Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Dec. 31, 2017 | Feb. 07, 2018 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Dec. 31, 2017 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | Stellar Biotechnologies, Inc. | |
Entity Central Index Key | 1,540,159 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Non-accelerated Filer | |
Trading Symbol | SBOT | |
Entity Common Stock, Shares Outstanding | 10,520,096 |
Condensed Interim Consolidated
Condensed Interim Consolidated Balance Sheets - USD ($) | Dec. 31, 2017 | Sep. 30, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 4,369,671 | $ 4,570,951 |
Accounts receivable | 10,977 | 1,287 |
Short-term investments | 998,575 | 1,994,401 |
Inventory | 118,540 | 68,114 |
Prepaid expenses | 159,543 | 123,694 |
Total current assets | 5,657,306 | 6,758,447 |
Noncurrent assets: | ||
Equity investment in joint venture | 66,695 | 66,695 |
Property, plant and equipment, net | 854,053 | 879,523 |
Deposits | 15,340 | 15,340 |
Total noncurrent assets | 936,088 | 961,558 |
Total Assets | 6,593,394 | 7,720,005 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 574,376 | 320,947 |
Total Current Liabilities | 574,376 | 320,947 |
Commitments (Note 7) | ||
Shareholders' equity: | ||
Common shares, unlimited common shares authorized, no par value, 10,520,096 issued and outstanding at December 31, 2017 and September 30, 2017 | 48,351,701 | 48,351,701 |
Accumulated share-based compensation | 4,460,106 | 4,439,400 |
Accumulated deficit | (46,792,789) | (45,392,043) |
Total Shareholders' Equity | 6,019,018 | 7,399,058 |
Total Liabilities and Shareholders' Equity | $ 6,593,394 | $ 7,720,005 |
Condensed Interim Consolidated3
Condensed Interim Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2017 | Sep. 30, 2017 |
Common shares, par value | $ 0 | $ 0 |
Common shares, shares issued | 10,520,096 | 10,520,096 |
Common shares, shares outstanding | 10,520,096 | 10,520,096 |
Condensed Interim Consolidated4
Condensed Interim Consolidated Statements of Operations - USD ($) | 3 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Revenues: | ||
Product sales | $ 20,487 | $ 141,856 |
Revenues | 20,487 | 141,856 |
Expenses: | ||
Cost of sales | 2,801 | 78,565 |
Costs of aquaculture | 98,050 | 84,835 |
Research and development | 631,034 | 460,865 |
General and administrative | 678,481 | 932,067 |
Total Expenses | 1,410,366 | 1,556,332 |
Loss from Operations | (1,389,879) | (1,414,476) |
Other Income (Loss) | ||
Foreign exchange loss | (17,929) | (77,390) |
Investment income | 7,862 | 6,994 |
Other Income (Loss), Total | (10,067) | (70,396) |
Loss Before Income Tax | (1,399,946) | (1,484,872) |
Income tax expense | 800 | 800 |
Net Loss | $ (1,400,746) | $ (1,485,672) |
Loss per common share: | ||
Basic and diluted | $ (0.13) | $ (0.15) |
Weighted average number of common shares outstanding: | ||
Basic and diluted | 10,520,096 | 10,136,258 |
Condensed Interim Consolidated5
Condensed Interim Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Cash Flows Used In Operating Activities: | ||
Net loss | $ (1,400,746) | $ (1,485,672) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 49,309 | 45,470 |
Share-based compensation | 20,706 | 36,442 |
Foreign exchange loss | 17,929 | 77,390 |
Transfer equipment to research and development | 10,835 | 0 |
Changes in working capital items: | ||
Accounts receivable | (9,712) | 72,666 |
Inventory | (50,426) | (80,153) |
Prepaid expenses | (35,919) | (9,885) |
Accounts payable and accrued liabilities | 253,561 | (21,292) |
Net cash used in operating activities | (1,144,463) | (1,365,034) |
Cash Flows From Investing Activities: | ||
Acquisition of property, plant and equipment | (34,767) | (84,424) |
Purchase of short-term investments | (4,174) | (4,804) |
Proceeds on sales and maturities of short-term investments | 1,000,000 | 0 |
Net cash provided by (used in) investing activities | 961,059 | (89,228) |
Cash Flows From Financing Activities: | ||
Effect of exchange rate changes on cash and cash equivalents | (17,876) | (77,233) |
Net change in cash and cash equivalents | (201,280) | (1,531,495) |
Cash and cash equivalents - beginning of period | 4,570,951 | 7,416,904 |
Cash and cash equivalents - end of period | 4,369,671 | 5,885,409 |
Cash (demand deposits) | 4,090,861 | 4,549,089 |
Cash equivalents | 278,810 | 1,336,320 |
Cash and cash equivalents | 4,369,671 | 7,416,904 |
Supplemental cash flow information: | ||
Cash paid during the period for taxes | $ 800 | $ 800 |
Nature of Operations
Nature of Operations | 3 Months Ended |
Dec. 31, 2017 | |
Nature of Operations [Abstract] | |
