Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Dec. 31, 2020 | Feb. 08, 2021 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Dec. 31, 2020 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | Rezolute, Inc. | |
Entity Central Index Key | 0001509261 | |
Current Fiscal Year End Date | --06-30 | |
Entity Interactive Data Current | Yes | |
Entity Current Reporting Status | Yes | |
Title of 12(b) Security | Common Stock, par value $0.001 | |
Entity Filer Category | Non-accelerated Filer | |
Security Exchange Name | NASDAQ | |
Trading Symbol | RZLT | |
Entity Common Stock, Shares Outstanding | 8,352,277 | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Small Business | true |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 37,600 | $ 9,955 |
Prepaid expenses and other | 554 | 563 |
Total current assets | 38,154 | 10,518 |
Right-of-use assets, net | 547 | 383 |
Deferred offering costs | 122 | 0 |
Property and equipment, net | 36 | 33 |
Lease security deposits | 43 | 31 |
Total assets | 38,902 | 10,965 |
Current liabilities: | ||
Accounts payable | 612 | 893 |
Accrued liabilities: | ||
Compensation and benefits | 1,264 | 120 |
Insurance premiums | 0 | 188 |
Other | 543 | 180 |
Current portion of license fees payable to Xoma | 0 | 1,600 |
Current portion of operating lease liabilities | 316 | 245 |
Total current liabilities | 2,735 | 3,226 |
Operating lease liabilities, net of current portion | 281 | 165 |
License fees payable to Xoma, net of current portion | 0 | 209 |
Total liabilities | 3,016 | 3,600 |
Commitments and contingencies (Notes 4 and 7) | ||
Stockholders' equity : | ||
Preferred Stock, $0.001 par value, 20,000 shares authorized; no shares issued and outstanding | ||
Common Stock, $0.001 par value, 500,000 shares authorized; 8,352 and 5,867 shares issued and outstanding as of December 31, 2020 and June 30, 2020, respectively | 8 | 6 |
Additional paid-in capital | 193,831 | 154,595 |
Accumulated deficit | (157,953) | (147,236) |
Total stockholders' equity | 35,886 | 7,365 |
Total liabilities and stockholders' equity | $ 38,902 | $ 10,965 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands | Dec. 31, 2020 | Jun. 30, 2020 |
Unaudited Condensed Consolidated Balance Sheets | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 20,000 | 20,000 |
Preferred stock, shares, issued | 0 | 0 |
Preferred stock, shares, outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000 | 500,000 |
Common stock, shares issued | 8,352 | 5,867 |
Common stock, shares outstanding | 8,352 | 5,867 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Research and development: | ||||
Compensation and benefits, net of related party reimbursements | $ 2,124 | $ 1,750 | $ 3,336 | $ 3,168 |
Clinical trial costs | 1,023 | 1,922 | 1,781 | 2,913 |
Licensing costs | 1,000 | 0 | 1,000 | 0 |
Consulting and outside services | 132 | 972 | 274 | 1,458 |
Material manufacturing costs | 134 | 254 | 308 | 441 |
Facilities and other | 83 | 140 | 141 | 292 |
Total research and development | 4,496 | 5,038 | 6,840 | 8,272 |
General and administrative: | ||||
Compensation and benefits | 1,943 | 981 | 2,648 | 2,317 |
Professional fees | 481 | 273 | 851 | 633 |
Facilities and other | 232 | 428 | 436 | 677 |
Total general and administrative | 2,656 | 1,682 | 3,935 | 3,627 |
Total operating expenses | 7,152 | 6,720 | 10,775 | 11,899 |
Operating loss | (7,152) | (6,720) | (10,775) | (11,899) |
Non-operating income - interest and other | 55 | 54 | 58 | 153 |
Net loss | $ (7,097) | $ (6,666) | $ (10,717) | $ (11,746) |
Net loss per common share - basic and diluted (in dollars per share) | $ (0.88) | $ (1.14) | $ (1.54) | $ (2.08) |
Weighted average number of common shares outstanding - basic and diluted (in shares) | 8,045 | 5,866 | 6,956 | 5,646 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Total |
Balance at Jun. 30, 2019 | $ 4 | $ 128,651 | $ (126,903) | $ 1,752 |
Balance (in shares) at Jun. 30, 2019 | 4,208 | |||
Stock-based compensation | 2,059 | 0 | 2,059 | |
Fair value of warrants issued to consultants for services | 73 | 0 | 73 | |
Issuance of common stock for cash: Related parties at $14.50 per share | $ 2 | 19,998 | 0 | 20,000 |
Issuance of common stock for cash: Related parties at $14.50 per share (in shares) | 1,380 | |||
Issuance of common stock for cash: Other investors at $14.50 per share | 4,050 | 0 | 4,050 | |
Issuance of common stock for cash: Other Investors at $14.50 per share (in shares) | 279 | |||
Advisory fees and other offering costs | (1,500) | 0 | (1,500) | |
Net loss | 0 | (11,746) | (11,746) | |
Balance at Dec. 31, 2019 | $ 6 | 153,331 | (138,649) | 14,688 |
Balance (in shares) at Dec. 31, 2019 | 5,867 | |||
Balance at Jun. 30, 2019 | $ 4 | 128,651 | (126,903) | 1,752 |
Balance (in shares) at Jun. 30, 2019 | 4,208 | |||
Net loss | 20,300 | |||
Balance at Jun. 30, 2020 | $ 6 | 154,595 | (147,236) | 7,365 |
Balance (in shares) at Jun. 30, 2020 | 5,867 | |||
Balance at Sep. 30, 2019 | $ 6 | 152,595 | (131,983) | 20,618 |
Balance (in shares) at Sep. 30, 2019 | 5,867 | |||
Stock-based compensation | 665 | 0 | 665 | |
Fair value of warrants issued to consultants for services | 71 | 0 | 71 | |
Net loss | 0 | (6,666) | (6,666) | |
Balance at Dec. 31, 2019 | $ 6 | 153,331 | (138,649) | 14,688 |
Balance (in shares) at Dec. 31, 2019 | 5,867 | |||
Balance at Jun. 30, 2020 | $ 6 | 154,595 | (147,236) | 7,365 |
Balance (in shares) at Jun. 30, 2020 | 5,867 | |||
Stock-based compensation | 1,775 | 0 | 1,775 | |
Fair value of warrants issued to consultants for services | 6 | 0 | 6 | |
Issuance of Units for cash | $ 2 | 40,998 | 0 | 41,000 |
Issuance of Units for cash (In shares) | 2,485 | |||
Advisory fees and other offering costs | (3,550) | 0 | (3,550) | |
Issuance of common stock for services | 7 | 0 | 7 | |
Net loss | 0 | (10,717) | (10,717) | |
Balance at Dec. 31, 2020 | $ 8 | 193,831 | (157,953) | 35,886 |
Balance (in shares) at Dec. 31, 2020 | 8,352 | |||
Balance at Sep. 30, 2020 | $ 6 | 155,232 | (150,856) | 4,382 |
Balance (in shares) at Sep. 30, 2020 | 5,867 | |||
Stock-based compensation | 1,141 | 0 | 1,141 | |
Fair value of warrants issued to consultants for services | 3 | 0 | 3 | |
Issuance of Units for cash | $ 2 | 40,998 | 0 | 41,000 |
Issuance of Units for cash (In shares) | 2,485 | |||
Advisory fees and other offering costs | (3,550) | 0 | (3,550) | |
Issuance of common stock for services | 7 | 0 | 7 | |
Net loss | 0 | (7,097) | (7,097) | |
Balance at Dec. 31, 2020 | $ 8 | $ 193,831 | $ (157,953) | $ 35,886 |
Balance (in shares) at Dec. 31, 2020 | 8,352 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity (Parenthetical) | 6 Months Ended |
Dec. 31, 2019$ / shares | |
Condensed Consolidated Statements of Stockholders' Equity | |
Issuance of common stock for cash: Related parties, per share | $ 14.50 |
Issuance of common stock for cash: Other investors, per share | $ 14.50 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (10,717) | $ (11,746) |
Stock-based compensation expense | 1,775 | 2,059 |
Depreciation and amortization expense | 6 | 9 |
Non-cash lease expense | 139 | 136 |
Fair value of warrants issued for services | 6 | 73 |
Fair value of shares of Common Stock issued for services | 7 | 0 |
Changes in operating assets and liabilities: | ||
Decrease (increase) in prepaid expenses and other assets | (2) | 423 |
Increase (decrease) in accounts payable | (412) | 690 |
Increase (decrease) in other accrued liabilities | 1,193 | (164) |
Decrease in license fees payable to Xoma | (1,809) | (5,891) |
Net Cash Used In Operating Activities | (9,814) | (14,411) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
CASH FLOWS FROM INVESTING ACTIVITIES | 0 | 0 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Related parties | 0 | 20,000 |
Others | 0 | 4,050 |
Proceeds from issuance of Units | 41,000 | 0 |
Payment of commissions and other deferred offering costs | (3,541) | (1,500) |
Net Cash Provided by Financing Activities | 37,459 | 22,550 |
Net increase in cash, cash equivalents and restricted cash | 27,645 | 8,139 |
Cash, cash equivalents and restricted cash at beginning of period | 9,955 | 11,573 |
Cash, cash equivalents and restricted cash at end of period | 37,600 | 19,712 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH: | ||
Cash and cash equivalents, end of period | 37,600 | 18,182 |
Restricted cash, end of period | 0 | 1,530 |
Cash, cash equivalents and restricted cash at end of period | 37,600 | 19,712 |
SUPPLEMENTARY CASH FLOW INFORMATION: | ||
Cash paid for interest | 0 | 0 |
Cash paid for income taxes | 0 | 0 |
Right-of-use assets acquired in exchange for operating lease liabilities | 302 | 0 |
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Furniture and equipment received as inducement under operating lease | 10 | 0 |
Payable for deferred offering costs | $ 32 | $ 0 |
NATURE OF OPERATIONS AND SUMMAR
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Dec. 31, 2020 | |
