Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Mar. 31, 2020 | May 12, 2020 | |
Document And Entity Information | ||
Entity Registrant Name | BIOVIE INC. | |
Entity Central Index Key | 0001580149 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2020 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 5,199,346 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2020 | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Small Business | true | |
Entity Incorporation, State or Country Code | NV | |
Entity File Number | 001-39015 | |
Entity Interactive Data Current | Yes |
Condensed Balance Sheet (Unaudi
Condensed Balance Sheet (Unaudited) - USD ($) | Mar. 31, 2020 | Jun. 30, 2019 |
CURRENT ASSETS: | ||
Cash | $ 3,715 | $ 339,923 |
Other Assets | 577,180 | 334,150 |
Total Current Assets | 580,895 | 674,073 |
OTHER ASSETS: | ||
Intangible Assets | 1,382,571 | 1,554,603 |
Goodwill | 345,711 | 345,711 |
Total Fixed Assets | 1,728,282 | 1,900,314 |
TOTAL ASSETS | 2,309,177 | 2,574,387 |
CURRENT LIABILITIES: | ||
Accounts Payable and accrued expenses | 1,300,119 | 443,480 |
Derivative liability - warrants | 2,403,750 | |
Derivative liability - conversion option on convertible debenture | 476,900 | |
Loan payable - related party | 444,451 | |
Convertible debenture - related party, net of discount $498,466 and $0 at September 30, 2019 and 2018, respectively | 28,416 | |
Total Current Liabilities | 4,653,636 | 443,480 |
STOCKHOLDERS' EQUITY | ||
Preferred stock; $0.001 par value; 10,000,000 shares authorized; 0 shares issued and outstanding | ||
Common stock, $0.0001 par value; 800,000,000 shares authorized at March 31, 2020 and June 30, 2019, respectively; 5,199,346 and 4,058,724 shares issued and outstanding at March 31, 2020 and June 30, 2019, respectively | 519 | 406 |
Additional paid in capital | 19,538,743 | 9,392,573 |
Accumulated deficit | (21,883,721) | (7,262,072) |
Total Stockholders' Equity | (2,344,459) | 2,130,907 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 2,309,177 | $ 2,574,387 |
Condensed Balance Sheet (Unau_2
Condensed Balance Sheet (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2020 | Jun. 30, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 800,000,000 | 800,000,000 |
Common Stock Shares Issued | 5,199,346 | 4,058,724 |
Common stock, shares outstanding | 5,199,346 | 4,058,724 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
OPERATING EXPENSES | ||||
Amortization | $ 57,344 | $ 57,344 | $ 172,032 | $ 172,033 |
Research and development expenses | 353,198 | 331,834 | 1,003,124 | 732,373 |
Selling, general and administrative expenses | 288,711 | 459,111 | 940,762 | 936,180 |
TOTAL OPERATING EXPENSES | 699,253 | 848,289 | 2,115,918 | 1,840,586 |
LOSS FROM OPERATIONS | (699,253) | (848,289) | (2,115,918) | (1,840,586) |
OTHER EXPENSE (INCOME) | ||||
Change in fair value of derivative liabilities | (366,550) | (8,125,328) | ||
Gain on settlement of debt | (51,400) | |||
Interest Expense | 33,699 | 3,532,234 | 272 | |
Interest income | (248) | (233) | (1,036) | |
TOTAL OTHER EXPENSE (INCOME) | (332,851) | (248) | (4,593,327) | (52,164) |
NET INCOME (LOSS) | (366,402) | (848,041) | 2,477,409 | (1,788,422) |
Deemed dividend | 17,099,058 | 48,659 | ||
NET LOSS ATTRIBUTABLE TO COMPANY STOCKHOLDERS | $ (366,402) | $ (848,041) | $ (14,621,649) | $ (1,837,081) |
NET LOSS PER COMMON SHARE, BASIC | $ (0.07) | $ (0.34) | $ (3.02) | $ (0.73) |
NET LOSS PER COMMON SHARE, DILUTED | $ (0.07) | $ (0.34) | $ (3.02) | $ (0.73) |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING, BASIC | 5,183,724 | 2,520,429 | 4,661,183 | 2,497,457 |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING, DILUTED | 5,183,724 | 2,520,429 | 4,661,183 | 2,497,457 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ 2,477,409 | $ (1,788,422) |
Adjustments to reconcile net loss to net cash to cash used by operating activities: | ||
Amortization of intangible assets | 172,032 | 172,033 |
Common shares issued for service | 39,200 | 49,000 |
Common shares issued for interest payment | 13,487 | |
Stock based compensation expense | 24,846 | 63,306 |
Gain on settlement of debt | 51,400 | |
Interest expense from convertible debenture | 3,516,537 | |
Change in fair value of derivative liabilities | (8,125,328) | |
Changes in operating assets and liabilities: | ||
Other assets | (243,030) | (35,000) |
Accounts Payable | 856,639 | (382,203) |
Net cash used by operating activities | (1,268,208) | (1,869,886) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayment of debt | (244,300) | |