Nature of Operations [Text Block] | 1. Nature of Operations Stellar Biotechnologies, Inc. (the Company) is organized under the laws of British Columbia, Canada. The Company’s business is the aquaculture, research and development, manufacture and commercialization of Keyhole Limpet Hemocyanin (KLH). The Company markets and distributes its KLH products to biotechnology and pharmaceutical companies, academic institutions, and clinical research organizations primarily in Europe, Asia, and the United States. The Company’s common shares have been listed for trading on The Nasdaq Capital Market in the United States under the symbol “SBOT” since November 5, 2015. In April 2010, the Company changed its name from CAG Capital, Inc. to Stellar Biotechnologies, Inc. and completed a reverse merger transaction with Stellar Biotechnologies, Inc., a California corporation, which was founded in September 1999, and remains the Company’s wholly-owned subsidiary and principal operating entity. In January 2017, the California subsidiary and the Company established a wholly-owned Mexican subsidiary under the name BioEstelar, S.A. de C.V. in Ensenada, Baja California to perform aquaculture research and development activities in Mexico. The Company’s executive offices are located at 332 E. Scott Street, Port Hueneme, California, 93041, USA, and its registered and records office is Royal Centre, 1055 West Georgia Street, Suite 1500, Vancouver, BC, V6E 4N7, Canada. Management Plans Company operations have historically been funded by the issuance of common shares, exercise of warrants, grant revenues, contract services revenue and product sales. For the three months ended December 31, 2017 and 2016, the Company reported net losses of approximately $ 1.4 1.5 46.8 5.1 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Dec. 31, 2017 | |
Basis of Presentation [Abstract] | |
Basis of Accounting [Text Block] | 2. Basis of Presentation The accompanying unaudited condensed interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) for interim financial information and with the instructions to Form 10-Q. They do not include all information and footnotes necessary for a fair presentation of financial position, results of operations and cash flows in conformity with U.S. GAAP for complete financial statements. These condensed interim consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes contained in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2017. The accompanying condensed interim consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, Stellar Biotechnologies, Inc., a California corporation in the U.S. and BioEstelar, S.A. de C.V. a Baja California corporation in Mexico. All significant intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, all adjustments (consisting of normal recurring adjustments and accruals) considered necessary for a fair presentation of the results of operations for the period presented have been included in the interim period. Operating results for the three months ended December 31, 2017 are not necessarily indicative of the results that may be expected for other interim periods or the fiscal year ending September 30, 2018. The condensed interim consolidated financial data at September 30, 2017 is derived from audited financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2017, as filed on December 1, 2017 with the SEC. The preparation of financial statements in conformity with U.S. GAAP for interim financial information requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. Functional Currency The condensed interim consolidated financial statements of the Company are presented in U.S. dollars, unless otherwise stated, which is the Company’s functional currency. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | 3. Significant Accounting Policies Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued guidance codified in Accounting Standards Codification (ASC) 606 Revenue Recognition Revenue from Contracts with Customers Revenue Recognition Other Assets and Deferred Costs: Contracts with Customers The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps: Step 1: Identify the contract(s) with a customer; Step 2: Identify the performance obligations in the contract; obligation. ASC 606 permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the modified retrospective method). In August 2015, the FASB issued an accounting update to defer the effective date by one year for public entities such that it is now within those years We anticipate adoption of ASC 606 using the modified retrospective method with a cumulative catch-up adjustment to the opening balance sheet of retained earnings at the effective date, during the first quarter of fiscal 2019. The Company will continue to review separate performance obligations, potential disclosures, and the method of adoption in order to complete the evaluation of the impact on the consolidated financial statements In January 2016, the FASB issued ASU 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities ASU 2016-01 The guidance is effective for public entities for fiscal years beginning after December 15, 2017, including interim periods within those years, with early adoption permitted. These standards are effective for the Company during the fiscal year ending September 30, 2019. . In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) We anticipate adoption of ASU 2016-02, will result in lease liabilities and right-of-use assets on financial statements for several long-term operating leases. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . In May 2017, the FASB issued ASU 2017-09, Scope of Modification Accounting Compensation-Stock Compensation |