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 — NATURE OF OPERATIONS AND SUMMARY OF SIGNFICANT ACCOUNTING POLICIES Nature of Operations Rezolute, Inc. (the “Company”) is a clinical stage biopharmaceutical company incorporated in Delaware in 2010. Reverse Stock Split In August 2019, the Company’s Board of Directors approved a reverse stock split that was subject to stockholder approval at a special meeting that was concluded on October 28, 2019. Stockholders approved the proposal whereby the Board of Directors had the ability at any time on or before October 23, 2020 to execute a reverse stock split and set an exchange ratio between 20 and 100 shares of the Company’s outstanding Common Stock, $0.001 par value per share, into one issued and outstanding share of Common Stock, without any change in the par value per share or the number of shares of Common Stock authorized. On October 7, 2020, the Board of Directors approved a fifty shares into one share reverse stock split of the Company’s $0.001 par value Common Stock (the “Reverse Stock Split”), resulting in the filing with the Delaware Secretary of State of a Certificate of Amendment (the “Amendment”) to the Company’s Articles of Incorporation. The Amendment was effective on October 9, 2020. In connection with the Reverse Stock Split, proportionate adjustments were made to increase the per share exercise prices and decrease the number of shares of Common Stock issuable upon exercise of stock options and warrants whereby approximately the same aggregate price is required to be paid for such securities upon exercise as had been payable immediately preceding the Reverse Stock Split. In addition, any fractional shares that would otherwise be issued as a result of the Reverse Stock Split were rounded up to the nearest whole share. All references in the accompanying unaudited condensed consolidated financial statements to the number of shares of Common Stock and per share amounts have been retroactively adjusted to give effect to the Reverse Stock Split. Basis of Presentation The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the rules and regulations of the SEC for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. The condensed consolidated balance sheet as of June 30, 2020, has been derived from the Company’s audited consolidated financial statements. The unaudited interim financial statements should be read in conjunction with the Company’s 2020 Form 10-K, which contains the Company’s audited financial statements and notes thereto, together with the Management’s Discussion and Analysis of Financial Condition and Results of Operations for the year ended fiscal June 30, 2020. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnote disclosures necessary for a comprehensive presentation of financial position, results of operations, and cash flows. It is management's opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statement presentation. The interim results for the three and six months ended December 31, 2020 are not necessarily indicative of the financial condition and results of operations that may be expected for any future interim period or for the fiscal year ending June 30, 2021. Reclassifications Certain amounts in the previously issued comparative interim financial statements for the three and six months ended December 31, 2019 have been reclassified to conform to the current interim financial statement presentation. These reclassifications had no effect on the previously reported net loss, working capital, cash flows and stockholders’ equity. Consolidation The Company has three wholly owned subsidiaries consisting of AntriaBio Delaware, Inc., Rezolute (Bio) Ireland Limited, and Rezolute Bio UK, Ltd. The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its three wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make judgments, estimates and assumptions that affect the reported amounts in the condensed consolidated financial statements and the accompanying notes. The Company bases its estimates and assumptions on current facts, historical experience, and various other factors that it believes are reasonable under the circumstances, to determine the carrying values of assets and liabilities that are not readily apparent from other sources. The Company’s significant accounting estimates include, but are not necessarily limited to, fair value of share-based payments, management’s assessment of going concern, accrued clinical trial liabilities, estimates of the probability and potential magnitude of contingent liabilities, and the valuation allowance for deferred tax assets due to continuing and expected future operating losses. Actual results could differ from those estimates. Risks and Uncertainties The Company's operations may be subject to significant risks and uncertainties including financial, operational, regulatory and other risks associated with a clinical stage company, including the potential risk of business failure as discussed further in Note 2, and the future impact of COVID-19 as discussed in Note 7. Significant Accounting Policies During the six months ended December 31, 2020 , there have been no changes in our significant accounting policies as described in our Annual Report on Form 10-K for the fiscal year ended June 30, 2020. Recent Accounting Pronouncements Standards Required to be Adopted in Future Years. The following accounting standards are not yet effective; management has not completed its evaluation to determine the impact that adoption of this standard will have on the Company’s consolidated financial statements. In June 2016, the Financial Accounting Standards Board ("FASB”) issued Accounting Standards Update ("ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 amends the guidance on the impairment of financial instruments. This update adds an impairment model (known as the current expected credit losses model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes, as an allowance, its estimate of expected credit losses. In November 2019, ASU 2016-13 was amended by ASU 2019-10, Financial Instruments- Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) whereby the effective date for ASU 2016-13 for smaller reporting companies is now required for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity). ASU 2020-06 reduces the number of accounting models for convertible debt instruments and convertible preferred stock, which results in fewer embedded conversion features being separately recognized from the host contract as compared with current GAAP. Additionally, ASU 2020-06 affects the diluted earnings per share calculation for instruments that may be settled in cash or shares and for convertible instruments and requires enhanced disclosures about the terms of convertible instruments and contracts in an entity's own equity. ASU 2020-06 allows entities to use a modified or full retrospective transition method and is effective for smaller reporting companies for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not currently expected to have a material impact on the Company's financial statements upon adoption. |
LIQUIDITY
LIQUIDITY | 6 Months Ended |
Dec. 31, 2020 | |
LIQUIDITY | |
LIQUIDITY | NOTE 2 — LIQUIDITY The Company is in the clinical stage and has not yet generated any revenues. For the fiscal year ended June 30, 2020, the Company incurred a net loss of $20.3 million and net cash used in operating activities amounted to $24.2 million. For the six months ended December 31, 2020, the Company incurred a net loss of $10 .7 million and net cash used in operating activities amounted to $9 .8 million. As of December 31, 2020, the Company had an accumulated deficit of $158.0 million, cash and cash equivalents of $37.6 million and total liabilities of $3.0 million. As discussed in Note 5, on October 9, 2020 the Company received aggregate gross proceeds of $41.0 million from investors in a private placement from the issuance of units that consisted of approximately 2.5 million shares of Common Stock and warrants for the purchase of approximately 0.8 million shares of Common Stock. As discussed in Note 7, COVID-19 has resulted in an economic environment that is unfavorable for many businesses to conduct operations and pursue new debt and equity financings. The U.S. economy has been adversely affected by mass quarantines and government mandated stay-in-place orders to halt the spread of the virus. These orders are frequently changing and contain inherent uncertainty relative to their future application, creating considerable uncertainty surrounding the recovery period for the U.S. economy. The long-term effects on the Company are expected to result in higher costs in order to comply with safeguards to protect patients and staff engaged in clinical activities, and extended periods of time may be required to complete clinical trials. The current economic environment and financial market volatility is expected to make it more challenging for the Company to obtain funding for its clinical programs in the future. Even if an economic recovery occurs faster and more robustly than currently expected, there are no assurances that the Company will be able to obtain equity and debt financings that will be necessary to fund ongoing operations after March 31, 2022. In addition, even if these financing sources are available, they may be on terms that are not acceptable to the Company’s Board of Directors and stockholders. Management believes the Company's existing cash and cash equivalents balance will be adequate to carry out currently planned activities at least through March 31, 2022. |
OPERATING LEASES
OPERATING LEASES | 6 Months Ended |
Dec. 31, 2020 | |
OPERATING LEASES | |
OPERATING LEASES | NOTE 3 — OPERATING LEASES The carrying value of right-of-use (“ROU”) assets and operating lease liabilities are as follows (in thousands): December 31, June 30, 2020 2020 Right-of-Use Assets, net $ 547 $ 383 Operating Lease Liabilities: Current $ 316 $ 245 Long-term 281 165 Total $ 597 $ 410 As of December 31, 2020, the weighted average remaining lease term under operating leases was 2.2 years, and the weighted average discount rate for operating lease liabilities was 7.8%. For the three and six months ended December 31, 2020 , cash paid for amounts included in the measurement of operating lease liabilities was $65,000 and $134,000, respectively. For the three and six months ended December 31, 2019, cash paid for amounts included in the measurement of operating lease liabilities amounted was $68,000 and $136,000, respectively. These cash payments were included in the determination of net cash used in operating activities in the condensed consolidated statements of cash flows. On October 28, 2020, the Company entered into an assignment, assumption and amendment of lease agreement for ancillary office space in Bend, Oregon. The leased space consists of approximately 5,000 square feet and provides for average monthly rent of approximately $8,700 through the expiration date in February 2024. The lease provides one option to renew the lease for an additional three years at market rates. The Company determined it was not reasonably assured that this renewal option would be exercised whereby the resulting lease term was estimated at 40 months. Using a discount rate of 6.0%, the Company recognized a ROU asset and corresponding operating lease liability of approximately $0.3 million at inception of the lease. Future payments under all operating lease agreements as of December 31, 2020 are as follows (in thousands): Fiscal year ending June 30, Remainder of fiscal year 2021 $ 164 2022 283 2023 117 Thereafter 79 Total lease payments 643 Less imputed interest (46) Present value of operating lease liabilities $ 597 |