Proceeds from issuance of preferred shares | 3,040,000 | |
Proceeds from loan payable - related party | 432,000 | |
Proceeds from convertible debenture - related party | 500,000 | |
Net cash provided by financing activities | 932,000 | 2,795,700 |
Net (decrease) increase in cash | (336,208) | 925,814 |
Cash, beginning of period | 339,923 | 45,800 |
Cash, end of period | 3,715 | 971,614 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Cash paid for interest | 2,212 | |
Cash paid for taxes | ||
NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Conversion of preferred shares to common stock | 3,200,000 | |
Settlement of debt by issuance of common stock and forgiveness of debt | 1,150,135 | |
Cashless exercise of warrants | 224 | |
Deemed dividends for ratchet adjustments to warrants | 48,659 | |
Deemed dividends for commitment shares | 17,099,058 | 48,659 |
Stock warrants classified as derivative liability | $ 7,530,308 |
Condensed Statements of Stockho
Condensed Statements of Stockholders' Equity (Unaudited) - USD ($) | Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning Balance at Jun. 30, 2018 | $ 79 | $ 4,880,246 | $ (4,769,126) | $ 111,199 | |
Beginning Balance, Shares at Jun. 30, 2018 | 788,026 | ||||
Issuance of shares in a private placement | $ 3,200,000 | 3,200,000 | 3,200,000 | ||
Issuance of shares in a private placement (in shares) | 2,133,332 | ||||
Conversion of preferred stock to common stock | $ (3,200,000) | $ 171 | (171) | ||
Conversion of preferred stock to common stock (in shares) | (2,133,332) | 1,706,666 | |||
Issuance of shares in exchange for debt settlement | $ 1 | 1,150,134 | 1,150,135 | ||
Issuance of shares in exchange for debt settlement, in shares | 7,804 | ||||
Stock option compensation | 3,412 | 3,412 | |||
Cashless exercise of warrants | $ 2 | (2) | |||
Cashless exercise of warrants, Shares | 17,935 | ||||
Deemed dividends for ratchet adjustment to warrants | 48,659 | (48,659) | |||
Net income (loss) | (439,871) | (439,871) | |||
Ending Balance at Sep. 30, 2018 | $ 253 | 9,282,278 | (5,257,656) | 4,024,875 | |
Ending Balance, Shares at Sep. 30, 2018 | 2,520,431 | ||||
Beginning Balance at Jun. 30, 2018 | $ 79 | 4,880,246 | (4,769,126) | 111,199 | |
Beginning Balance, Shares at Jun. 30, 2018 | 788,026 | ||||
Stock option compensation | 63,306 | ||||
Cashless exercise of warrants | 224 | ||||
Issuance of shares for services | 49,000 | ||||
Issuance of shares for interest payment | |||||
Net income (loss) | (1,788,422) | ||||
Ending Balance at Mar. 31, 2019 | $ 254 | 9,391,171 | (6,606,207) | 2,785,218 | |
Ending Balance, Shares at Mar. 31, 2019 | 2,531,631 | ||||
Beginning Balance at Sep. 30, 2018 | $ 253 | 9,282,278 | (5,257,656) | 4,024,875 | |
Beginning Balance, Shares at Sep. 30, 2018 | 2,520,431 | ||||
Stock option compensation | 16,285 | 16,285 | |||
Net income (loss) | (500,510) | (500,510) | |||
Ending Balance at Dec. 31, 2018 | $ 253 | 9,298,563 | (5,758,166) | 3,540,650 | |
Ending Balance, Shares at Dec. 31, 2018 | 2,520,431 | ||||
Stock option compensation | 43,609 | 43,609 | |||
Issuance of shares for services | $ 1 | 48,999 | 49,000 | ||
Issuance of shares for services (in shares) | 11,200 | ||||
Net income (loss) | (848,041) | (848,041) | |||
Ending Balance at Mar. 31, 2019 | $ 254 | 9,391,171 | (6,606,207) | 2,785,218 | |
Ending Balance, Shares at Mar. 31, 2019 | 2,531,631 | ||||
Beginning Balance at Jun. 30, 2019 | $ 406 | 9,392,573 | (7,262,072) | 2,130,907 | |
Beginning Balance, Shares at Jun. 30, 2019 | 4,058,724 | ||||
Issuance of shares in a private placement | $ 112 | 10,068,638 | 10,068,750 | ||
Issuance of shares in a private placement (in shares) | 1,125,000 | ||||
Deemed dividends for ratchet adjustment to warrants | (17,099,058) | (17,099,058) | |||
Net income (loss) | (3,821,227) | (3,821,227) | |||
Ending Balance at Sep. 30, 2019 | $ 518 | 19,461,211 | (28,182,357) | (8,720,628) | |
Ending Balance, Shares at Sep. 30, 2019 | 5,183,724 | ||||
Beginning Balance at Jun. 30, 2019 | $ 406 | 9,392,573 | (7,262,072) | 2,130,907 | |
Beginning Balance, Shares at Jun. 30, 2019 | 4,058,724 | ||||
Stock option compensation | 24,846 | ||||
Cashless exercise of warrants | |||||
Issuance of shares for services | 39,200 | ||||
Issuance of shares for interest payment | 13,487 | ||||
Net income (loss) | 2,477,409 | ||||
Ending Balance at Mar. 31, 2020 | $ 519 | 19,538,743 | (21,883,721) | (2,344,459) | |
Ending Balance, Shares at Mar. 31, 2020 | 5,199,346 | ||||