Investments
Investments | 3 Months Ended |
Dec. 31, 2017 | |
Investments [Abstract] | |
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block] | 4. Investments Short-term investments consisted of U.S. Treasury Bills at December 31, 2017 and September 30, 2017. U.S. Treasury Bills are carried at amortized cost which approximates fair value and are classified as held-to-maturity investments. |
Inventory
Inventory | 3 Months Ended |
Dec. 31, 2017 | |
Inventory [Abstract] | |
Inventory Disclosure [Text Block] | 5. Inventory Raw materials include inventory of manufacturing supplies. Work in process includes manufacturing supplies, direct and indirect labor, contracted manufacturing and testing, and allocated manufacturing overhead for inventory in process at the end of the period. Finished goods include products that are complete and available for sale. At December 31, 2017 and September 30, 2017, the Company recorded work in process and finished goods inventory only for those products with recent sales levels to evaluate net realizable value. Inventory consisted of the following: December 31, September 30, 2017 2017 Raw materials $ 30,628 $ 21,761 Work in process 51,933 - Finished goods 35,979 46,353 $ 118,540 $ 68,114 |
Property, Plant and Equipment,
Property, Plant and Equipment, net | 3 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment, net [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | 6. Property, Plant and Equipment, net December 31, September 30, 2017 2017 Aquaculture system $ 126,257 $ 126,257 Laboratory facilities 62,033 62,033 Computer and office equipment 117,840 117,840 Tools and equipment 1,035,604 982,439 Vehicles 77,994 77,994 Leasehold improvements 342,935 337,060 1,762,663 1,703,623 Less: accumulated depreciation (1,008,777) (969,418) Depreciable assets, net 753,886 734,205 Construction in progress 100,167 145,318 $ 854,053 $ 879,523 Depreciation and amortization expense amounted to approximately $ 49,000 45,000 |
Commitments
Commitments | 3 Months Ended |
Dec. 31, 2017 | |
Commitments [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | 7. Commitments Operating leases The Company leases buildings and facilities used in its operations under two sublease agreements. In June 2015, the Company exercised its option to extend these sublease agreements for an additional five-year term beginning in October and November 2015. The Company negotiated an option to extend the leases for two additional five-year terms. The Company leases facilities used for executive offices and laboratories and pays a portion of the common area maintenance. In July 2016, the Company extended this lease for a two-year term, with options to renew for three successive two-year terms. The Company leases undeveloped land in Baja California, Mexico to assess the potential development of an additional aquaculture locale and expansion of production. The lease term is three years from June 2015 with options to extend the lease for 30 years. The Company may terminate early with 30 days’ notice. The rent has been prepaid through June 2018 Nine Months Ending September 30, 2018 115,000 Year Ending September 30, 2019 106,000 Year Ending September 30, 2020 106,000 Year Ending September 30, 2021 6,000 $ 333,000 Rent expense on these lease agreements amounted to approximately $ 60,000 59,000 Purchase obligations The Company has commitments totaling approximately $ 133,000 Supply agreements The Company has commitments under supply agreements with customers for fixed prices per gram of KLH in connection with clinical trials on a non-exclusive basis except within that customer’s field of use. The expiration dates of these supply agreements range from October 2019 to February 2022, and are generally renewable upon written request of the customer. Joint venture agreement In May 2016, the Company entered into a joint venture agreement with another party for the formation of a joint venture company to manufacture and sell conjugated therapeutic vaccines. The joint venture is organized as a French simplified corporation. The Company holds a 30 120,000 67,000 In connection with the formation of the joint venture and the execution of its strategy, the parties intend over time to enter into an exclusive supply agreement within a limited field of use for Stellar to supply KLH to the joint venture, a supply agreement designating the joint venture as the exclusive manufacturer and supplier of the other party’s vaccines, and services agreements for the provision of various knowledge and expertise by each of the parties. Licensing agreement and technology transfer agreement In July 2013, the Company acquired the exclusive, worldwide license to certain patented