LICENSE AGREEMENTS
LICENSE AGREEMENTS | 6 Months Ended |
Dec. 31, 2020 | |
LICENSE AGREEMENTS | |
LICENSE AGREEMENTS | NOTE 4 — LICENSE AGREEMENTS Xoma License Agreement In December 2017, the Company entered into a license agreement (“License Agreement”) with XOMA Corporation (“Xoma”), through its wholly-owned subsidiary, XOMA (US) LLC, pursuant to which Xoma granted an exclusive global license to the Company to develop and commercialize Xoma 358 (formerly X358, now RZ358) for all indications. In January 2019, the License Agreement was amended. with an updated payment schedule, as well as revising the amount the Company was required to expend on development of RZ358 and related licensed products, and revised provisions with respect to the Company’s diligence efforts in conducting clinical studies. On March 31, 2020, the parties entered into Amendment No. 3 to the License Agreement to extend the payment schedule for the remaining balance of approximately $2.6 million. The revised payment schedule provided for seven quarterly payments to be paid from March 31, 2020 through September 30, 2021. As discussed in Note 5, the Company completed a private placement of equity securities for gross proceeds of $41.0 million in October 2020, which resulted in acceleration of the entire obligation. On October 23, 2020, the Company paid the outstanding balance of $1.4 million. As of December 31, 2020, the Company does not have any remaining balance payable under Amendment No. 3 to the License Agreement. Upon the achievement of certain clinical and regulatory events, the Company will be required to make up to $37.0 million in aggregate milestone payments to Xoma. In addition to the License Agreement between the Company and Xoma in December 2017, both parties also entered into a stock purchase agreement (“Stock Purchase Agreement”). As of December 31, 2020, Xoma owns approximately 162,000 shares of the Company’s Common Stock. The Stock Purchase Agreement provided Xoma with the right and option to require the Company to use its best efforts to facilitate orderly sales of the shares to a third party or purchase the shares (the “Put Option”). Xoma was permitted to exercise the Put Option for up to a total of 50,000 shares of Common Stock for the calendar year ending December 31, 2020, and up to an additional 50,000 shares thereafter. On November 3, 2020, the Company’s shares of Common Stock were approved for listing on the Nasdaq Capital Market and the Put Option terminated pursuant to the terms of the Stock Purchase Agreement. ActiveSite License Agreement On August 4, 2017, the Company entered into a Development and License Agreement with ActiveSite Pharmaceuticals, Inc. (“ActiveSite”) pursuant to which the Company acquired the rights to ActiveSite’s Plasma Kallikrein Inhibitor program (“PKI Portfolio”). The Company is initially using the PKI Portfolio to develop an oral PKI therapeutic for diabetic macular edema (RZ402) and may use the PKI Portfolio to develop other therapeutics for different indications. The ActiveSite Development and License Agreement requires various milestone payments up to $46.5 million. The first milestone payment for $1.0 million was due after acceptance of an Initial Drug Application, or IND, filed with the U.S. Food and Drug Administration (“FDA”). The Company is also required to pay royalties equal to 2.0% of any sales of products that use the PKI Portfolio. On October 28, 2020, the Company submitted an IND to the FDA. On December 3, 2020, the Company received FDA clearance for the IND application filed by the Company. This clearance resulted in the Company owing the first milestone payment of $1.0 million, which was paid in December 2020. There have been no events that would result in any royalty payments owed under the ActiveSite Development and License Agreement to date. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 6 Months Ended |
Dec. 31, 2020 | |
STOCKHOLDERS' EQUITY | |
STOCKHOLDERS' EQUITY | NOTE 5 — STOCKHOLDERS’ EQUITY For changes in stockholders’ equity for the six months ended December 31, 2020 and 2019, please refer to the unaudited condensed consolidated statements of stockholders’ equity on page 3. The following table presents changes in stockholders’ equity for the three months ended December 31, 2020 and 2019: Additional Total Common Stock Paid-in Accumulated Stockholders’ Shares Amount Capital Deficit Equity Three Months Ended December 31, 2020: Balances as of September 30, 2020 5,867 $ 6 $ 155,232 $ (150,856) $ 4,382 Stock-based compensation — — 1,141 — 1,141 Fair value of warrants issued to consultants for services — — 3 — 3 Issuance of Units for cash 2,485 2 40,998 — 41,000 Advisory fees and other offering costs — — (3,550) — (3,550) Issuance of common stock for services — — 7 — 7 Net loss — — — (7,097) (7,097) Balances as of December 31, 2020 8,352 $ 8 $ 193,831 $ (157,953) $ 35,886 Three Months Ended December 31, 2019: Balances as of September 30, 2019 5,867 $ 6 $ 152,595 $ (131,983) $ 20,618 Stock-based compensation — — 665 — 665 Fair value of warrants issued to consultants for services — — 71 — 71 Net loss — — — (6,666) (6,666) Balances as of December 31, 2019 5,867 $ 6 $ 153,331 $ (138,649) $ 14,688 Equity Distribution Agreement On December 18, 2020, the Company and Oppenheimer & Co. Inc. (the “Agent”) entered into an Equity Distribution Agreement (the “EDA”) that provides for an “at the market offering” for the sale of up to $50.0 million in shares of the Company’s Common Stock (the “Placement Shares”) through the Agent. The Agent is acting as sales agent and is required to use commercially reasonable efforts to sell all of the Placement Shares requested to be sold by the Company, consistent with the Agent's normal trading and sales practices, on mutually agreed terms between the Agent and the Company. The EDA will terminate when all of the Placement Shares have been sold, or earlier upon the election of either the Company or the Agent. The Company has no obligation to sell any of the Placement Shares under the EDA. The Company intends to use the net proceeds, if any, from amounts sold under the EDA for general corporate purposes, including working capital. Under the terms of the EDA, the Company agreed to pay the Agent a commission equal to 3.0% of the gross sales price of the Placement Shares plus certain expenses incurred by the Agent in connection with the offering. Through December 31, 2020, no shares were sold pursuant to the EDA and no commissions were incurred. As of December 31, 2020, total expenses incurred by the Agent and the Company amounted to an aggregate of $0.1 million and are classified as deferred offering costs in the Company’s unaudited condensed consolidated balance sheet. Reverse Stock Split As discussed in Note 1, the Company effected Reverse Stock Split on October 9, 2020. All references in the accompanying consolidated financial statements to the number of shares of Common Stock and per share amounts have been retroactively adjusted to give effect to the Reverse Stock Split. Fiscal 2021 Financing On September 15, 2020, the Company entered into financial advisory agreements to undertake a private placement of equity or equity equivalent securities (the “Fiscal 2021 Financing”). Pursuant to the financial advisory agreements, the Company agreed to pay transaction fees to the financial advisors for an aggregate of 6.0% of the gross proceeds plus out-of-pocket expenses. In addition, for any financing completed within 60 days of the closing of the Fiscal 2021 Financing, the financial advisors were entitled to additional transaction fees equal to 6.0% of the gross proceeds. As of December 31, 2020, the advisory agreements were no longer active. On October 9, 2020, the Company completed the Fiscal 2021 Financing through the sale of units (the “Units”) consisting of (i) approximately 2.5 million shares of Common stock, and (ii) warrants entitling the holders to purchase approximately 0.8 million shares of Common Stock (the “Warrants”). The Warrants are exercisable at $19.50 per share for a period of seven years and may be exercised on a cash or cashless basis at the election of the holders. The Units were issued for a purchase price of $16.50 per Unit, resulting in gross proceeds of $41.0 million. Pursuant to the financial advisory agreements, the Company paid transaction fees of $2.5 million, and costs for professional fees and other offering costs amounted to approximately $1.1 million. After deducting the financial advisory fees and other offering costs, the estimated net proceeds amounted to approximately $37.5 million. Pursuant to the terms of the Fiscal 2021 Financing, the Company executed the Reverse Stock Split of fifty shares into one share as discussed in Note 1 and agreed to enable trading of its Common Stock on the Nasdaq Capital Market, whereby the Company’s listing application was approved by Nasdaq on November 3, 2020. The Company also entered into a registration rights agreement (“RRA”), pursuant to which the Company agreed to use commercially reasonable efforts to register (i) the shares of Common Stock included in the Units, and (ii) the shares of Common Stock issuable upon exercise of the warrants. The Company successfully registered the