revenue when (or as) the performance obligations are satisfied. We only apply the five step model to contracts when it is probable that we will collect the consideration we are entitled to in exchange for the goods or services we transfer to the customer. At contract inception, if the contract is determined to be within the scope of ASC 606, we assess the goods or services promised within each contract, determine those that are performance obligations, and assess whether each promised good or service is distinct. We then recognize as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Our major sources of revenue during the reporting periods were 1. Tissue Collection, Processing and Storage revenue from various customers; 2. Annual Storage Fees for our ATGRAFT and ATCELL products, from customers who have had stored in our laboratory facility, along with former Bio-Life and Cytori storage customers purchased by American CryoStem; 3. Licensing and other fees from Baoxin, Cell Source, CryoViva, Pepro-Tech and Personal Cell Sciences; and 4. Products sales revenues from Baoxin and CryoViva. The adoption of ASC 606 did not have an impact on the pattern or timing of recognition of our Tissue Processing, Storage Fees or Product Sales Revenue, since: 1. Tissue Collection, Processing & Storage Revenue is recognized on the date the process is completed and stored in our facility. 2. Storage Fees are charged annually. 3. Licensing and other Fees - This is based on the passage of time and as the customer has access to the license. The Company reviewed and analyzed the contract with Baoxin. Management’s judgments are: a. Baoxin qualifies as a customer since American CryoStem does not take significant risks or receive significant gains from the agreement. b. The right to use the license does not have significant standalone functionality because consulting is required by American CryoStem in order for the customer to be able to use the license. 4. The majority of our Product Sales Revenue continues to be recognized when the customer takes control of the product. Revenue and Allowances The following table provides information about Fees and Product Sales Revenue for the quarters ended December 30, 2019 and 2018. Quarters Ended December 31 2019 2018 Licensing & Other Fees Baoxin $ 125,000 $ 100,000 Cell Source 6,667 10,000 Personal Cell Sciences — 614 Total $ 131,667 $ 110,614 Product Sales Baoxin $ 1,460 — Total $ 1,460 — Performance Obligations At contract inception, we assess the goods and services promised in our contracts and identify the performance obligations for each promise to transfer to the customer goods or to provide the customer with a service that is distinct. To identify the performance obligations, we consider all of the goods and services promised in the contract regardless of whether they are specifically stated or are implied by customary business practices. We determined that the following distinct goods or services represent separate performance obligations: · ATGRAFT and ATCELL Customer Tissue Processing Fees · ATGRAFT and ATCELL Customer Storage Fees · Licensing and other Fees · Supply of our Tissue Collection, Processing and Storage Products to Baoxin and CryoViva We principally sell our products to end users, who have agreements with us to utilize our processing and storage technology. We provide processing and storage services to individual customers. We charge various fees for consulting services or licensing of our technologies; which includes processing and storage agreements, arrangements with biotechnology processing facilities for the provision of our services within a limited geographic area. For the customers that purchase our Tissue Collection, Processing and Storage Products we transfer control at the point in time when the goods are shipped from our facility, shipping costs are paid by the customer and these costs are not accrued when the related revenue is recognized. Variable Consideration Under ASC 606, we are required to make estimates of the net sales price, including estimates of variable consideration (such as rebates and discounts) and recognize the estimated amount as revenue when we transfer control of the product or provide the service to our customers. Variable Consideration must be determined using either an “expected value” or a “most likely amount” method. At the current time the Company does not offer rebates or discounts on our provision of ATGRAFT and ATCELL customer processing and storage fees; Licensing and other Fees; and offer Tissue Collection, Processing and Storage products; therefore we have not made any provisions for variable consideration related to discounts or rebates. Product Returns We only offer product returns in the event a delivered product is found to be defective for which we offer replacement only. The Company has not had any product returned based upon a defective product claim however return experience may change over time. |
4. Loss per Share
4. Loss per Share | 3 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Loss per Share | The Company applies ASC 260, “Earnings per Share” The Company had 8,761,500 and 12,306,500 shares of Common Stock issuable upon exercise of all outstanding stock options and warrants for the quarters ended December 31, 2019 and 2018, respectively; and 134,784 and 1,680,237 shares issuable on the conversion of outstanding Convertible Notes for quarters ended December 31, 2019 and 2018, respectively. Net Loss per share for the following quarters is computed below: 3 months 3 months Dec 31, 2019 Dec 31, 2018 Net Loss $ (271,860 ) $ (294,430 ) Weighted average shares outstanding, basic and diluted 49,503,304 48,224,018 Basic & fully diluted net loss per common share $ (0.005 ) $ (0.006 ) |