Beginning Balance at Sep. 30, 2019 | $ 518 | 19,461,211 | (28,182,357) | (8,720,628) | |
Beginning Balance, Shares at Sep. 30, 2019 | 5,183,724 | ||||
Stock option compensation | 11,162 | 11,162 | |||
Net income (loss) | 6,665,038 | 6,665,038 | |||
Ending Balance at Dec. 31, 2019 | $ 518 | 19,472,373 | (21,517,319) | (2,044,428) | |
Ending Balance, Shares at Dec. 31, 2019 | 5,183,724 | ||||
Stock option compensation | 13,684 | 13,684 | |||
Issuance of shares for services | $ 1 | 39,199 | 39,200 | ||
Issuance of shares for services (in shares) | 11,200 | ||||
Issuance of shares for interest payment | 13,487 | 13,487 | |||
Issuance of shares for interest payment, in shares | 4,422 | ||||
Net income (loss) | (366,402) | (366,402) | |||
Ending Balance at Mar. 31, 2020 | $ 519 | $ 19,538,743 | $ (21,883,721) | $ (2,344,459) | |
Ending Balance, Shares at Mar. 31, 2020 | 5,199,346 |
Background Information
Background Information | 9 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
Background Information | 1. Background Information BioVie Inc. (the “Company”) is a clinical-stage company pursuing the discovery, development, and commercialization of innovative drug therapies. We are currently focused on developing and commercializing BIV201 (continuous infusion terlipressin), a novel approach to the treatment of ascites due to chronic liver cirrhosis. Our therapy BIV201 is based on a drug that is approved in about 40 countries to treat related complications of liver cirrhosis (part of the same disease pathway as ascites), but not yet available in the United States. BIV201’s active agent is a potent vasoconstrictor and has shown efficacy for reducing portal hypertension in studies around the world. The goal is for BIV201 to interrupt the ascites disease pathway, thereby halting the cycle of accelerating fluid generation in ascites patients. BioVie began administering BIV201 to patients in a Phase 2a clinical trial in patients with refractory ascites due to advanced liver cirrhosis at the McGuire Research Institute Inc. in Richmond, VA in September 2017. In April 2019, we announced top-line results and in June met with representatives of the FDA for a Type C Guidance Meeting to discuss the study results and plan our next clinical study. In July 2019, the FDA provided meeting minutes for the Company’s proposed randomized and controlled study design. In September we requested a Type B Meeting and subsequently submitted an extensive pre-meeting information package. In April 2020, the FDA provided a written response that provided new guidance regarding primary and secondary endpoints, BIV201 dosing levels, quality of life measures and other key aspects of the clinical trial design. In early May they answered certain follow-up questions enabling the Company to complete the Phase 2 clinical trial protocol which will be finalized soon. The Phase 2 study will be used to guide the design of a pivotal Phase 3 clinical trial. We are developing a patent-pending novel liquid formulation of terlipressin for use in this study that is intended to improve convenience for outpatient administration and avoid potential formulation errors that may occur when pharmacists reconstitute the powder version. BIV201 has the potential to improve the health of thousands of patients suffering from life-threatening complications of liver cirrhosis due to hepatitis, nonalcoholic steatohepatitis (NASH), and alcoholism. It has FDA Fast-Track status and Orphan Drug designation for the most common of these complications, ascites, which represents a significant unmet medical need. The FDA has never approved any drug specifically for treating ascites. The BIV201 development program began at LAT Pharma LLC. On April 11, 2016, the Company acquired LAT Pharma LLC and the rights to its BIV201 development program. The Company currently owns all development and marketing rights to its drug candidate. The Company and PharmaIN, Corp. (“PharmaIN”), LAT Pharma’s former partner focused on the development of new modified drug candidates in the same therapeutic field but not including BIV201, had agreed to pay royalties equal to less than 1% of future net sales of each company's ascites drug development programs, or if such program is licensed to a third party, less than 5% of each company's net license revenues. On December 24, 2018, the Company returned its partial ownership rights to the PharmaIN modified terlipressin development program and simultaneously paid the remaining balance due on a related debt. PharmaIN, Corp.’s rights to our program remain unchanged. The Company’s activities are subject to significant risks and uncertainties including failure to secure additional funding to properly execute the Company’s business plan. |