units on November 27, 2020. Fiscal 2020 Private Placement In connection with a Series AA Preferred Stock financing in January 2019, the Company granted call options to Handok, Inc. and Genexine, Inc. (collectively, “H&G”) whereby upon the earlier of (i) December 31, 2020 and (ii) such date that the Company requested H&G to provide additional financing, each investor was entitled to purchase up to $10.0 million of Common Stock at a purchase price equal to the greater of (i) $14.50 per share or (ii) 75% of the volume weighted average closing price (“VWAP”) of the Company’s Common Stock during the thirty consecutive trading days prior to the date of the notice. On June 19, 2019, the Company entered into a financial advisory agreement to undertake a private placement (the “Fiscal 2020 Private Placement”) of (i) the shares of Common Stock issuable under the H&G call options for a total of $20.0 million, plus (ii) up to $10.0 million of equity or equity equivalent securities to be issued to other investors. On July 23, 2019, the Company entered into purchase agreements whereby H&G exercised their call options to purchase an aggregate of approximately 1.4 million shares of Common Stock for gross cash proceeds of $20.0 million at a purchase price of $14.50 per share. In addition, during July and August 2019 other investors purchased an aggregate of approximately 279,000 shares of Common Stock at a purchase price of $14.50 per share for gross cash proceeds of $4.1 million. Pursuant to the financial advisory agreement, the Company paid a fee of 6.0% of the gross proceeds received from the Fiscal 2020 Private Placement. The total advisory fees and other offering costs amounted to approximately $1.5 million, resulting in net proceeds of $22.6 million for the six months ended December 31, 2019. Restricted Cash One of the investors in the Fiscal 2020 Private Placement purchased approximately 262,000 shares of Common Stock for gross proceeds of $3.8 million. The Company agreed to spend the proceeds for certain research and development activities and for a planned uplisting of the Company’s Common Stock to the Nasdaq Capital Market. For the three and six months ended December 31, 2019, the Company made qualified expenditures of $1.6 million and $2.3 million, respectively. As of December 31, 2019, the restricted cash balance amounted to $1.5 million. The Company expended the remainder of the restricted cash proceeds on qualified activities by March 31, 2020, whereby there were no restrictions on cash balances after that date. |
STOCK-BASED COMPENSATION AND WA
STOCK-BASED COMPENSATION AND WARRANTS | 6 Months Ended |
Dec. 31, 2020 | |
STOCK-BASED COMPENSATION AND WARRANTS | |
STOCK-BASED COMPENSATION AND WARRANTS | NOTE 6 — STOCK-BASED COMPENSATION AND WARRANTS Stock Option Plans The Company currently has two active stock option plans consisting of the 2016 Non-Qualified Stock Option Plan, as amended (the “2016 Plan”), and the 2019 Non Qualified Stock Option Plan (the “2019 Plan”). On July 31, 2019, the 2019 Plan was adopted by the Board of Directors and provides authority to grant non-qualified stock options for up to 300,000 shares of the Company’s Common Stock. The Company also has stock options outstanding to purchase up to approximately 43,000 shares of Common Stock under the 2014 Stock and Incentive Plan (the “2014 Plan”) that terminated on March 21, 2019 and approximately 88,000 shares of Common Stock under the 2015 Stock and Incentive Plan (the "2015 Plan") that terminated on February 23, 2020. Stock options outstanding under the 2014 Plan and the 2015 Plan expire pursuant to their contractual provisions on various dates through 2029. Presented below is a summary as of December 31, 2020 of the number of shares authorized, outstanding, and available for future grants under each of the Company’s stock option plans (in thousands): Termination Number of Shares Description Date Authorized Outstanding Available 2014 Plan March 2019 43 43 — 2015 Plan February 2020 88 88 — 2016 Plan October 2021 560 517 43 2019 Plan July 2029 300 300 — Total 991 948 43 Stock Options Outstanding The following table sets forth a summary of the stock option activity for options with time-based vesting and hybrid vesting granted under all of the Company’s stock option plans for the six months ended December 31, 2020 (shares in thousands): Shares Price (1) Term (2) Outstanding, July 1, 2020 963 $ 33.06 8.1 Stock options granted: Awards with time-based vesting 8 24.05 9.8 Stock options forfeited: Awards with time-based vesting (18) 14.50 Awards with hybrid vesting conditions (5) 14.50 Outstanding, December 31, 2020 948 33.43 7.5 Vested, December 31, 2020 514 48.56 6.7 (1) Represents the weighted average exercise price. (2) Represents the weighted average remaining contractual term for the number of years until the stock options expire. Stock-based compensation expense for the three and six months ended December 31, 2020 and 2019 is included in compensation and benefits under the following captions in the unaudited condensed consolidated statements of operations (in thousands): Three Months Ended Six Months Ended December 31, December 31, 2020 2019 2020 2019 Research and development $ 493 $ 351 $ 814 $ 925 General and administrative 648 314 961 1,134 Total $ 1,141 $ 665 $ 1,775 $ 2,059 Unrecognized stock-based compensation expense related to stock options that provide solely for time-based vesting is approximately $2.2 million as of December 31, 2020. This amount is expected to be recognized over a remaining weighted average period of 1.7 years. In July 2019, the Company granted employee stock options for approximately 0.2 million shares that commence vesting upon the achievement of market, performance and service conditions (“Hybrid Options”). Total unrecognized compensation cost, net of forfeitures, for the Hybrid Options amounted to approximately $1.9 million as of November 2, 2020. The Hybrid Options will vest ratably over a period of 36 months beginning on the date that all of the following have occurred: (i) the option recipient has been employed by the Company for at least one year, (ii) the Company’s shares of Common Stock have been listed for trading on a national stock exchange, and (iii) such date no later than July 31, 2023, when the Company’s closing stock price exceeds $29.00 per share for 20 trading days in any consecutive 30 day period. On November 3, 2020, the performance condition to obtain a listing on a national stock exchange was achieved, when the Company’s shares began trading on the Nasdaq Capital Market. Prior to this date, no compensation cost had been recognized for the Hybrid Options as it was not considered probable that the performance condition would be achieved. Upon achievement of the performance condition, the Company recognized the cumulative effect of compensation cost of approximately $0.5 million for the period from the grant date through November 3, 2020. The remainder of the unrecognized compensation related to the Hybrid Options of approximately $1.4 million, will be recognized ratably through July 2024 when the Hybrid Options are expected to be fully vested. Warrants The Company has issued warrants in conjunction with various debt and equity financings and for services. The following table sets forth a summary of the warrant activity for the six months ended December 31, 2020 (shares in thousands): Shares Price (1) Term (2) Outstanding, July 1, 2020 618 $ 57.46 2.3 Warrants issued 820 (3) 19.50 Outstanding, December 31, 2020 1,438 35.82 4.6 (1) Represents the weighted average exercise price. (2) Represents the weighted average remaining contractual term for the number of years until the warrants expire. (3) Represents warrants granted in connection with the October 9, 2020 private placement. The warrants are exercisable for $19.50 per share for a period of 7 years and may be exercised on a cash or cashless basis at the election of the holder. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Dec. 31, 2020 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | NOTE 7 — COMMITMENTS AND CONTINGENCIES Commitments Please refer to Note 4 for further discussion of commitments to make milestone payments and to pay royalties under license agreements with Xoma and ActiveSite. COVID-19 In December 2019, COVID-19 was reported to have surfaced in Wuhan, China, and by March 2020 the spread of the virus had resulted in a world-wide pandemic. The U.S. economy has been adversely affected by mass quarantines and government mandated stay-in-place orders to halt the spread of the virus. While these orders are being lifted gradually, a full recovery of the U.S. economy may not occur until 2021 or later. Federal and state governments in the U.S. have approved funding for many programs that may provide financial assistance to individuals and businesses. The Company intends to pursue all material types of government assistance that it may be entitled to. However, no assurance can be provided that the Company will qualify and realize any material benefits from such assistance. COVID-19 has resulted in an economic environment that is unfavorable for many businesses to pursue new equity financings. Accordingly, the current economic environment is expected to present greater challenges for the Company to obtain additional funding for its clinical programs on terms that are acceptable to the Company’s Board of Directors. In February 2020, Rezolute announced the initiation of its Phase 2b trial in congenital hyperinsulinism . New site initiation and enrollment resumed in the quarter ended December 31, 2020. However, similar to many other clinical studies conducted by other companies throughout the world, effects of the pandemic remain uncertain, and no guarantees can be made that hold in future site initiation or enrollment will not be encountered again. There are no mitigation strategies we can employ to help avoid potential timeline delays should there be an extended enrollment pause due to COVID-19. The long-term effects of COVID-19 are expected to require additional safeguards to protect patients and staff engaged in clinical activities, and extended periods of time required to complete clinical trials, both of which are expected to result in higher overall costs. While the current business disruption is expected to be temporary, the long-term financial impact and the duration cannot be reasonably estimated at this time. Legal Matters From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. As of December 31, 2020, there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the Company’s results of operations. At each reporting period, the Company evaluates known claims to determine whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under ASC 450, Contingencies . Legal fees are expensed as incurred. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Dec. 31, 2020 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | NOTE 8 — RELATED PARTY TRANSACTIONS Related Party Licensing Agreement On September 15, 2020, the Company entered into an exclusive license agreement with Handok, Inc. (the “Handok License”) for the territory of the Republic of Korea. The Handok License relates to pharmaceutical products in final dosage form containing the pharmaceutical compounds developed or to be developed by the Company, including those related to RZ358 and RZ402. The Handok License is in effect for a period of 20 years after the first commercial sale of each product, and requires (i) milestone payments of $0.5 million upon approval of a New Drug Application (“NDA”) for each product in the territory, and (ii) the Company will sell products ordered by Handok at a transfer price equal to 70% of the net selling price of the products. To date, no milestone payments have been earned by the Company. Equity Issuances As discussed in Note 5, on July 23, 2019 Handok, Inc. and Genexine, Inc. agreed to purchase an aggregate of approximately 1.4 million shares of Common Stock at an issuance price of $14.50 per share for gross proceeds of $20.0 million. This purchase was made pursuant to the terms of call options that was issued in connection with an equity offering in January 2019 that resulted in gross proceeds of $25.0 million. On June 26,2020, Handok entered into a 10b5-1 purchasing plan (the "10b5-1 Plan") with JMP Securities. Subject to the terms of the 10b5-1 Plan, Handok has purchased on the open market an aggregate of approximately 189,000 shares of our Common Stock through December 31, 2020. As of December 31, 2020, Handok, Inc. owns approximately 24% and Genexine, Inc. owns approximately 22% of the Company’s outstanding shares of Common Stock. Master Services Agreement Effective July 1, 2019, the Company entered into a Master Services Agreement (“MSA”) with H&G whereby the Company agreed to assist H&G in an evaluation of their long acting growth hormone program referred to as GX-H9. For the six months ended December 31, 2019, the Company charged H&G for employee services of approximately $103,000 and reimbursable expenses incurred with unrelated parties of approximately $144,000, for a total of approximately $247,000. Amounts charged under the MSA for employee services are reflected as a reduction of research and development compensation costs in the accompanying unaudited condensed consolidated statement of operations for the six months ended December 31, 2019. No related expenses were charged for the three and six months ended December 31, 2020, and for the three months ended December 31, 2019. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Dec. 31, 2020 | |
INCOME TAXES | |
INCOME TAXES | NOTE 9 — INCOME TAXES Income tax expense during interim periods is based on applying an estimated annual effective income tax rate to year-to-date operating results, plus any significant unusual or infrequently occurring items which are recorded in the interim period. The computation of the annual estimated effective tax rate at each interim period requires certain estimates and significant judgment including, but not limited to, the expected operating results for the year, projections of the proportion of income earned and taxed in various jurisdictions, permanent and temporary differences, and the likelihood of recovering deferred tax assets generated in the current year. The accounting estimates used to compute the provision for income taxes may change as new events occur, more experience is obtained, additional information becomes known or as the tax environment changes. For the three and six months ended December 31, 2020 and 2019, the Company did not record any income tax benefit due to a full valuation allowance on its deferred tax assets. The Company did not have any material changes to its conclusions regarding valuation allowances for deferred income tax assets or uncertain tax positions for the three and six months ended December 31, 2020 and 2019. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Dec. 31, 2020 | |
EARNINGS PER SHARE | |
EARNINGS PER SHARE | NOTE 10 — EARNINGS PER SHARE Basic net loss per share is computed by dividing net loss by the weighted average number of common shares outstanding during the period. For the three and six months ended December 31, 2020 and 2019, basic and diluted net loss per share were the same since all common stock equivalents were anti-dilutive. As of December 31, 2020 and 2019, the following outstanding potential common stock equivalents were excluded from the computation of diluted net loss per share since the impact of inclusion was anti-dilutive (in thousands): 2020 2019 Stock options 948 960 Warrants 1,438 924 Total 2,386 1,884 |
FINANCIAL INSTRUMENTS AND SIGNI
FINANCIAL INSTRUMENTS AND SIGNIFICANT CONCENTRATIONS | 6 Months Ended |
Dec. 31, 2020 | |
FINANCIAL INSTRUMENTS AND SIGNIFICANT CONCENTRATIONS | |
FINANCIAL INSTRUMENTS AND SIGNIFICANT CONCENTRATIONS | NOTE 11 — FINANCIAL INSTRUMENTS AND SIGNIFICANT CONCENTRATIONS Fair Value Measurements Fair value is defined as the price that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. When determining fair value, the Company considers the principal or most advantageous market in which it transacts and considers assumptions that market participants would use when pricing the asset or liability. The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair measurement: Level 1—Quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. Level 2—Other than quoted prices included in Level 1 that are observable for the asset and liability, either directly or indirectly through market corroboration, for substantially the full term of the asset or liability. Level 3—Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any market activity for the asset or liability at the measurement date. Due to the relatively short maturity of the respective instruments, the fair value of cash and cash equivalents, accounts payable and accrued liabilities approximated their carrying values as of December 31, 2020 and June 30, 2020. The Company did not have any assets and liabilities measured at fair value on a recurring basis as of December 31, 2020 and June 30, 2020. The Company’s policy is to recognize asset or liability transfers among Level 1, Level 2 and Level 3 as of the actual date of the events or change in circumstances that caused the transfer. During the three and six months ended December 31, 2020 and 2019, the Company did not have any transfers of its assets or liabilities between levels of the fair value hierarchy. Significant Concentrations Financial instruments that subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents. The Company maintains its cash and cash equivalents at high-quality financial institutions. For the six months ended December 31, 2020, cash deposits have exceeded the amount of federal insurance provided on such deposits. As of December 31, 2020 and June 30, 2020, the Company had cash and cash equivalents with a single financial institution with an aggregate balance of $37.6 million and $10.0 million, respectively. The Company has never experienced any losses related to its investments in cash and cash equivalents. |
NATURE OF OPERATIONS AND SUMM_2
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Dec. 31, 2020 | |
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Nature of Operations | Nature of Operations Rezolute, Inc. (the “Company”) is a clinical stage biopharmaceutical company incorporated in Delaware in 2010. |
Reverse Stock Split | Reverse Stock Split In August 2019, the Company’s Board of Directors approved a reverse stock split that was subject to stockholder approval at a special meeting that was concluded on October 28, 2019. Stockholders approved the proposal whereby the Board of Directors had the ability at any time on or before October 23, 2020 to execute a reverse stock split and set an exchange ratio between 20 and 100 shares of the Company’s outstanding Common Stock, $0.001 par value per share, into one issued and outstanding share of Common Stock, without any change in the par value per share or the number of shares of Common Stock authorized. On October 7, 2020, the Board of Directors approved a fifty shares into one share reverse stock split of the Company’s $0.001 par value Common Stock (the “Reverse Stock Split”), resulting in the filing with the Delaware Secretary of State of a Certificate of Amendment (the “Amendment”) to the Company’s Articles of Incorporation. The Amendment was effective on October 9, 2020. In connection with the Reverse Stock Split, proportionate adjustments were made to increase the per share exercise prices and decrease the number of shares of Common Stock issuable upon exercise of stock options and warrants whereby approximately the same aggregate price is required to be paid for such securities upon exercise as had been payable immediately preceding the Reverse Stock Split. In addition, any fractional shares that would otherwise be issued as a result of the Reverse Stock Split were rounded up to the nearest whole share. All references in the accompanying unaudited condensed consolidated financial statements to the number of shares of Common Stock and per share amounts have been retroactively adjusted to give effect to the Reverse Stock Split. |