5. Fixed Assets
5. Fixed Assets | 3 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Fixed Assets | The fixed assets accounts of the Company are comprised as follows: December 31, 2019 September 30, 2019 Laboratory Equipment $ 257,904 $ 386,579 Laboratory Leasehold Improvements 110,286 110,286 Laboratory Furniture 1,841 1,841 Office Equipment 23,988 23,988 Office Leasehold Improvements 2,650 2,650 Office Furniture 1,812 1,812 Accumulated Depreciation (266,061 ) (289,078 ) Net Property and Equipment $ 132,420 $ 238,078 Depreciation expense for quarters ended December 31, 2019 and 2018 were $1,459 and $6,722. |
6. Patents & Patents Filings
6. Patents & Patents Filings | 3 Months Ended |
Dec. 31, 2019 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Patents & Patents Filings | The patent and patents development are recorded at cost and are being amortized on a straight line basis over a period of seventeen years. The company capitalizes Legal and Administrative Fees incurred in the process of filing for its patents. The Company has only been amortizing the patents issued. Amortization Expense for the quarters ended December 31, 2019 and 2018 were $1,424 and $949, respectively. Patents still in the application process have not been amortized. The unamortized costs of patents in the application process are $290,318 as of December 31, 2019 and $288,882 as of September 30, 2019. Amortizable Patent Costs were $96,000 at December 31, 2019 and $96,000 at September 30, 2019. The following is a description of the Company’s patent assets: On August 2, 2011, the Company was awarded U.S. Patent No. US 7,989,205 B2, titled Cell Culture Media, Kits, and Methods of Use. The Patent is for cell culture media kits for the support of primary culture of normal non-hematopoietic cells of mesodermal origin suitable for both research and clinical applications. The Company filed and maintains a continuation (U.S. Serial No. 13/194,900) and additional claims were granted on November 8, 2016 under patent Number 9,487,755. The Company filed an additional continuation on November 7, 2016 as part of our overall patent strategy and to cover expanded modifications of the original patent grant, US Patent Application No. 15/344,805. On July 3, 2018, the Company was awarded U. S. Patent No. US 10,014,079 B2 titled “Business Method for Collection, Cryogenic Storage and Distribution of a Biologic Sample Material originally filed as US Serial No 13/702,304 filed June 6, 2011 with a priority date of June 6, 2010. The patent covers the Company’s comprehensive business method for collecting, processing, cryogenic storage and distribution of a biologic sample material. The Company has filed a continuation of the patent to cover addition claims and will file additional Continuation in Part claims for improvements that it has developed since the original patent filing. The Company has filed the following additional patents to extend its intellectual property to encompass additional aspects of the Company’s platform processing technologies. To date the following additional patent filings have been made: A business method for Collection, Cryogenic Storage and Distribution of a Biologic Sample Material US Serial No 13/702,304 filed June 6, 2011 with a priority date of June 6, 2010. Systems and Methods for the Digestion of Adipose Tissue Samples Obtained from a Client for Cryopreservation U.S. Serial No. 13/646,647 filed October 5, 2012 with a priority date of October 6, 2011. Compositions and Methods for Collecting, Washing, Cryopreserving, Recovering and Return of Lipoaspirates to Physician for Autologous Adipose Transfer Procedures PCT/US13/44621 filed June 6, 2013 with a priority date of June 7, 2013. Additionally, this patent has been filed European Union Application No. EPI3800847.9 and China Application No. 2013800391988. Stem Cell Based Therapeutic Devices and Methods U.S. Serial No. 14/196,616 filed March 4, 2014 with a priority dated of March 10, 2013. Autologous Serum for Transport of Isolated Stromal Vascular Fraction or Adipose Derived Stem Cells US Serial No. 14,250,338 filed in 2014 with a priority date of April 11, 2013. Human Serum for Cell Culture Medium for Clinical Growth of Human Adipose Stromal Cells, International PCT filing PCT/US/68350 filed December 31, 2015 with a priority date of December 31, 2014. During 2017 the Company extended the filing into China, the EU, India, Japan, the Kingdom of Saudi Arabia, Canada and Mexico. |
7. Debt
7. Debt | 3 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Debt | The following table describes the Company’s debt outstanding as of December 31, 2019: Debt Carrying Value Maturity Rate Bridge Notes $ 226,500 Demand 8.00 % Convertible Notes 48 cents $ 168,000 Fiscal 2020 10.00 % Convertible Notes 40 cents $ 100,000 Fiscal 2020 8.00 % Convertible Notes 35 cents $ 83,500 Demand 8.00 % Convertible Notes 33 cents $ 150,000 Demand 5.00 % Convertible Notes 30 cents $ 45,000 Demand 8.00 % Convertible Notes 20 cents $ 155,000 Demand 8.00 % Convertible Notes 15 cents $ 40,000 Demand 8.00 % Finance Lease Liability $ 53,941 Fiscal 2021 14.00 % The convertible notes are exercisable at any time and have exercise prices ranging from $0.15 to $0.48 with the amount of shares exercisable based on the face value of the convertible note. The holders of the bridge notes also have an option to purchase shares of the Company at $0.05 