technology for the development of human immunotherapies against Clostridium difficile As a result of the termination of the License Agreement, there are no early termination penalties and no further annual licensing fees, contingent milestone payments, royalties, sub-licensing fees or other financial obligations payable by the Company to the Licensor. Retirement savings plan 401(k) contributions The Company sponsors a 401(k) retirement savings plan that requires an annual non-elective safe harbor employer contribution of 3 100 19,000 18,000 Related party commitments On August 14, 2002, through its California subsidiary, the Company entered into a patent royalty agreement with a director and officer of the Company, whereby he would receive royalty payments in exchange for assignment of his patent rights to the Company. The royalty is 5 500,000 |
Share Capital
Share Capital | 3 Months Ended |
Dec. 31, 2017 | |
Share Capital [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | 8. Share Capital Three Months Ended December 31, December 31, 2017 2016 Share-based compensation $ 20,706 $ 36,442 Black-Scholes option valuation model The Company uses the Black-Scholes option valuation model to determine the fair value of warrants and share options. Option valuation models require the input of highly subjective assumptions including the expected price volatility. The Company has used historical volatility to estimate the volatility of the share price. Changes in the subjective input assumptions can materially affect the fair value estimates, and therefore the existing models do not necessarily provide a reliable single measure of the fair value of the Company’s warrants and share options. Warrants There were 1,265,626 warrants outstanding at December 31, 2017 with an exercise price of $4.50 and expiry date of January 6, 2022. There were no warrants granted or exercised during the period from September 30, 2016 to December 31, 2017. The weighted average contractual life remaining on the outstanding warrants at December 31, 2017 is 33 Share Options The Company has an incentive compensation plan adopted in 2017 (the Incentive Plan) administered by the Board of Directors, which amended and restated the 2013 fixed share option plan. Options, restricted shares and restricted share units are eligible for grants under the Incentive Plan. The number of shares available for issuance under the Incentive Plan is 1,597,000 The exercise price of an option is set at the closing price of the Company’s common shares on the date of grant. Share options granted to directors, officers, employees and certain individual consultants for past service are subject to the following vesting schedule: (a) one-third shall vest immediately, (b) one-third shall vest at 12 months from the date of grant and (c) one-third shall vest at 18 months from the date of grant. Share options granted to certain individual investor relations consultants are subject to the following vesting schedule: (aa) 25% shall vest at 3 months from the date of grant, (bb) 25% shall vest at 6 months from the date of grant, (cc) 25% shall vest at 12 months from the date of grant and (dd) 25% shall vest at 15 months from the date of grant. Number of Weighted Balance - September 30, 2016 539,103 $ 5.29 Granted 71,600 1.89 Expired (28,233) 11.14 Expired (171,500) 2.90 CDN $ Balance - September 30, 2017 410,970 $ 5.74 Expired (10,667) 17.29 Expired (35,250) 4.57 CDN $ Balance - December 31, 2017 365,053 $ 5.58 The weighted average contractual life remaining on the outstanding options is 33 Number of Exercisable at Range of exercise prices Expiry Dates 94,360 94,360 CDN$0.01 - 5.00 Apr 2017-Dec 2019 69,233 32,533 $0.01 - 5.00 Sep 2023-Mar 2024 125,360 125,360 CDN$5.01 - 10.00 Oct 2017-Jun 2022 15,100 15,100 $5.01 - 10.00 Dec 2022 21,500 21,500 CDN$15.01 - 20.00 Nov 2018-Nov 2021 39,500 29,500 $15.01 - 20.00 Nov 2020 365,053 318,353 Three Months Ended December 31, 2016 Risk free interest rate 1.49 % Expected life (years) 7.00 Expected share price volatility 166 % Expected dividend yield 0 % There were no share options granted during the three months ended December 31, 2017. The weighted average fair value of share options granted during the three months ended December 31, 2016 was $ 1.98 As of December 31, 2017, the Company had approximately $ 40,000 27 There were no options exercised during the three months ended December 31, 2017 and 2016. There was no intrinsic value of the vested options at December 31, 2017. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | 9. Fair Value of Financial Instruments The Company uses the fair value measurement framework for valuing financial assets and liabilities measured on a recurring basis in situations where other accounting pronouncements either permit or require fair value measurements. Fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The carrying value of certain financial instruments such as accounts receivable, accounts payable, accrued liabilities, and deferred revenue approximates fair value due to the short-term nature of such instruments. Short-term investments in U.S. Treasury Bills are recorded at amortized cost, which approximates fair value. The Company follows the fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value: Level 1: Quoted prices in active markets for identical or similar assets and liabilities. Level 2: Quoted prices for identical or similar assets and liabilities in markets that are not active or observable inputs other than quoted prices in active markets for identical or similar assets and liabilities. Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company reports its short-term investments in U.S. Treasury Bills at fair value using Level 1 inputs in the fair value hierarchy. Fair Value Measurements Using Quoted Prices in Significant Significant Total Fair Value December 31, 2017 Assets Short-term investments in U.S. Treasury Bills $ 998,575 $ - $ - $ 998,575 September 30, 2017 Assets Short-term investments in U.S. Treasury Bills $ 1,994,401 $ - $ - $ 1,994,401 |
Concentrations of Credit Risk
Concentrations of Credit Risk | 3 Months Ended |
Dec. 31, 2017 | |
Concentrations of Credit Risk [Abstract] | |
Concentration Risk Disclosure [Text Block] | 10. Concentrations of Credit Risk Credit risk is the risk of an unexpected loss if a customer or third party to a financial instrument fails to meet its contractual obligations. Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily of cash and cash equivalents, U.S Treasury Bills, and accounts receivable. The Company estimates its maximum credit risk at the amount recorded on the balance sheet. Management’s assessment of the Company’s credit risk for cash and cash equivalents is low as they are held in major financial institutions believed to be credit worthy or U.S. Treasury Bills with maturities of 90 days or less. The Company limits its exposure to credit loss for short-term investments by holding U.S. Treasury Bills with maturities of 1 year or less. Based on credit monitoring and history, the Company considers the risk of credit losses due to customer non-performance on accounts receivable to be low. Three Months Ended December 31, December 31, 2017 2016 Product sales and contract services revenue 98% from 92% from The Company had the following concentrations of revenues by geographic areas: Three Months Ended December 31, December 31, 2017 2016 Europe 73 % 94 % North America 27 % 6 % The Company had the following concentrations of accounts receivable from its customers, each of which accounted for more than 10% in the applicable period: December 31, 2017 Accounts receivable 49% from There were no customer accounts receivable at September 30, 2017. |
Significant Accounting Polici16
Significant Accounting Policies (Policies) | 3 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued guidance codified in Accounting Standards Codification (ASC) 606 Revenue Recognition Revenue from Contracts with Customers Revenue Recognition Other Assets and Deferred Costs: Contracts with Customers The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps: Step 1: Identify the contract(s) with a customer; Step 2: Identify the performance obligations in the contract; obligation. ASC 606 permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the modified retrospective method). In August 2015, the FASB issued an accounting update to defer the effective date by one year for public entities such that it is now within those years We anticipate adoption of ASC 606 using the modified retrospective method with a cumulative catch-up adjustment to the opening balance sheet of retained earnings at the effective date, during the first quarter of fiscal 2019. The Company will continue to review separate performance obligations, potential disclosures, and the method of adoption in order to complete the evaluation of the impact on the consolidated financial statements In January 2016, the FASB issued ASU 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities ASU 2016-01 The guidance is effective for public entities for fiscal years beginning after December 15, 2017, including interim periods within those years, with early adoption permitted. These standards are effective for the Company during the fiscal year ending September 30, 2019. . In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) We anticipate adoption of ASU 2016-02, will result in lease liabilities and right-of-use assets on financial statements for several long-term operating leases. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . In May 2017, the FASB issued ASU 2017-09, Scope of Modification Accounting Compensation-Stock Compensation |
Inventory (Tables)
Inventory (Tables) | 3 Months Ended |
Dec. 31, 2017 | |
Inventory [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | Inventory consisted of the following: December 31, September 30, 2017 2017 Raw materials $ 30,628 $ 21,761 Work in process 51,933 - Finished goods 35,979 46,353 $ 118,540 $ 68,114 |