Liquidity and Going Concern
Liquidity and Going Concern | 9 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
Liquidity and Going Concern | 2. Liquidity and Going Concern The Company’s operations are subject to a number of factors that can affect its operating results and financial conditions. Such factors include, but are not limited to: the results of clinical testing and trial activities of the Company’s products, the Company’s ability to obtain regulatory approval to market its products, competition from products manufactured and sold or being developed by other companies, the price of, and demand for, Company products, the Company’s ability to negotiate favorable licensing or other manufacturing and marketing agreements for its products, and the Company’s ability to raise capital. The Company’s financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As of March 31, 2020, the Company had an accumulated deficit of approximately $21.9 million and as a development stage enterprise, the Company expects substantial losses in future periods. The accompanying interim financial statements were prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company’s future operations are dependent on the success of the Company’s ongoing development and commercialization effort, as well as continuing to secure additional financing. On September 24, 2019, the Company entered into a Securities Purchase Agreement with its controlling stockholder regarding bridge financing (the “Bridge Financing”) in the form of up to $2.0 million in convertible debt and warrants, of which $932,000 has been drawn and reflected in the amount of $28,416, net of unearned discount of $471,584 as Convertible debenture -related party and $444,451 as loan payable-related party with accrued interest of $12,451 in the accompanying balance sheet at March 31, 2020. Amounts borrowed under the Bridge Financing must be repaid with the proceeds of our potential public offering of equity securities referred to below. The availability of additional draws under the Bridge Financing is under further discussion with the controlling stockholder in light of delays in the timing of the potential public offering. As further discussed below, the Company is pursuing various options to raise further financing to continue the testing and development of its product. If the Company is not successful in raising additional funds it may reduce its monthly spend and potentially delay the implementation of the larger scale Phase 2 and Phase 3 clinical trials until sufficient funding is secured. The future viability of the Company is largely dependent upon its ability to raise additional capital to finance its operations. Management expects that future sources of funding may include sales of equity, obtaining loans, or other strategic transactions The emergence of widespread health emergencies or pandemics, of the coronavirus ("Covid-19"), may lead to continued regional quarantines, business shutdowns, labor shortages, disruptions to supply chains, and overall economic instability, including the duration and spread of the outbreak and restrictions and the impact of COVID-19 on the financial markets and the overall economy, all of which are highly uncertain and cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period, the Company’s ability to raise funds may be materially adversely affected. Although management continues to pursue these plans, there is no assurance that the Company will be successful in obtaining sufficient financing on terms acceptable to the Company, if at all, to fund continuing operations. These circumstances raise substantial doubt on the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 3. Significant Accounting Policies Basis of Presentation – Interim Financial Information The accompanying unaudited interim financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United State of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities Exchange Commission for Interim Reporting. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited interim financial statements furnished reflect all adjustments (consisting of normal recurring accruals) that are, in the opinion of management, considered necessary for a fair presentation of the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year. The condensed balance sheet at June 30, 2019 was derived from audited annual financial statements but does not contain all the footnote disclosures from the annual financial statements. The accompanying financial statements and information included under the heading: “Management’s Discussion and Analysis of Financial Condition and Results of Operations” should be read in conjunction with our Company’s audited financial statements and related notes included in our Company’s Form 10-K for the year ended June 30, 2019 filed with the SEC on September 27, 2019. For a summary of significant accounting policies, see the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2019 filed with the SEC on September 27, 2019. Net income (loss) per Common Share Basic net income (loss) per common share is computed by dividing the net income (loss) before deemed dividend by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing by the weighted average number of shares of common stock outstanding and potentially outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through stock options, warrants, convertible preferred stock and convertible debentures. For the nine months ended March 31, 2020 and 2019 all potential securities were anti-dilutive as a result of the effect of the change in fair value of the derivative liabilities and assumed conversion of debenture in determining the amount of net income (loss) attributable to common stockholders. Due to the net loss for the three months ended March 31, 2020 and 2019, such amounts were excluded from the diluted loss since their effect was considered anti-dilutive. The table below shows the number of outstanding stock options and warrants as of March 31, 2020 and 2019: March 31, 2020 March 31, 2019 Number of Shares Number of Shares Stock Options 68,400 58,000 Warrants 1,374,667 1,731,525 Total 1,443,067 1,789,525 Recent accounting pronouncements The Company considers the applicability and impact of all Accounting Standard Updates (“ASU’s”). ASU’s not discussed below were assessed and determined to be either not applicable or expected to have minimal impact on our balance sheets or statement of operations. In June 2018, the FASB issued ASU 2018-07, “Compensation – Stock Compensation (Topic 718): Improvements to Non-employee Share-Based Accounting”. This guidance aligns the accounting for share-based payment transactions with non-employees to accounting for share-based payment transactions with employees. Companies are required to record a cumulative-effect adjustment (net of tax) to retained earnings as of the beginning of the fiscal year of the adoption. Upon transition, non-employee awards are required to be measured at fair value as of the adoption date. This standard will be effective for fiscal years beginning December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company has adopted this ASU as of July 1, 2019. There has been no impact on the financial statements. In August 2018, the FASB issued ASU 2018-13, “Fair value measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement”. The new guidance modifies the disclosure requirements on fair value measurements. ASU 2018-13 is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted. The Company does not expect ASU 2018-13 to have a significant impact to its condensed consolidated financial statements and related disclosures. |
Intangible Assets
Intangible Assets | 9 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Intangible Assets | 4. Intangible Assets The Company’s intangible assets consist of intellectual property acquired from LAT Pharma, Inc. and are amortized over their estimated useful lives. The following is a summary of the intangible assets as of March 31, 2020 and June 30, 2019: March 31, 2020 June 30, 2019 Intellectual Property $ 2,293,770 $ 2,293,770 Less Accumulated Amortization (911,199 ) (739,167 ) Intellectual Property, Net $ 1,382,571 $ 1,554,603 Amortization expense for the three-month period ended March 31, 2020 and 2019 was $57,344 and $57,344 respectively. Amortization expense for the nine-month period ended March 31, 2020 and 2019 was $172,032 and $172,033 respectively. Estimated future amortization expense is as follows: Year ending June 30, 2020 (Remaining three months) $ 57,344 2021 229,377 2022 229,377 2023 229,377 2024 229,377 2025 229,377 Thereafter 178,342 $ 1,382,571 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 5. Related