per share with the number of shares dependent upon the face value of the bridge note. As of the date of this report, 36,500 of these options remain outstanding. On April 6, 2018, the Company issued a debenture and received proceeds of $100,000. The debenture matures in March 2020 and has an exercise price of $.40 with interest at 8%. The entire Carrying Value of $100,000 is due in March 2020. As a result of the issue, the Company recognized interest expense of $100,000 as a beneficial conversion feature of the debenture which has been amortized over the life of the note. The Interest Expense due to the Beneficial Conversion Feature for the Quarters Ended December 31, 2019 and 2018 were $12,500 and $12,500, respectively. The note is discounted due to the Beneficial Conversion Feature in the amount of $12,500 as of December 31, 2019 and $25,000 as of September 30, 2019. In April 2019, the Company issued debentures and received proceeds of $150,000. The debentures mature in 2021 and have an exercise price of $.33 with interest at 5%. The entire Carrying Value of $150,000 is due in Fiscal 2021. As a result of the issue, the Company recognized interest expense of $61,364 as a beneficial conversion feature of the debenture which has been amortized over the life of the note. The Interest Expense due to the Beneficial Conversion Feature for the Quarter Ended December 31, 2019 was $8,191. The note is discounted due to the Beneficial Conversion Feature in the amount of $39,521 as of December 31, 2019 and $47,712 as of September 30, 2019. On October 3, 2019, the Company issued a debenture and received proceeds of $168,000, with interest at 10%. The Note is convertible at the rate of $0.48 per share for the initial 180 days; and thereafter at a 30% discount to the average of the three lowest trading prices during the 10 trading days prior to the date of conversion. The entire Carrying Value of $168,000 is due in Fiscal 2020. We recorded a debt discount of $168,000 and a Derivative liability of $260,951 at inception. Debt Discount of $42,000 was amortized for the quarter. The Gain in the value of the Derivative Liability was $1,873 for the quarter The Company used the American Option Binomial Tree Pricing model to estimate the fair value of the derivative liability as of the date of issuance and as of December 31, 2019, using the following key inputs: market price of the Company’s common stock $0.32 per share, volatility of 176.56% and discount rate of 2.25%. The fair value of the derivative was determined to be $259,078 as of December 31, 2019. |
8. Common Stock Issuances
8. Common Stock Issuances | 3 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Common Stock Issuances | During the quarter ended December 31, 2018, the Company issued 116,667 shares and received proceeds of $35,000. The share price was $0.30 per share. The share price was determined by agreement with the purchasers, based upon the current market price less a discount for purchasing restricted securities. During the quarter ended December 31, 2018, the Company issued 34,372 shares to pay interest due to holders of the bridge notes and convertible notes. The value of the interest paid was $22,419. The share prices were determined by the aggregate market price for the week in which the shares were issued. During the quarter ended December 31, 2019, the Company issued 875,000 shares and received proceeds of $175,000. The share price was $0.20 per share. The share price was determined by agreement with the purchasers, based upon the current market price less a discount for purchasing restricted securities. |
9. Option Issuances
9. Option Issuances | 3 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Option Issuances | The Company applies ASC 718, “Accounting for Stock-Based Compensation” to account for its option issues. Accordingly, all options granted are recorded at fair value using a generally accepted option pricing model at the date of the grant. The Company uses the Black-Sholes option pricing model to measure the fair values of its option grants. For purposes of determining the option values at issuance, the fair value of each option granted is measured at the date of the grant by the option pricing model using the parameters of the volatility of the Company’s share prices and the risk free interest rate. The intrinsic value of the shares underlying the options is zero. The Company normally issues options to its key personnel and consultants at the end of each fiscal year or as may be included in retainer or employment agreements. The Company prepares an option agreement for each option grant that includes the date of the grant, the vesting schedule, the expiration date and other terms of the granted options. The Company’s option plan calls for the immediate expiration and cancellation of the granted options in the event of the termination of employment or the contract associated with the original option grant except for certain circumstances including retirement or disability. The Company’s method for exercising options is to require delivery of the executed option agreement with the payment of the option price to the Company by the option holder. Upon receipt and confirmation of payment of the exercise price by Company management, the Company prepares board minutes and issues instructions to the Company’s transfer agent to issue the requisite number of shares underlying the option exercise. Using the Black-Sholes valuation method the company issued options and recorded compensation of $30,121 for the quarter ended December 31, 2018. The company did not issue any options for the quarter ended December 31, 2019. Amount Exercise Price Range Weighted Average Exercise Price Weighted Average Remaining Term (Yrs) Outstanding at September 30, 2018 12,306,500 $0.05 - $0.40 $ 0.26 2.31 Granted — Exercised — Expired — Forfeited — Outstanding at December 31, 2018 12,306,500 $0.05 - $0.40 $ 0.26 2.10 Outstanding at September 30, 2019 8,761,500 $0.05 - $0.40 $ 0.26 1.85 Granted — Exercised — Expired — Forfeited — Outstanding at December 31, 2019 8,761,500 $0.05 - $0.40 $ 0.26 1.80 All outstanding stock options at December 31, 2019 are vested and exercisable. |