Property, Plant and Equipment18
Property, Plant and Equipment, net (Tables) | 3 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment, net [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Property, plant and equipment, net consisted of the following: December 31, September 30, 2017 2017 Aquaculture system $ 126,257 $ 126,257 Laboratory facilities 62,033 62,033 Computer and office equipment 117,840 117,840 Tools and equipment 1,035,604 982,439 Vehicles 77,994 77,994 Leasehold improvements 342,935 337,060 1,762,663 1,703,623 Less: accumulated depreciation (1,008,777) (969,418) Depreciable assets, net 753,886 734,205 Construction in progress 100,167 145,318 $ 854,053 $ 879,523 |
Commitments (Tables)
Commitments (Tables) | 3 Months Ended |
Dec. 31, 2017 | |
Commitments [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Aggregate future minimum lease payments at December 31, 2017 are as follows: Nine Months Ending September 30, 2018 115,000 Year Ending September 30, 2019 106,000 Year Ending September 30, 2020 106,000 Year Ending September 30, 2021 6,000 $ 333,000 |
Share Capital (Tables)
Share Capital (Tables) | 3 Months Ended |
Dec. 31, 2017 | |
Class of Warrant or Right [Line Items] | |
Schedule of Stockholders Equity [Table Text Block] | The Company had the following transactions in share capital: Three Months Ended December 31, December 31, 2017 2016 Share-based compensation $ 20,706 $ 36,442 |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Options have been granted under the Incentive Plan allowing the holders to purchase common shares of the Company as follows: Number of Weighted Balance - September 30, 2016 539,103 $ 5.29 Granted 71,600 1.89 Expired (28,233) 11.14 Expired (171,500) 2.90 CDN $ Balance - September 30, 2017 410,970 $ 5.74 Expired (10,667) 17.29 Expired (35,250) 4.57 CDN $ Balance - December 31, 2017 365,053 $ 5.58 |
Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding [Table Text Block] | The following table summarizes information about the options under the Incentive Plan outstanding and exercisable at December 31, 2017: Number of Exercisable at Range of exercise prices Expiry Dates 94,360 94,360 CDN$0.01 - 5.00 Apr 2017-Dec 2019 69,233 32,533 $0.01 - 5.00 Sep 2023-Mar 2024 125,360 125,360 CDN$5.01 - 10.00 Oct 2017-Jun 2022 15,100 15,100 $5.01 - 10.00 Dec 2022 21,500 21,500 CDN$15.01 - 20.00 Nov 2018-Nov 2021 39,500 29,500 $15.01 - 20.00 Nov 2020 365,053 318,353 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The estimated fair value of the share options granted during the three months ended December 31, 2016 was determined using a Black-Scholes option valuation model with the following weighted average assumptions: Three Months Ended December 31, 2016 Risk free interest rate 1.49 % Expected life (years) 7.00 Expected share price volatility 166 % Expected dividend yield 0 % |
Fair Value of Financial Instr21
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | The following table summarizes fair values for those assets and liabilities with fair value measured on a recurring basis. Fair Value Measurements Using Quoted Prices in Significant Significant Total Fair Value December 31, 2017 Assets Short-term investments in U.S. Treasury Bills $ 998,575 $ - $ - $ 998,575 September 30, 2017 Assets Short-term investments in U.S. Treasury Bills $ 1,994,401 $ - $ - $ 1,994,401 |
Concentrations of Credit Risk (
Concentrations of Credit Risk (Tables) | 3 Months Ended |
Dec. 31, 2017 | |
Concentrations of Credit Risk [Abstract] | |
Schedules of Concentration of Risk, by Risk Factor [Table Text Block] | The Company had the following concentrations of revenues by customers, each of which accounted for more than 10% of revenues in the applicable period: Three Months Ended December 31, December 31, 2017 2016 Product sales and contract services revenue 98% from 92% from The Company had the following concentrations of revenues by geographic areas: Three Months Ended December 31, December 31, 2017 2016 Europe 73 % 94 % North America 27 % 6 % The Company had the following concentrations of accounts receivable from its customers, each of which accounted for more than 10% in the applicable period: December 31, 2017 Accounts receivable 49% from |
Nature of Operations (Details T
Nature of Operations (Details Textual) - USD ($) | 3 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2017 | |
Nature of Operations [Line Items] | |||
Net Income (Loss) | $ (1,400,746) | $ (1,485,672) | |
Accumulated deficit | (46,792,789) | $ (45,392,043) | |
Working capital | $ 5,100,000 |
Inventory (Details)
Inventory (Details) - USD ($) | Dec. 31, 2017 | Sep. 30, 2017 |
Raw materials | $ 30,628 | $ 21,761 |
Work in process | 51,933 | 0 |
Finished goods | 35,979 | 46,353 |
Inventory | $ 118,540 | $ 68,114 |
Property, Plant and Equipment25
Property, Plant and Equipment, net (Details) - USD ($) | Dec. 31, 2017 | Sep. 30, 2017 |
Property, Plant and Equipment [Line Items] | ||
Depreciable assets, gross | $ 1,762,663 | $ 1,703,623 |