Basis of Presentation | Basis of Presentation The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the rules and regulations of the SEC for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. The condensed consolidated balance sheet as of June 30, 2020, has been derived from the Company’s audited consolidated financial statements. The unaudited interim financial statements should be read in conjunction with the Company’s 2020 Form 10-K, which contains the Company’s audited financial statements and notes thereto, together with the Management’s Discussion and Analysis of Financial Condition and Results of Operations for the year ended fiscal June 30, 2020. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnote disclosures necessary for a comprehensive presentation of financial position, results of operations, and cash flows. It is management's opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statement presentation. The interim results for the three and six months ended December 31, 2020 are not necessarily indicative of the financial condition and results of operations that may be expected for any future interim period or for the fiscal year ending June 30, 2021. |
Reclassifications | Reclassifications Certain amounts in the previously issued comparative interim financial statements for the three and six months ended December 31, 2019 have been reclassified to conform to the current interim financial statement presentation. These reclassifications had no effect on the previously reported net loss, working capital, cash flows and stockholders’ equity. |
Consolidation | Consolidation The Company has three wholly owned subsidiaries consisting of AntriaBio Delaware, Inc., Rezolute (Bio) Ireland Limited, and Rezolute Bio UK, Ltd. The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its three wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make judgments, estimates and assumptions that affect the reported amounts in the condensed consolidated financial statements and the accompanying notes. The Company bases its estimates and assumptions on current facts, historical experience, and various other factors that it believes are reasonable under the circumstances, to determine the carrying values of assets and liabilities that are not readily apparent from other sources. The Company’s significant accounting estimates include, but are not necessarily limited to, fair value of share-based payments, management’s assessment of going concern, accrued clinical trial liabilities, estimates of the probability and potential magnitude of contingent liabilities, and the valuation allowance for deferred tax assets due to continuing and expected future operating losses. Actual results could differ from those estimates. |
Risks and Uncertainties | Risks and Uncertainties The Company's operations may be subject to significant risks and uncertainties including financial, operational, regulatory and other risks associated with a clinical stage company, including the potential risk of business failure as discussed further in Note 2, and the future impact of COVID-19 as discussed in Note 7. |
Summary of Significant Accounting Policies | Significant Accounting Policies During the six months ended December 31, 2020 , there have been no changes in our significant accounting policies as described in our Annual Report on Form 10-K for the fiscal year ended June 30, 2020. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Standards Required to be Adopted in Future Years. The following accounting standards are not yet effective; management has not completed its evaluation to determine the impact that adoption of this standard will have on the Company’s consolidated financial statements. In June 2016, the Financial Accounting Standards Board ("FASB”) issued Accounting Standards Update ("ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 amends the guidance on the impairment of financial instruments. This update adds an impairment model (known as the current expected credit losses model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes, as an allowance, its estimate of expected credit losses. In November 2019, ASU 2016-13 was amended by ASU 2019-10, Financial Instruments- Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) whereby the effective date for ASU 2016-13 for smaller reporting companies is now required for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity). ASU 2020-06 reduces the number of accounting models for convertible debt instruments and convertible preferred stock, which results in fewer embedded conversion features being separately recognized from the host contract as compared with current GAAP. Additionally, ASU 2020-06 affects the diluted earnings per share calculation for instruments that may be settled in cash or shares and for convertible instruments and requires enhanced disclosures about the terms of convertible instruments and contracts in an entity's own equity. ASU 2020-06 allows entities to use a modified or full retrospective transition method and is effective for smaller reporting companies for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not currently expected to have a material impact on the Company's financial statements upon adoption. |
OPERATING LEASES (Tables)
OPERATING LEASES (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
OPERATING LEASES | |
Summary of carrying value of ROU assets and operating lease liabilities | The carrying value of right-of-use (“ROU”) assets and operating lease liabilities are as follows (in thousands): December 31, June 30, 2020 2020 Right-of-Use Assets, net $ 547 $ 383 Operating Lease Liabilities: Current $ 316 $ 245 Long-term 281 165 Total $ 597 $ 410 |
Summary of future payments under operating lease agreements | Future payments under all operating lease agreements as of December 31, 2020 are as follows (in thousands): Fiscal year ending June 30, Remainder of fiscal year 2021 $ 164 2022 283 2023 117 Thereafter 79 Total lease payments 643 Less imputed interest (46) Present value of operating lease liabilities $ 597 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
STOCKHOLDERS' EQUITY | |
Summary of changes in stockholder's equity | Additional Total Common Stock Paid-in Accumulated Stockholders’ Shares Amount Capital Deficit Equity Three Months Ended December 31, 2020: Balances as of September 30, 2020 5,867 $ 6 $ 155,232 $ (150,856) $ 4,382 Stock-based compensation — — 1,141 — 1,141 Fair value of warrants issued to consultants for services — — 3 — 3 Issuance of Units for cash 2,485 2 40,998 — 41,000 Advisory fees and other offering costs — — (3,550) — (3,550) Issuance of common stock for services — — 7 — 7 Net loss — — — (7,097) (7,097) Balances as of December 31, 2020 8,352 $ 8 $ 193,831 $ (157,953) $ 35,886 Three Months Ended December 31, 2019: Balances as of September 30, 2019 5,867 $ 6 $ 152,595 $ (131,983) $ 20,618 Stock-based compensation — — 665 — 665 Fair value of warrants issued to consultants for services — — 71 — 71 Net loss — — — (6,666) (6,666) Balances as of December 31, 2019 5,867 $ 6 $ 153,331 $ (138,649) $ 14,688 |
STOCK-BASED COMPENSATION AND _2
STOCK-BASED COMPENSATION AND WARRANTS (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
STOCK-BASED COMPENSATION AND WARRANTS | |
Schedule of the number of shares authorized, outstanding, and available for future grants under stock option | Presented below is a summary as of December 31, 2020 of the number of shares authorized, outstanding, and available for future grants under each of the Company’s stock option plans (in thousands): Termination Number of Shares Description Date Authorized Outstanding Available 2014 Plan March 2019 43 43 — 2015 Plan February 2020 88 88 — 2016 Plan October 2021 560 517 43 2019 Plan July 2029 300 300 — Total 991 948 43 |
Summary of the stock option activity | The following table sets forth a summary of the stock option activity for options with time-based vesting and hybrid vesting granted under all of the Company’s stock option plans for the six months ended December 31, 2020 (shares in thousands): Shares Price (1) Term (2) Outstanding, July 1, 2020 963 $ 33.06 8.1 Stock options granted: Awards with time-based vesting 8 24.05 9.8 Stock options forfeited: Awards with time-based vesting (18) 14.50 Awards with hybrid vesting conditions (5) 14.50 Outstanding, December 31, 2020 948 33.43 7.5 Vested, December 31, 2020 514 48.56 6.7 (1) Represents the weighted average exercise price. (2) Represents the weighted average remaining contractual term for the number of years until the stock options expire. |
Schedule of stock-based compensation expense | Stock-based compensation expense for the three and six months ended December 31, 2020 and 2019 is included in compensation and benefits under the following captions in the unaudited condensed consolidated statements of operations (in thousands): Three Months Ended Six Months Ended December 31, December 31, 2020 2019 2020 2019 Research and development $ 493 $ 351 $ 814 $ 925 General and administrative 648 314 961 1,134 Total $ 1,141 $ 665 $ 1,775 $ 2,059 |
Schedule of warrant activity | The Company has issued warrants in conjunction with various debt and equity financings and for services. The following table sets forth a summary of the warrant activity for the six months ended December 31, 2020 (shares in thousands): Shares Price (1) Term (2) Outstanding, July 1, 2020 618 $ 57.46 2.3 Warrants issued 820 (3) 19.50 Outstanding, December 31, 2020 1,438 35.82 4.6 (1) Represents the weighted average exercise price. (2) Represents the weighted average remaining contractual term for the number of years until the warrants expire. Represents warrants granted in connection with the October 9, 2020 private placement. The warrants are exercisable for $19.50 per share for a period of 7 years and may be exercised on a cash or cashless basis at the election of the holder. |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