10. Fair Values of Financial In
10. Fair Values of Financial Instruments | 3 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Values of Financial Instruments | Fair Value Measurements under generally accepted accounting principles clarifies the principle that fair value should be based on the assumptions market participants would use when pricing an asset or liability and establishes a fair value hierarchy that prioritizes the information used to develop those assumptions. Under the standard, fair value measurements are separately disclosed by level within the fair value hierarchy as follows: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed and is determined based on the lowest level input that is significant to the fair value measurement. The Company valued Accounts Receivable, Bridge Notes and Convertible Notes at cost. Financial instruments’ carrying value approximates fair value. Stock Options and Derivative Liability are valued using level 3 of the fair value hierarchy. |
11. Leases
11. Leases | 3 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | The Company determines whether a contract is or contains a lease at inception of the contract and whether that lease meets the classification criteria of finance or operating lease. When available, the Company uses the rate implicit in the lease to discount lease payments to present value; however, one of the Company’s leases does not provide a readily determinable implicit rate. Therefore, the Company must discount lease payments based on an estimate of its incremental borrowing rate which is based on the interest rate of similar debt outstanding. Effective October 1, 2019, the Company adopted the provision of ASC 842 Leases. Finance Lease The Company leases Equipment at its laboratory from NFS Leasing, Inc. The final lease payment is scheduled for May 1, 2021. When the final payment is made, the Company will own the equipment. The table below presents the lease related asset and liability recorded on the Company’s consolidated balance sheets as of December 31, 2019: Classification on Balance Sheet December 31, 2019 Assets Finance Lease Asset Finance lease right of use asset $ 98,072 Total Finance lease assets $ 98,072 Liabilities Current Liabilities Finance lease liability Current finance lease liability $ 36,948 Noncurrent liabilities Finance lease liability Long-Term finance lease liability 16,993 Total operating lease liability $ 53,941 Lease obligations at December 31, 2019: 2020 $ 31,677 2021 28,157 Total Payments 59,834 Amount representing interest (5,893 ) Operating lease obligation, net 53,941 Operating lease obligation, current portion (36,948 ) Operating lease obligation, long-term portion $ 16,993 The lease expense for the three months ended December 31, 2019 was $8,232, which consisted of amortization expense of $6,127 and interest expense of $2,105. At December 31, 2019, the remaining lease term was 1.42 years (17 months) and the discount rate was 14.17%. Operating Lease The Company leases its office facility, in Eatontown, New Jersey, from Eaton Holdings LLC. The lease expires on April 30, 2021 and the Company can exercise a renewal option for an additional three years. The table below presents the lease related asset and liability recorded on the Company’s consolidated balance sheets as of December 31, 2019: Classification on Balance Sheet December 31, 2019 Assets Operating Lease Asset Operating lease right of use asset $ 40,089 Total Operating lease assets $ 40,089 Liabilities Current Liabilities Operating lease liability Current operating lease liability $ 29,665 Noncurrent liabilities Operating lease liability Long-Term operating lease liability 10,424 Total operating lease liability $ 40,089 Lease obligations at December 31, 2019: 2020 $ 23,850 2021 18,550 Total Payments 42,400 Amount representing interest (2,311 ) Operating lease obligation, net 40,089 Operating lease obligation, current portion (29,665 ) Operating lease obligation, long-term portion $ 10,424 The lease expense for the three months ended December 31, 2019 was $7,950, which consisted of amortization expense of $7,368 and interest expense of $582. The cash paid under the operating lease during the three months ended December 31, 2019 was $7,950. At December 31, 2019, the remaining lease term was 1.33 years (16 months) and the discount rate was 8%. The Company leases its laboratory facility, in Monmouth Junction, New Jersey, from Princeton Corporate Plaza LLC. The lease expires on March 31, 2020 and the Company can exercise a renewal option for an additional 6 months. Since the lease obligation is less than twelve months, the Company does not report a lease related asset or liability for this lease. Rent paid for the laboratory facility for the three months ended December 31, 2019 was $7,167. |
12. Concentrations of Credit
12. Concentrations of Credit | 3 Months Ended |
Dec. 31, 2019 | |
Risks and Uncertainties [Abstract] | |