Less: accumulated depreciation | (1,008,777) | (969,418) |
Depreciable assets, net | 753,886 | 734,205 |
Construction in progress | 100,167 | 145,318 |
Property, plant and equipment, net | 854,053 | 879,523 |
Aquaculture system [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable assets, gross | 126,257 | 126,257 |
Laboratory facilities [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable assets, gross | 62,033 | 62,033 |
Computer and office equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable assets, gross | 117,840 | 117,840 |
Tools and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable assets, gross | 1,035,604 | 982,439 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable assets, gross | 77,994 | 77,994 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable assets, gross | $ 342,935 | $ 337,060 |
Property, Plant and Equipment26
Property, Plant and Equipment, net (Details Textual) - USD ($) | 3 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation expense | $ 49,000 | $ 45,000 |
Commitments (Details)
Commitments (Details) | Dec. 31, 2017USD ($) |
Future minimum lease payments for the | |
Nine Months Ending September 30, 2018 | $ 115,000 |
Year Ending September 30, 2019 | 106,000 |
Year Ending September 30, 2020 | 106,000 |
Year Ending September 30, 2021 | 6,000 |
Future minimum lease payments, Total | $ 333,000 |
Commitments (Details Textual)
Commitments (Details Textual) | 3 Months Ended | |||||
Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2016EUR (€) | Aug. 14, 2002USD ($) | |
Other Commitments [Line Items] | ||||||
Rent expense on lease agreements | $ 60,000 | $ 59,000 | ||||
Equity Method Investments | 66,695 | $ 66,695 | ||||
Joint venture agreement [Member] | ||||||
Other Commitments [Line Items] | ||||||
Equity Method Investments Committed Capital | € | € 120,000 | |||||
Equity Method Investment, Ownership Percentage | 30.00% | 30.00% | ||||
Equity Method Investments | $ 67,000 | |||||
Director and Officer [Member] | Royalty Agreements [Member] | ||||||
Other Commitments [Line Items] | ||||||
Royalty percentage of gross receipts over base amount | 5.00% | |||||
Gross receipt base amount for royalty calculation | $ 500,000 | |||||
Royalty expense | 0 | 0 | ||||
401(k) Retirement Savings Plan [Member] | ||||||
Other Commitments [Line Items] | ||||||
Employer contributions | $ 19,000 | $ 18,000 | ||||
Employee vesting percentage | 100.00% | |||||
Annual non-elective safe harbor employer contribution | 3.00% | |||||
Agreements With Contract Manufacturing Organizations And Consultants [Member] | ||||||
Other Commitments [Line Items] | ||||||
Purchase obligations | $ 133,000 | |||||
Three buildings and facilities used in its operations [Member] | ||||||
Other Commitments [Line Items] | ||||||
Lease agreement, contract term | 5 years | |||||
Lease agreement, renewal term | 5 years | |||||
Facilities used for executive offices and laboratories [Member] | ||||||
Other Commitments [Line Items] | ||||||
Lease agreement, renewal term | 2 years | |||||
Undeveloped land in Baja, Mexico | ||||||
Other Commitments [Line Items] | ||||||
Lease agreement, renewal term | 3 years |
Share Capital (Details)
Share Capital (Details) - USD ($) | 3 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Share Capital [Member] | ||
Class of Warrant or Right [Line Items] | ||
Share-based compensation | $ 20,706 | $ 36,442 |
Share Capital (Details 1)
Share Capital (Details 1) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2017$ / sharesshares | Dec. 31, 2017CAD / sharesshares | Sep. 30, 2017$ / sharesshares | Sep. 30, 2017CAD / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options, Beginning Balance | 410,970 | 410,970 | 539,103 | 539,103 |
Number of Options, Granted | 71,600 | 71,600 | ||
Number of Options, Expired | (10,667) | (10,667) | (28,233) | (28,233) |
Number of Options, Expired | (35,250) | (35,250) | (171,500) | (171,500) |
Number of Options, Ending Balance | 365,053 | 365,053 | 410,970 | 410,970 |
Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 5.74 | $ 5.29 | ||
Weighted Average Exercise Price, Granted | $ / shares | 1.89 | |||
Weighted Average Exercise Price, Expired | $ / shares | 17.29 | 11.14 | ||
Weighted Average Exercise Price, Expired | CAD / shares | CAD 4.57 | CAD 2.90 | ||
Weighted Average Exercise Price, Ending Balance | $ / shares | $ 5.58 | $ 5.74 |
Share Capital (Details 2)
Share Capital (Details 2) | 3 Months Ended | |||
Dec. 31, 2017$ / sharesshares | Dec. 31, 2017CAD / sharesshares | Sep. 30, 2017shares | Sep. 30, 2016shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options | 365,053 | 365,053 | 410,970 | 539,103 |
Exercisable at December 31, 2017 | 318,353 | 318,353 | ||
Stock Option One [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options | 94,360 | 94,360 | ||
Exercisable at December 31, 2017 | 94,360 | 94,360 | ||
Range of exercise prices, Lower Range Limit | CAD / shares | CAD 0.01 | |||
Range of exercise prices, Upper Range Limit | $ / shares | $ 5 | |||