EARNINGS PER SHARE | |
Summary of potential common stock equivalents were excluded from the computation of diluted net loss per share | As of December 31, 2020 and 2019, the following outstanding potential common stock equivalents were excluded from the computation of diluted net loss per share since the impact of inclusion was anti-dilutive (in thousands): 2020 2019 Stock options 948 960 Warrants 1,438 924 Total 2,386 1,884 |
NATURE OF OPERATIONS AND SUMM_3
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Impact of adoption (Details) | Oct. 23, 2020 | Oct. 07, 2020$ / shares | Dec. 31, 2020item$ / shares | Jun. 30, 2020$ / shares | Aug. 31, 2019$ / shares |
Nature of operations and Significant accounting policies | |||||
Reverse stock split, Exchange ratio | 0.02 | ||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |
Number of wholly owned subsidiaries | item | 3 | ||||
Minimum | |||||
Nature of operations and Significant accounting policies | |||||
Reverse stock split, Exchange ratio | 50 | ||||
Maximum | |||||
Nature of operations and Significant accounting policies | |||||
Reverse stock split, Exchange ratio | 1 |
LIQUIDITY (Details)
LIQUIDITY (Details) - USD ($) $ in Thousands, shares in Millions | Oct. 09, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 |
LIQUIDITY | |||||||
Net loss | $ (7,097) | $ (6,666) | $ (10,717) | $ (11,746) | $ 20,300 | ||
Net cash used in operating activities | (9,814) | (14,411) | 24,200 | ||||
Accumulated deficit | (157,953) | (157,953) | (147,236) | ||||
Cash, cash equivalents and restricted cash | 37,600 | $ 19,712 | 37,600 | $ 19,712 | 9,955 | $ 11,573 | |
Total liabilities | $ 3,016 | $ 3,016 | $ 3,600 | ||||
Gross proceeds from private placement of equity shares | $ 41,000 | ||||||
Number of shares issued | 2.5 | ||||||
Warrants for the purchase of shares of Common Stock | $ 800 |
OPERATING LEASES - Additional I
OPERATING LEASES - Additional Information (Details) | Oct. 28, 2020USD ($)ft² | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2020USD ($) |
OPERATING LEASES | ||||||
Cash paid for amounts included in measurement of operating lease liabilities | $ 65,000 | $ 68,000 | $ 134,000 | $ 136,000 | ||
Lease space | ft² | 5,000 | |||||
Average monthly rent | 139,000 | $ 136,000 | ||||
Lease and rental expense | $ 8,700 | |||||
Option to extend the lease | false | |||||
Discount rate | 6.00% | |||||
Renewal term | 40 months | |||||
Right-of-use assets, net | $ 300,000 | 547,000 | 547,000 | $ 383,000 | ||
Operating lease liability | $ 300,000 | $ 597,000 | $ 597,000 | $ 410,000 |
OPERATING LEASES - Assets and o
OPERATING LEASES - Assets and operating lease liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Oct. 28, 2020 | Jun. 30, 2020 |
Carrying value of ROU assets and operating lease liabilities | |||
Right-of-use assets, net | $ 547 | $ 300 | $ 383 |
Operating Lease Liabilities: | |||
Current | 316 | 245 | |
Long-term | 281 | 165 | |
Total | $ 597 | $ 300 | $ 410 |
Operating lease weighted average remaining lease term1 | 2 years 2 months 12 days | ||
Weighted average discount rate | 7.80% |
OPERATING LEASES - Operating le
OPERATING LEASES - Operating lease agreements (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Oct. 28, 2020 | Jun. 30, 2020 |
Future lease payments related to operating lease agreements | |||
Remainder of fiscal year 2021 | $ 164 | ||
2022 | 283 | ||
2023 | 117 | ||
Thereafter | 79 | ||
Total lease payments | 643 | ||
Less imputed interest | (46) | ||
Present value of operating lease liabilities | $ 597 | $ 300 | $ 410 |
LICENSE AGREEMENTS - Remaining
LICENSE AGREEMENTS - Remaining payment obligations (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 |
LICENSE AGREEMENTS | ||
Less long term portion of payable | $ 0 | $ (209) |
Current portion of payable | $ 0 | $ 1,600 |
LICENSE AGREEMENTS - Additional
LICENSE AGREEMENTS - Additional Information - (Detail) - USD ($) $ in Thousands | Oct. 23, 2020 | Oct. 09, 2020 | Dec. 31, 2020 | Oct. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2020 |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||
Proceeds from private placement of equity shares | $ 41,000 | ||||||
Stock Issued During Period, Value, Issued for Services | $ 7 | $ 7 | |||||
License agreement | |||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||
Stock Issued During Period, Value, Issued for Services | $ 2,600 | ||||||
Activesite Pharmaceuticals Inc | |||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||
Milestone Payments | $ 1,000 | ||||||
Maximum Amount of Milestone Events | 46,500 | ||||||
First milestone payment due after completion of the preclinical work | $ 1,000 | $ 1,000 | $ 1,000 | ||||
Royalties percentage | 2.00% | ||||||
Xoma | |||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||
Milestone Payments | $ 37,000 | ||||||
Proceeds from private placement of equity shares | $ 41,000 | ||||||
Payments of outstanding balance of license | $ 1,400 | ||||||
Xoma | License agreement | |||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||
Stock Issued During Period, Shares, Other | 162,000 | ||||||
Put Option [Member] | Xoma | License agreement | |||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||
Description Of Option Indexed To Issuers Equity Shares | Xoma was permitted to exercise the Put Option for up to a total of 50,000 shares of Common Stock for the calendar year ending December 31, 2020, and up to an additional 50,000 shares thereafter. |
STOCKHOLDERS' EQUITY - (Details
STOCKHOLDERS' EQUITY - (Details) - USD ($) $ in Thousands | Oct. 09, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 |
Increase (Decrease) in Stockholders' Equity | ||||||
Balance | $ 4,382 | $ 20,618 | $ 7,365 | $ 1,752 | $ 1,752 | |
Stock-based compensation | 1,141 | 665 | 1,775 | 2,059 | ||
Fair value of warrants issued to consultants for services | 3 | 71 | 6 | 73 | ||
Issuance of Units for cash | 41,000 | 41,000 | ||||
Issuance of Units for cash (In shares) | 2,500,000 | |||||
Advisory fees and other offering costs | (3,550) | (3,550) | (1,500) | |||
Issuance of common stock for services | 7 | 7 | ||||
Net loss | (7,097) | (6,666) | (10,717) | (11,746) | 20,300 | |
Balance | 35,886 | 14,688 | 35,886 | 14,688 | 7,365 | |
Common Stock | ||||||
Increase (Decrease) in Stockholders' Equity | ||||||
Balance | $ 6 | $ 6 | $ 6 | $ 4 | $ 4 | |
Balance (in shares) | 5,867 | 5,867 | 5,867 | 4,208 | 4,208 | |
Issuance of Units for cash | $ 2 | $ 2 | ||||
Issuance of Units for cash (In shares) | 2,485 | 2,485 | ||||
Balance | $ 8 | $ 6 | $ 8 | $ 6 | $ 6 | |
Balance (in shares) | 8,352 | 5,867 | 8,352 | 5,867 | 5,867 | |
Additional Paid-in Capital | ||||||
Increase (Decrease) in Stockholders' Equity | ||||||
Balance | $ 155,232 | $ 152,595 | $ 154,595 | $ 128,651 | $ 128,651 | |
Stock-based compensation | 1,141 | 665 | 1,775 | 2,059 | ||
Fair value of warrants issued to consultants for services | 3 | 71 | 6 | 73 | ||
Issuance of Units for cash | 40,998 | 40,998 | ||||
Advisory fees and other offering costs | (3,550) | (3,550) | (1,500) | |||
Issuance of common stock for services | 7 | 7 | ||||
Net loss | 0 | 0 | 0 | 0 | ||
Balance | 193,831 | 153,331 | 193,831 | 153,331 | 154,595 | |
Accumulated Deficit | ||||||
Increase (Decrease) in Stockholders' Equity | ||||||
Balance | (150,856) | (131,983) | (147,236) | (126,903) | (126,903) | |
Stock-based compensation | 0 | 0 | 0 | 0 | ||
Fair value of warrants issued to consultants for services | 0 | 0 | 0 | 0 | ||
Issuance of Units for cash | 0 | 0 | ||||
Advisory fees and other offering costs | 0 | 0 | 0 | |||
Issuance of common stock for services | 0 | 0 | ||||
Net loss | (7,097) | (6,666) | (10,717) | (11,746) | ||
Balance | $ (157,953) | $ (138,649) | $ (157,953) | $ (138,649) | $ (147,236) |
STOCKHOLDERS' EQUITY - Addition
STOCKHOLDERS' EQUITY - Additional Information (Details) $ / shares in Units, $ in Thousands | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 18, 2020USD ($) | Oct. 09, 2020$ / sharesshares | Sep. 16, 2020 | Jul. 23, 2019USD ($)$ / sharesshares | Jun. 19, 2019USD ($) | Jul. 23, 2019$ / sharesshares | Aug. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($) | Dec. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($) | Jun. 30, 2020USD ($)$ / sharesshares |
Class of Stock [Line Items] | |||||||||||||
Agents Commission (In percent) | 0.00% | ||||||||||||
Deferred offering cost | $ 122 | $ 122 | $ 122 | $ 0 | |||||||||
Warrant price (per share) | $ / shares | $ 35.82 | $ 35.82 | $ 35.82 | $ 57.46 | |||||||||
Qualified expenditures | $ 1,600 | $ 2,300 | |||||||||||
Stock Issued During Period, Shares, New Issues | shares | 2,500,000 | ||||||||||||
Stock Issued During Period, Value, New Issues | $ 41,000 | $ 41,000 | |||||||||||
Share Price | $ / shares | $ 14.50 | $ 14.50 | $ 14.50 | ||||||||||
Volume weighted average closing price of common stock | 75.00% | ||||||||||||
Gross proceeds from issuance of common stock | $ 41,000 | 0 | |||||||||||
Purchase of Common Stock | 10,000 | ||||||||||||
Restricted cash | 1,500 | $ 1,500 | |||||||||||
Accumulated Deficit | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Stock Issued During Period, Value, New Issues | $ 0 | 0 | |||||||||||
Other Investors [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 279,000 | ||||||||||||
Share Price | $ / shares | $ 14.50 | ||||||||||||
Gross proceeds from issuance of common stock | $ 4,100 | ||||||||||||
Other Investors [Member] | Maximum | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Stock Issued During Period, Value, New Issues | $ 10,000 | ||||||||||||
Investor [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Additional Transaction fees (In percent) | 6.00% | ||||||||||||