Concentrations of Credit | The Company received 100% of its revenues in for the quarter ended December 31, 2019 from two clients, Baoxin and Cell Source and approximately 95% of its revenues in the quarter ended December 31, 2018 from the same two clients. The Company also had accounts receivable from Baoxin of $450,000 at December 31, 2019 and $300,000 at December 31, 2018. Due to the current economic and health conditions in China, including increased tariffs and the Corona virus, the Company is closely monitoring the impact of these circumstances. |
13. Investments
13. Investments | 3 Months Ended |
Dec. 31, 2019 | |
Investments [Abstract] | |
Investments | During the first quarter of 2018, the Company invested $300,000 in Baoxin Ltd., a Chinese company that is involved in tissue storage and processing in Baoxin, China. Baoxin is not a publically traded corporation and the investment is carried at cost at December 31, 2019 and September 30, 2019. The Company annually reviews its investments for impairment. After reviewing recent investment transactions of Baoxin, the Company has determined that no impairment of its investment is necessary for the quarter ended December 31, 2019. Due to the current economic and health conditions in China, including increased tariffs and the Corona virus, the Company is closely monitoring the impact of these circumstances. Baoxin will develop, own and operate multiple laboratory/treatment/training facilities in China using American CryoStem’s intellectual property. American CryoStem has received an upfront fee of $300,000 USD and a 5 year minimum annual guarantee of $500,000 USD per year from Baoxin. Additionally, as part of the transaction American CryoStem has invested $300,000 into Baoxin to obtain a 5% minority equity in Baoxin (China) and an option to acquire up to a 20% equity ownership interest in its Regenerative Medicine Center in Hong Kong (HK). The short term goals are to set up two additional GMO grade adipose tissue processing and storage facilities in Beijing and Shanghai to cover the need of the whole China region, and a proper education facility in China to promote the use of ATGRAFT as a more natural dermal filler over artificial fillers. |
14. Related Party Transactions
14. Related Party Transactions | 3 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | The Company was indebted to a company that is majority owned by the Company’s two officers/directors in the amount of $204,387 as of December 31, 2019 and $210,520 and as of September 30, 2019. The advances are unsecured, and carry no interest rate and are collectible at the discretion of the company’s two officers/directors. The officers/directors do not anticipate collecting this in the next twelve months. The Company has accrued salaries for Mr. Arnone and Mr. Dudzinski. Management does not foresee paying the accrued amounts until the Company has adequate funds to do so. Due to the current economic and health conditions in China, including increased tariffs and the Corona virus, the Company is closely monitoring the impact of these circumstances. |
15. Subsequent Events
15. Subsequent Events | 3 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | The Company has made a review of material subsequent events from December 31, 2019 through the date of issuance of this report. There are no subsequent events to report as of the issuance of these financial statements. |
1. Organization of the Compan_2
1. Organization of the Company and Principles of Consolidation and Summary of Accounting Policiess (Policies) | 3 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Use of Estimates | The preparation of the financial statements in conformity with United States generally accepted accounting principles (“GAAP”) uniformly applied requires management to make reasonable estimates and assumptions that affect the reported amounts of the assets and liabilities and disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses at the date of the financial statements and for the period they include. Actual results may differ from these estimates. |
Cash | For the purpose of calculating changes in cash flows, cash includes all cash balances and highly liquid short-term investments with an original maturity of three months or less. Occasionally, the Company maintains cash balances at financial institutions that exceed federally insured limits. |
Accounting for Investments | The Company accounts for investments based upon the type and nature of the investment and the availability of current information to determine its value. Investments in marketable securities in which there is a trading market will be valued at market value on the nearest trading date relative to the Company’s financial reporting requirements. Investments which there is no trading market from which to obtain recent pricing and trading data for valuation purposes will be valued based upon management’s review of available financial information, disclosures related to the investment and recent valuations related to the investment’s fundraising efforts. |
Research and Development | Research and development expenses include both external and internal expenses. External expenses primarily include costs of intellectual property development, clinical trial development, fees paid for third party testing services, clinical supply and manufacturing expenses, regulatory filing fees, consulting and professional fees as well as other general costs related to the execution of research and development activities. Internal expenses primarily include compensation of employees engaged in research and development activities. Research and development expenses are expensed as incurred. Manufacturing costs are generally expensed as incurred. |