Party Transactions Equity Transactions with Acuitas On July 3, 2018, we entered into a Securities Purchase Agreement (the “Purchase Agreement”) with Acuitas Group Holding, LLC (“Acuitas”) and certain other purchasers identified in the Purchase Agreement (together with Acuitas, the “Purchasers”) pursuant to which (i) the Purchasers agreed to purchase an aggregate of 2,133,332 shares of the our Series A Convertible Preferred Stock (the “Preferred Stock”) at a price per share of $1.50 per share of Preferred Stock (the “Initial Sale”) and (ii) we agreed to issue warrants (the “Warrants”) to purchase 1,706,666 shares of common stock, each subject to the terms and conditions set forth in the Purchase Agreement, for an aggregate consideration of $3.2 million. We received $160,000 of the $3.2 million in April and May 2018 as prepaid equity. Acuitas also received an additional 6,667 Warrants in connection with the payoff of a note issued by us in favor of Acuitas. The Initial Sale and issuance of the Warrants occurred on July 3, 2018. In addition, Acuitas had the option to purchase up to an additional 1,600,000 shares of common stock at a price per share of $1.88, and warrants on the same terms as the Warrants, within two weeks following the one year anniversary of the closing of the Initial Sale (the “Subsequent Sale”) in the event that we did not obtain $3,000,000 of funding through various non-dilutive grants prior to the one year anniversary of the closing of the Initial Sale, less any federal or FDA grant funding received by the Company. Acuitas is controlled by our Chairman and Chief Executive Officer, Terren Peizer and the Purchasers included Jonathan Adams, James Lang, Cuong Do and Michael Sherman, who are members of our Board. The Purchase Agreement contained customary representations and warranties. In connection with the disclosure schedule associated with the representations and warranties, we also disclosed customary information, including the following: (i) the existence of the Mallinckrodt petition before the U.S. Patent Trial and Appeal Board, (ii) our capitalization, (iii) our obligation to pay a low single digit royalty on the net sales of BIV201 (continuous infusion terlipressin) to be shared among LAT Pharma LLC members, PharmaIN Corporation and The Barrett Edge, Inc. pursuant to the Agreement and Plan of Merger, dated April 11, 2016, by and between LAT Pharma LLC and us, (iv) our obligation to pay a low single digit royalty on net sales of all terlipressin products covered by specified patents up to a maximum of $200,000 per year pursuant to the Technology Transfer Agreement, dated July 25, 2016, by and between us and the University of Padova (Italy), and (v) certain recent issuances of common stock by us. Each share of Preferred Stock automatically converted into 100 shares of common stock (prior to reverse split) upon the filing with the Secretary of State of the State of Nevada of a Certificate of Amendment to our Articles of Incorporation (the “Amendment”) on August 13, 2018 that increased the number of authorized shares of common stock to 800,000,000. The Amendment was approved by the written consent of the holders of more than a majority of our issued and outstanding common stock on July 3, 2018 and was filed with the Secretary of State of the State of Nevada 20 calendar days following the distribution of our Definitive Information Statement on Schedule 14 that was filed with the SEC on July 13, 2018. Pursuant to a letter agreement dated June 24, 2019, Acuitas agreed to modify its existing rights under the Purchase Agreement so that: - Acuitas agreed to immediately exchange its existing 1,606,667 Warrants for common stock such that it will have effectively exercised its Warrants in full pursuant to a cashless exercise thereof at an assumed current market price of $45.00 per share and, as a result received an aggregate of 95% of the shares covered thereby, or 1,526,094 shares of common stock; - Acuitas agreed to (i) waive its rights to a 50% adjustment of the purchase price of the Preferred Stock in the Initial Sale, the exercise price of the Warrants and the price per share in the Subsequent Sale in the event of certain reductions in the useful life of our current intellectual property rights, and (ii) effectively exercise its rights to purchase securities in a Subsequent Sale pursuant to a “cashless purchase” at an assumed current market price of approximately $11.25 per share, conditioned in each case on the listing