Sale of units | shares | 2,500,000 | ||||||||||||
Warrants holders entitle to purchase common stock | shares | 800,000 | ||||||||||||
Warrant price (per share) | $ / shares | $ 19.50 | ||||||||||||
Professional fees and offering costs | $ 1,100 | ||||||||||||
Reverse stock split ratio | 0.02 | 0.02 | 0.02 | ||||||||||
Stock Issued During Period, Shares, New Issues | shares | 189,000 | 1,400,000 | 1,400,000 | ||||||||||
Stock Issued During Period, Value, New Issues | $ 20,000 | ||||||||||||
Proceeds from Stock Options Exercised | $ 14,500 | ||||||||||||
Share Price | $ / shares | $ 16.50 | $ 14.50 | $ 14.50 | $ 16.50 | $ 16.50 | ||||||||
Gross proceeds from issuance of common stock | $ 20,000 | $ 41,000 | |||||||||||
Amount of advisory fee payable | $ 2,500 | $ 1,500 | $ 2,500 | 2,500 | |||||||||
Net proceeds from private placement | 37,500 | ||||||||||||
Percent of advisory fee payable | 6.00% | 6.00% | |||||||||||
EDA [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Agents Commission (In percent) | 3.00% | ||||||||||||
Deferred offering cost | $ 100 | $ 100 | $ 100 | ||||||||||
Stock Issued During Period, Value, New Issues | $ 50,000 | ||||||||||||
Private Placement [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 262,000 | ||||||||||||
Gross proceeds from issuance of common stock | $ 3,800 | ||||||||||||
Private Placement [Member] | Investor [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Net proceeds from private placement | $ 22,600 |
STOCK-BASED COMPENSATION AND _3
STOCK-BASED COMPENSATION AND WARRANTS - Stock option plans (Details) - shares shares in Thousands | Dec. 31, 2020 | Jun. 30, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized | 991 | |
Number of shares outstanding | 948 | 963 |
Number of shares available | 43 | |
2014 Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized | 43 | |
Number of shares outstanding | 43 | |
2015 Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized | 88 | |
Number of shares outstanding | 88 | |
2016 Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized | 560 | |
Number of shares outstanding | 517 | |
Number of shares available | 43 | |
2019 Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized | 300 | |
Number of shares outstanding | 300 |
STOCK-BASED COMPENSATION AND _4
STOCK-BASED COMPENSATION AND WARRANTS - Stock options outstanding (Details) - $ / shares shares in Thousands | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2020 | |
Number of Options | ||
Outstanding | 963 | |
Outstanding | 948 | 963 |
Vested | 514 | |
Weighted Average Exercise Price | ||
Outstanding | $ 33.06 | |
Warrants issued( In years) | 19.50 | |
Outstanding | 33.43 | $ 33.06 |
Vested | $ 48.56 | |
Weighted Average Remaining Contractual Life | ||
Weighted Average Remaining Contractual Lives | 7 years 6 months | 8 years 1 month 6 days |
Vested | 6 years 8 months 12 days | |
Award with time-based vesting | ||
Number of Options | ||
Shares granted | 8 | |
Forfeited | (18) | |
Weighted Average Exercise Price | ||
Warrants issued( In years) | $ 24.05 | |
Forfeited | $ 14.50 | |
Weighted Average Remaining Contractual Life | ||
Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Weighted Average Remaining Contractual Term | 9 years 9 months 18 days | |
Awards with hybrid vesting conditions | ||
Number of Options | ||
Forfeited | (5) | |
Weighted Average Exercise Price | ||
Forfeited | $ 14.50 |
STOCK-BASED COMPENSATION AND _5
STOCK-BASED COMPENSATION AND WARRANTS - Stock based compensation expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated Share-based Compensation Expense | $ 1,141 | $ 665 | $ 1,775 | $ 2,059 |
Research and Development Expense | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated Share-based Compensation Expense | 493 | 351 | 814 | 925 |
General and Administrative Expense | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated Share-based Compensation Expense | $ 648 | $ 314 | $ 961 | $ 1,134 |
STOCK-BASED COMPENSATION AND _6
STOCK-BASED COMPENSATION AND WARRANTS - Warrants (Details) - $ / shares shares in Thousands | 6 Months Ended | |
Dec. 31, 2020 | Jun. 30, 2020 | |
STOCK-BASED COMPENSATION AND WARRANTS | ||
Warrants outstanding-Beginning (In shares) | 618 | |
Weighted average exercise price( Per share) | $ 57.46 | |
Weighted average remaining contractual term | 4 years 7 months 6 days | 2 years 3 months 18 days |
Warrants issued (In shares) | 820 | |
Warrants issued( In years) | $ 19.50 | |
Warrants outstanding-Ending (In shares) | 1,438 | |
Weighted average exercise price (Per share) | $ 35.82 |
STOCK-BASED COMPENSATION AND _7
STOCK-BASED COMPENSATION AND WARRANTS - Additional information (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||||
Jul. 31, 2019item$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Sep. 30, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($) | Nov. 02, 2020USD ($) | Jun. 30, 2020$ / sharesshares | Feb. 23, 2020shares | Mar. 21, 2019shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 991,000 | 991,000 | ||||||||
Weighted average exercise price( Per share) | $ / shares | $ 35.82 | $ 35.82 | $ 57.46 | |||||||
Employee service share-based compensation, nonvested awards, total compensation cost not yet recognized, stock options | $ | $ 2,200 | $ 2,200 | ||||||||
Compensation cost | $ | $ 1,141 | $ 665 | $ 1,775 | $ 2,059 | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 8 months 12 days | |||||||||
Class of Warrant or Right, Outstanding | 1,438,000 | 1,438,000 | 618,000 | |||||||
Hybrid Options | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Employee service share-based compensation, nonvested awards, total compensation cost not yet recognized, stock options | $ | $ 1,900 | |||||||||
2014 Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Stock options outstanding terminated | 43,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 43,000 | 43,000 | ||||||||
2015 Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Stock options outstanding terminated | 88,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 88,000 | 88,000 | ||||||||
Employees and Directors | Non Qualified Stock Option Plan [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 300,000 | |||||||||
Employee stock options | Hybrid Options | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 200,000 | |||||||||
Vesting period | 36 months | |||||||||
Period for which recipient has been employed by the entity | 1 year | |||||||||
Minimal Stock Price For Vesting | $ / shares | $ 29 | |||||||||
Threshold trading days for minimal stock price for vesting | item | 20 | |||||||||
Threshold consecutive trading days for minimal stock price for vesting | item | 30 | |||||||||
Employee stock options | Unrecognized compensation cost recognized through December 2020 | Hybrid Options | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Compensation cost | $ | $ 500 | |||||||||
Employee stock options | Unrecognized compensation cost recognized through July 2024 | Hybrid Options | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Employee service share-based compensation, nonvested awards, total compensation cost not yet recognized, stock options | $ | $ 1,400 | |||||||||
Warrants | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Warrants issued (years) | 7 years |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | Dec. 31, 2020 | Oct. 09, 2020 | Sep. 15, 2020 | Jul. 23, 2019 | Jul. 23, 2019 | Jan. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 |
Related Party Transaction [Line Items] | ||||||||||
Number of shares issued | 2,500,000 | |||||||||
Price per share | $ 14.50 | $ 14.50 | $ 14.50 | |||||||
Gross proceeds from issuance | $ 25,000,000 | |||||||||
Fair Value Adjustment of Warrants | $ 6,000 | $ 73,000 | ||||||||
Related Party Transaction, Employee Services | $ 0 | $ 0 | $ 0 | 0 | ||||||
Master Services Agreement ("MSA") | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Fair Value Adjustment of Warrants | $ 103,000 | |||||||||
Related Party Licensing Agreement | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Pharmaceutical License Agreement, Term | 20 years | |||||||||
Pharmaceutical License Agreement, Milestone Payment | $ 500,000 | |||||||||
Pharmaceutical License Agreement, Transfer Price | 70.00% | |||||||||
Milestone payments earned | $ 0 | |||||||||
Investor [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Number of shares issued | 189,000 | 1,400,000 | 1,400,000 | |||||||
Price per share | $ 16.50 | $ 14.50 | $ 14.50 | $ 16.50 | $ 16.50 | |||||
Gross proceeds from issuance | $ 20,000,000 | |||||||||
Investor [Member] | Master Services Agreement ("MSA") | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Investor relation expenses | $ 144,000 | |||||||||
General and administrative expenses | $ 247,000 | |||||||||
Handok [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Ownership interest by related party | 24.00% | 24.00% | 24.00% | |||||||
Genexine [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Ownership interest by related party | 22.00% | 22.00% | 22.00% |
EARNINGS PER SHARE - Anti-dilut
EARNINGS PER SHARE - Anti-dilutive (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended |
Dec. 31, 2019 | Dec. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential common stock equivalents were excluded from the computation of diluted net loss per share | 1,884 | 2,386 |
Employee stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential common stock equivalents were excluded from the computation of diluted net loss per share | 960 | 948 |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential common stock equivalents were excluded from the computation of diluted net loss per share | 924 | 1,438 |
FINANCIAL INSTRUMENTS AND SIG_2
FINANCIAL INSTRUMENTS AND SIGNIFICANT CONCENTRATIONS (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 |
FINANCIAL INSTRUMENTS AND SIGNIFICANT CONCENTRATIONS | ||||
Cash, cash equivalents, and restricted cash | $ 37,600 | $ 9,955 | $ 19,712 | $ 11,573 |