Revenue Recognition | Effective October 1, 2018, we adopted ASC 606, Revenue from Contracts with Customers (“ASC 606”), using the modified retrospective transition method. We recognized the cumulative effect of applying the new revenue standard to all contracts with customers that were not completed as of October 1, 2018. The comparative information has not been restated and continues to be reported under the accounting standards in effect for the periods presented, since there is no material effect on the presentation of the financial positions or statements of operations. This standard applies to all contracts with customers, except for contracts that are within the scope of other standards, such as leases, insurance, certain collaboration arrangements and financial instruments. ASC 606 also impacts certain other areas, such as the accounting for costs to obtain or fulfill a contract. The standard also requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The adoption of ASC 606 did not have an impact on the amount of reported revenues. See Note 3 “Revenue Recognition” for additional information. |
Advertising | Advertising Cost are reported as they are incurred. Advertising Costs were $0 for the quarter ended December 31, 2019 and $200 for the quarter ended December 31, 2018, which is included in Sales and Marketing Expenses within the Consolidated Statements of Operations. |
Bad Debt Expense | The Company provides, through charges to income or loss, a charge for bad debt expense, which is based upon management’s evaluation of numerous factors. These factors include economic conditions prevailing, a predictive analysis of the outcome of the current portfolio by client, and prior credit loss experience of each client. The Company uses the information from this analysis to develop an estimate of bad debt reserve based upon the amount of accounts receivable by client at the balance sheet date. The Allowance for Doubtful Accounts was $12,865 at December 31, 2019 and $10,865 at September 30, 2019. |
Inventory | Inventory is valued at lower of cost or market using the first in, first out method. Inventory consists of the disposables and materials used to create production kits, for processing of adipose tissue and cellular samples, the manufacture of Medias used to prepare the samples and cryoprotectant for the storage of the samples. Inventory was composed of Raw Materials and Finished Goods, which was valued at $25,840 at December 31, 2019 and $25,855 at September 30, 2019. |
Long Lived Assets | The Company reviews for the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment loss would be recognized when estimated future cash flows expected to result from the use of the asset and its eventual disposition is less than its carrying amount. |
Fixed Assets | Fixed assets are stated at cost. Depreciation expense is computed using the straight-line method over the estimated useful life of the assets, which is estimated as follows: Office Equipment 5 years Lab Equipment & Furniture 7 years Lab Software 5 years |
Income Taxes | The Company accounts for income taxes in accordance with generally accepted accounting principles which require an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed annually for differences between financial statement and income tax bases of assets and liabilities that will result in taxable income or deductible expenses in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets and liabilities to the amount expected to be realized. Income tax expense is the tax payable or refundable for the period adjusted for the change during the period in deferred tax assets and liabilities. The Company follows the accounting requirements associated with uncertainty in income taxes using the provisions of Financial Accounting Standards Board (FASB) ASC 740, Income Taxes. Using that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the positions will be sustained upon examination by the tax authorities. It also provides guidance for derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. As of December 31, 2019 and September 30, 2019, the Company has no uncertain tax positions that qualify for either recognition or disclosure in the financial statements. All tax returns from fiscal years 2014 to 2018 are subject to IRS and State of New Jersey audit. |
Recently Issued Accounting Pronouncements | In June 2016, the FASB issued ASU No. 2016-13 Financial Instruments-Credit Losses In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) Leases As the Right of use asset and the corresponding Lease Liability obligation were the same upon adoption of ASC 842, there was no cumulative effect impact on the Company’s accumulated deficit. Since the Equipment Asset related to the Capital Lease and the Finance Lease Asset established had different values, the Company recorded a cumulative effect modification on October 31, 2019 by a reducing equity (increasing the accumulated deficit) by $41,804. In November 2018, the FASB issued ASU 2018-18, Clarifying the Interaction between Topic 808 and Topic 606 falls under the collaborative arrangements guidance in (ASC 808). ASU 2018-18 is effective for public companies for years beginning after December 15, 2019. The Company plans to implement ASU 2018-18 in Fiscal 2021 and is currently assessing the impact on its contracts. |
1. Organization of the Compan_3