of our common stock on Nasdaq or the raising of $2.0 million in additional funds in the form of another securities offering, in either case not later than November 30, 2019, which will result Acuitas having irrevocably waived its rights to an adjustment in the purchase price of the Preferred Stock in the Initial Sale and the exercise price of the Warrants and the purchase price of per share in the Subsequent Sale upon the issuance by us of an aggregate of 1,339,958 shares of common stock (the “Subsequent Sale Shares”) to Acuitas, which is expected to occur concurrently with the closing of our potential public offering and listing on Nasdaq; - Acuitas shall in exchange for the foregoing agreements and waivers have the option to purchase additional shares of common stock and warrants to purchase one share of common stock for each share of common stock purchased during the period from September 1, 2019 to November 30, 2019 at the then-effective purchase price of the Preferred Stock in the Initial Sale (the “Funding Option”), provided that any shares issued pursuant to any exercise of the Funding Option will reduce share-for-share the amount of shares issued pursuant to the deemed exercise of its rights to purchase securities in a Subsequent Sale mentioned above. Convertible Debenture Transaction with Acuitas On September 24, 2019, the Company entered into a Securities Purchase Agreement (the “2019 Purchase Agreement”) with Acuitas pursuant to which (i) Acuitas agreed to purchase a 10% OID Convertible Delayed Draw Debenture (the “Debenture”) due September 24, 2020 for an aggregate commitment amount of up to $2.0 million, and (ii) the Company issued 1,125,000 shares (the “Commitment Shares”) of the Company’s common stock and warrants (the “Commitment Warrants”) to purchase an equal number of shares, each subject to the terms and conditions set forth in the 2019 Purchase Agreement. The Debenture accrues additional principal at the rate of 6% per annum and interest at the rate of 10% per annum, is convertible into shares of common stock at $4.00 per share prior to the completion of the company’s planned public offering of units (the “Public Offering”) or, subsequent to the closing of the Public Offering, the lower of $4.00 or 80% of the offering price per unit to the public in the Public Offering and are mandatorily redeemable upon such closing at 100% of the accrued principal amount and unpaid interest to the date of redemption. The Commitment Warrants are five-year warrants, exercisable upon the earlier of the effectiveness of the Company’s current reverse stock split or December 1, 2019, at an amount equal to the lower of $4.00 or 80% of the offering price per unit to the public in the Public Offering. Upon entering into the 2019 Purchase Agreement, the Company drew an initial $500,000 under the Debenture and in accordance with the 2019 Purchase Agreement, Acuitas received an additional 125,000 warrants (the “Bridge Warrants”) having the same terms as the Commitment Warrants. Any future draws under the Debenture, which may be made from and after October 15, 2019, November 15, 2019 and December 15, 2019 in equal tranches of $500,000 each, will entitle Acuitas to receive additional Bridge Warrants in equal amount upon such funding. In addition, the 2019 Purchase Agreement provides that, should the underwriters in the Public Offering exercise their option to purchase additional securities during the 45 days following closing and the issuance of such securities would result in Acuitas' beneficial ownership (on a fully diluted basis) of shares of common stock being below 60%, Acuitas shall be issued a number of additional shares of common stock and warrants having the same terms as the Commitment Warrants to result in its beneficial ownership (on a fully diluted basis) of shares of common stock equaling 60%. The issuance of 1,125,000 shares of the Company’s commons stock and warrants to purchase an equal amount number of shares, to its controlling stockholder for the Bridge Financing was accounted for as a deemed dividend due to its related party nature and $17.1 million representing the excess of the fair value of the consideration given for the financing, net of debt discount; was recorded in accumulated deficit for the nine months ended March 31, 2020, accordingly. (See accompanied Condensed Statements of Changes in Stockholders’ (Deficit) Equity). A debt discount of $500,000 against the debenture was recorded which will be amortized over the