Expiry Dates, Start | 2017-04 | 2017-04 | ||
Expiry Dates, End | 2019-12 | 2019-12 | ||
Stock Option Two [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options | 69,233 | 69,233 | ||
Exercisable at December 31, 2017 | 32,533 | 32,533 | ||
Range of exercise prices, Lower Range Limit | $ / shares | $ 0.01 | |||
Range of exercise prices, Upper Range Limit | CAD / shares | CAD 5 | |||
Expiry Dates, Start | 2023-09 | 2023-09 | ||
Expiry Dates, End | 2024-03 | 2024-03 | ||
Stock Option Three [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options | 125,360 | 125,360 | ||
Exercisable at December 31, 2017 | 125,360 | 125,360 | ||
Range of exercise prices, Lower Range Limit | CAD / shares | CAD 5.01 | |||
Range of exercise prices, Upper Range Limit | CAD / shares | CAD 10 | |||
Expiry Dates, Start | 2017-10 | 2017-10 | ||
Expiry Dates, End | 2022-06 | 2022-06 | ||
Stock Option Four [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options | 15,100 | 15,100 | ||
Exercisable at December 31, 2017 | 15,100 | 15,100 | ||
Range of exercise prices, Lower Range Limit | $ / shares | $ 5.01 | |||
Range of exercise prices, Upper Range Limit | $ / shares | $ 10 | |||
Expiry Dates, Start | 2022-12 | 2022-12 | ||
Expiry Dates, End | 2022-12 | 2022-12 | ||
Stock Option Five [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options | 21,500 | 21,500 | ||
Exercisable at December 31, 2017 | 21,500 | 21,500 | ||
Range of exercise prices, Lower Range Limit | CAD / shares | CAD 15.01 | |||
Range of exercise prices, Upper Range Limit | CAD / shares | CAD 20 | |||
Expiry Dates, Start | 2018-11 | 2018-11 | ||
Expiry Dates, End | 2021-11 | 2021-11 | ||
Stock Option Six [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options | 39,500 | 39,500 | ||
Exercisable at December 31, 2017 | 29,500 | 29,500 | ||
Range of exercise prices, Lower Range Limit | $ / shares | $ 15.01 | |||
Range of exercise prices, Upper Range Limit | $ / shares | $ 20 | |||
Expiry Dates, Start | 2020-11 | 2020-11 | ||
Expiry Dates, End | 2020-11 | 2020-11 |
Share Capital (Details 3)
Share Capital (Details 3) - Employee Stock Option [Member] | 3 Months Ended |
Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Risk free interest rate | 1.49% |
Expected life (years) | 7 years |
Expected share price volatility | 166.00% |
Expected dividend yield | 0.00% |
Share Capital (Details Textual)
Share Capital (Details Textual) - USD ($) | 3 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Share Capital [Line Items] | ||
Number of Warrants | 1,265,626 | |
Warrants, exercise price | $ 4.50 | |
Warants, expiry date | Jan. 6, 2022 | |
Weighted average contractual life remaining on the outstanding warrants | 33 months | |
Weighted average contractual life remaining on the outstanding options | 33 months | |
Weighted average fair value of share options awarded | $ 1.98 | |
Unrecognized share-based compensation expense | $ 40,000 | |
Unrecognized share-based compensation expense, recognition period | 27 months | |
Employee Share Option [Member] | ||
Share Capital [Line Items] | ||
Share based compensation, shares reserved for issuance | 1,597,000 | |
Employee Stock Option One [Member] | ||
Share Capital [Line Items] | ||
Share based compensation, share option vesting schedule | Share options granted to directors, officers, employees and certain individual consultants for future service are subject to the following vesting schedule: (x) one-third shall vest at 12 months from the date of grant, (y) one-third shall vest at 24 months from the date of grant and (z) one-third shall vest at 36 months from the date of grant. |
Fair Value of Financial Instr34
Fair Value of Financial Instruments (Details) - USD ($) | Dec. 31, 2017 | Sep. 30, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments in U.S. Treasury Bills | $ 998,575 | $ 1,994,401 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments in U.S. Treasury Bills | 998,575 | 1,994,401 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments in U.S. Treasury Bills | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments in U.S. Treasury Bills | $ 0 | $ 0 |
Concentrations of Credit Risk35
Concentrations of Credit Risk (Details) | 3 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Customer Concentration Risk [Member] | Product sales and contract services revenue [Member] | Three Customers [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 98.00% | |
Customer Concentration Risk [Member] | Product sales and contract services revenue [Member] | One Customer [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 92.00% | |
Customer Concentration Risk [Member] | Accounts receivable [Member] | One Customer [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 49.00% | |
Geographic Concentration Risk [Member] | Revenue [Member] | Europe [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 73.00% | 94.00% |
Geographic Concentration Risk [Member] | Revenue [Member] | North America [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 27.00% | 6.00% |