1. Organization of the Company and Significant Accounting Policies (Tables) | 3 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of estimated useful life of assets | Office Equipment 5 years Lab Equipment & Furniture 7 years Lab Software 5 years |
3. Revenue Recognition (Tables)
3. Revenue Recognition (Tables) | 3 Months Ended |
Dec. 31, 2019 | |
Revenue Recognition [Abstract] | |
Revenue and Allowances | Quarters Ended December 31 2019 2018 Licensing & Other Fees Baoxin $ 125,000 $ 100,000 Cell Source 6,667 10,000 Personal Cell Sciences — 614 Total $ 131,667 $ 110,614 Product Sales Baoxin $ 1,460 — Total $ 1,460 — |
4. Loss per share (Tables)
4. Loss per share (Tables) | 3 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of computation of net loss per share | 3 months 3 months Dec 31, 2019 Dec 31, 2018 Net Loss $ (271,860 ) $ (294,430 ) Weighted average shares outstanding, basic and diluted 49,503,304 48,224,018 Basic & fully diluted net loss per common share $ (0.005 ) $ (0.006 ) |
5. Fixed Assets (Tables)
5. Fixed Assets (Tables) | 3 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of summary of property and equipment | December 31, 2019 September 30, 2019 Laboratory Equipment $ 257,904 $ 386,579 Laboratory Leasehold Improvements 110,286 110,286 Laboratory Furniture 1,841 1,841 Office Equipment 23,988 23,988 Office Leasehold Improvements 2,650 2,650 Office Furniture 1,812 1,812 Accumulated Depreciation (266,061 ) (289,078 ) Net Property and Equipment $ 132,420 $ 238,078 |
7. Debt (Tables)
7. Debt (Tables) | 3 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of debt outstanding | Debt Carrying Value Maturity Rate Bridge Notes $ 226,500 Demand 8.00 % Convertible Notes 48 cents $ 168,000 Fiscal 2020 10.00 % Convertible Notes 40 cents $ 100,000 Fiscal 2020 8.00 % Convertible Notes 35 cents $ 83,500 Demand 8.00 % Convertible Notes 33 cents $ 150,000 Demand 5.00 % Convertible Notes 30 cents $ 45,000 Demand 8.00 % Convertible Notes 20 cents $ 155,000 Demand 8.00 % Convertible Notes 15 cents $ 40,000 Demand 8.00 % Finance Lease Liability $ 53,941 Fiscal 2021 14.00 % |
9. Option Issuances (Tables)
9. Option Issuances (Tables) | 3 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of summary of common stock options outstanding | Amount Exercise Price Range Weighted Average Exercise Price Weighted Average Remaining Term (Yrs) Outstanding at September 30, 2018 12,306,500 $0.05 - $0.40 $ 0.26 2.31 Granted — Exercised — Expired — Forfeited — Outstanding at December 31, 2018 12,306,500 $0.05 - $0.40 $ 0.26 2.10 Outstanding at September 30, 2019 8,761,500 $0.05 - $0.40 $ 0.26 1.85 Granted — Exercised — Expired — Forfeited — Outstanding at December 31, 2019 8,761,500 $0.05 - $0.40 $ 0.26 1.80 |
11. Leases (Tables)
11. Leases (Tables) | 3 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Finance lease related asset and liability | Classification on Balance Sheet December 31, 2019 Assets Finance Lease Asset Finance lease right of use asset $ 98,072 Total Finance lease assets $ 98,072 Liabilities Current Liabilities Finance lease liability Current finance lease liability $ 36,948 Noncurrent liabilities Finance lease liability Long-Term finance lease liability 16,993 Total operating lease liability $ 53,941 |
Minimum lease payments operating lease | 2020 $ 31,677 2021 28,157 Total Payments 59,834 Amount representing interest (5,893 ) Operating lease obligation, net 53,941 Operating lease obligation, current portion (36,948 ) Operating lease obligation, long-term portion $ 16,993 |
Operating lease related asset and liability | Classification on Balance Sheet December 31, 2019 Assets Operating Lease Asset Operating lease right of use asset $ 40,089 Total Operating lease assets $ 40,089 Liabilities Current Liabilities Operating lease liability Current operating lease liability $ 29,665 Noncurrent liabilities Operating lease liability Long-Term operating lease liability 10,424 Total operating lease liability $ 40,089 |
Minimum lease payments finance lease | 2020 $ 23,850 2021 18,550 Total Payments 42,400 Amount representing interest (2,311 ) Operating lease obligation, net 40,089 Operating lease obligation, current portion (29,665 ) Operating lease obligation, long-term portion $ 10,424 |
1. Organization of the Compan_4
1. Organization of the Company and Significant Accounting Policies (Details) | 3 Months Ended |
Dec. 31, 2019 | |
Office Equipment | |
Estimated useful life of assets | 5 years |
Lab Equipment & Furniture | |
Estimated useful life of assets | 7 years |
Lab Software | |
Estimated useful life of assets | 5 years |
1. Organization of the Compan_5
1. Organization of the Company and Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Advertising costs | $ 0 | $ 200 | |
Bad debt reserve | 12,865 | $ 10,865 | |
Inventory | $ 25,840 | $ 25,855 |
3. Revenue Recognition (Details
3. Revenue Recognition (Details) - USD ($) | 3 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Licensing & Other Fees | ||
Baoxin | $ 125,000 | $ 100,000 |
Cell Source | 6,667 | 10,000 |
Personal Cell Sciences | 0 | 614 |
Total | 131,666 | 110,614 |
Baoxin | 1,460 | 0 |
Total | $ 1,460 | $ 0 |
4. Loss Per Share (Details)
4. Loss Per Share (Details) - USD ($) | 3 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Earnings Per Share [Abstract] | ||
Net loss | $ (271,860) | $ (294,430) |
Weighted average shares outstanding, basic and diluted | 49,503,304 | 48,224,018 |
Basic & fully diluted net loss per common share | $ (0.005) | $ (0.006) |
4. Loss Per Share (Details Narr
4. Loss Per Share (Details Narrative) - shares | 3 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Stock Options | ||
Shares excluded from computation of earnings per share | 8,761,500 | 12,306,500 |
Warrants | ||
Shares excluded from computation of earnings per share | 8,761,500 | 12,306,500 |
Convertible Notes | ||
Shares excluded from computation of earnings per share | 134,784 | 1,680,237 |
5. Fixed Assets (Details)
5. Fixed Assets (Details) - USD ($) | Dec. 31, 2019 | Sep. 30, 2019 |
Accumulated depreciation | $ (266,061) | $ (289,078) |
Fixed assets, net | 132,420 | 238,078 |
Laboratory Equipment | ||
Fixed assets, gross | 257,904 | 386,579 |
Laboratory Leasehold Improvements | ||
Fixed assets, gross | 110,286 | 110,286 |
Laboratory Furniture | ||
Fixed assets, gross | 1,841 | 1,841 |
Office Equipment | ||
Fixed assets, gross | 23,988 | 23,988 |
Office Leasehold Improvements | ||
Fixed assets, gross | 2,650 | 2,650 |
Office Furniture | ||
Fixed assets, gross | $ 1,812 | $ 1,812 |
5. Fixed Assets (Details Narrat
5. Fixed Assets (Details Narrative) - USD ($) | 3 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 1,459 | $ 6,722 |
6. Patent & Patents Filings (De
6. Patent & Patents Filings (Details Narrative) - USD ($) | 3 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2019 | |
Finite-Lived Intangible Assets, Net [Abstract] | |||
Amortization expense | $ 1,424 | $ 949 | |
Unamortized costs of patents | 290,318 | $ 288,882 | |
Amortizable Patent Costs | $ 96,000 | $ 96,000 |
7. Debt (Details)
7. Debt (Details) | 3 Months Ended |
Dec. 31, 2019USD ($) | |
Bridge Notes | |
Carrying value | $ 226,500 |
Maturity | Demand |
Rate | 8.00% |
Convertible Notes | |
Carrying value | $ 168,000 |
Maturity | Fiscal 2020 |
Rate | 10.00% |
Convertible Notes | |
Carrying value | $ 100,000 |
Maturity | Fiscal 2020 |
Rate | 8.00% |
Convertible Notes | |
Carrying value | $ 83,500 |
Maturity | Demand |
Rate | 8.00% |
Convertible Notes | |
Carrying value | $ 150,000 |
Maturity | Demand |
Rate | 5.00% |
Convertible Notes | |
Carrying value | $ 45,000 |
Maturity | Demand |
Rate | 8.00% |
Convertible Notes | |
Carrying value | $ 155,000 |
Maturity | Demand |
Rate | 8.00% |
Convertible Notes | |
Carrying value | $ 40,000 |
Rate | 8.00% |
Finance Lease | |
Carrying value | $ 53,941 |
Rate | 14.00% |
Convertible Notes | |
Maturity | Demand |
Capital Lease | |
Maturity | Fiscal 2021 |
9. Option Issuances (Details)
9. Option Issuances (Details) - $ / shares | 3 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Payment Arrangement [Abstract] | ||
Number of options outstanding, beginning | 8,761,500 | 12,306,500 |
Number of options granted | 0 | 0 |
Number of options expired | 0 | 0 |
Number of options exercised | 0 | 0 |
Number of options forfeited | 0 | 0 |
Number of options outstanding, ending | 8,761,500 | 8,761,500 |
Range of exercise price options outstanding, beginning | $0.05 - $0.40 | $0.05 - $0.40 |
Range of exercise price options outstanding, ending | $0.05 - $0.40 | $0.05 - $0.40 |
Weighted average exercise price outstanding, beginning | $ .26 | $ 0.26 |
Weighted average exercise price outstanding, ending | $ 0.26 | $ 0.26 |
Weighted average remaining term, beginning | 1 year 10 months 6 days | 2 years 3 months 22 days |
Weighted average remaining term, ending | 1 year 9 months 18 days | 2 years 1 month 6 days |
11.Leases (Details)
11.Leases (Details) - USD ($) | Dec. 31, 2019 | Sep. 30, 2019 |
Assets | ||
Finance Lease Asset | $ 98,072 | $ 0 |
Total Finance lease assets | 98,072 | 0 |
Current liabilities | ||
Finance lease liability | 36,948 | 35,673 |
Noncurrent liabilities | ||
Finance lease liability | 16,993 | $ 26,722 |
Total operating lease liability | 53,941 | |
Eatontown | ||
Assets | ||
Finance Lease Asset | 98,072 | |
Total Finance lease assets | 98,072 | |
Current liabilities | ||
Finance lease liability | 36,948 | |
Noncurrent liabilities | ||
Finance lease liability | 16,993 | |
Total operating lease liability | $ 53,941 |
11.Leases (Details 1)
11.Leases (Details 1) | Dec. 31, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 31,677 |
2021 | 28,157 |
Total minimum lease payments | $ 59,834 |
Amount representing interest | (589300.00%) |
Operating lease obligation, net | $ 53,941 |
Operating lease obligation, current portion | (36,948) |
Operating lease obligation, long-term portion | $ 16,993 |
11. Leases (Details 2)
11. Leases (Details 2) - USD ($) | Dec. 31, 2019 | Sep. 30, 2019 |
Assets | ||
Operating lease asset | $ 40,089 | $ 0 |
Total operating lease assets | 40,089 | 0 |
Current liabilities | ||
Operating lease liability | 29,665 | 0 |
Noncurrent liabilities | ||
Operating lease liability | 10,424 | $ 0 |
Total operating lease liability | $ 40,089 |
11.Leases (Details 3)
11.Leases (Details 3) | Dec. 31, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 23,850 |
2021 | 18,550 |
Total minimum lease payments | 42,400 |
Less amounts representing interest | (2,311) |
Operating lease obligation, net | 40,089 |
Operating lease obligation, current portion | (29,665) |
Operating lease obligation, long-term portion | $ 10,424 |
11.Leases (Details Narrative)
11.Leases (Details Narrative) | 3 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Lease expense | $ 7,950 |
Amortization expense included in lease expense | 7,368 |
Interest expense included in lease expense | 582 |
Cash paid under operating lease | $ 7,950 |
Remaining lease term | 1 year 3 months 29 days |
13. Related Party Transactions
13. Related Party Transactions (Details Narrative) - USD ($) | Dec. 31, 2019 | Sep. 30, 2019 |
Related Party Transactions [Abstract] | ||
Due to related parties | $ 204,387 | $ 210,520 |