term of the debenture using the effective interest method. The Company recognized amortization of the discount for the three months ended and nine months ended March 31, 2020 was $20,307 and $41,902, respectively. The Company received partial draws of draw number two of the Debenture that totaled $30,000 during the three months ended December 31, 2019 and $402,000 during the three months ended March 31, 2020. The total amount of the draws under the debenture was $932,000. The total interest expense for the three and nine months ended March 31, 2020 was $ 32,759 and $54,354 respectively. On April 1, 2020 the Company entered into an amendment to modify the payment of accrued interest amounts under the original terms of the Debenture to capitalize all such amounts as would otherwise accrue on the Debenture. On January 4, 2020, payment of $13,487 accrued interest due was paid through the issuance of 4,422 shares of the Company’s common stock. Acuitas and the Company continue to discuss the need and timing for some or all the remaining draws under the Debenture Agreement. On April 8, 2020, the Company entered into a further extension of its letter agreement dated February 10, 2020 with Acuitas regarding Acuitas’ previous agreement to modify its existing rights under the Purchase Agreement dated July 3, 2018 with the Company so that its June 2019 waiver of its rights to a 50% adjustment of the purchase price applicable to its initial investment in the Company and the exercise price of the warrants received in such transaction and the price per share should it exercise certain rights to purchase additional securities in the event of certain reductions in the useful life of the Company’s intellectual property rights and commitment to purchase such securities upon the closing of the Company’s planned public offering of shares of Class A common stock (the “Common Stock”) as described in its Registration Statement on Form S-1 (File No. 333-231136) and commitment to purchase such additional securities would remain effective until July 31, 2020, and accordingly Acuitas shall be entitled to receive an aggregate of 5,359,832 shares of Common Stock at such closing. In addition, the parties agreed that certain draws under the Company’s current bridge financing with Acuitas were to be made based with respect to the Company’s ongoing capital requirements and current market conditions, notwithstanding certain scheduled availability dates set forth in the 10% OID Convertible Delayed Draw Debenture issued in connection therewith. Pursuant to the 2019 Purchase Agreement, Acuitas has agreed to further modify its existing rights under the Purchase Agreement dated July 3, 2018 with the Company so that Acuitas’ previous agreement in June 2019 to waive its rights to a 50% adjustment of the purchase price of the Preferred Stock in the July 2018 transaction, the exercise price of the warrants in such transaction and the price per share in a Subsequent Sale in the event of certain reductions in the useful life of our current intellectual property rights, and effectively exercise its rights to purchase securities in a Subsequent Sale pursuant to a “cashless purchase” at an assumed current market price of approximately $11.25 per share, conditioned in each case on the listing of the Company’s common stock on Nasdaq or the raising of $2.0 million in additional funds in the form of another securities offering, in either case not later than November 30, 2019, such that Acuitas will have irrevocably waived its rights to an adjustment in the purchase price of the Preferred Stock in the Initial Sale and the exercise price of the Warrants and the purchase price of per share in the Subsequent Sale upon the issuance by us of an aggregate of 2,679,916 shares of common stock and 2,679,916 warrants having the same terms as the Commitment Warrants to Acuitas, upon the closing of the Public Offering. Pursuant to an amendment to the 2019 Purchase Agreement dated October 9, 2019, Acuitas agreed to modify its existing rights under the 2019 Purchase Agreement so that: - The Commitment Warrants (and related warrants issued upon the first draw under the Debenture) were replaced with warrants having similar terms, but which are automatically exercised upon the closing of the offering at an exercise price equal to the par value of the common stock; - Acuitas' existing rights under the Purchase Agreement dated July 3, 2018 with the Company were further amended so that the number of Subsequent Sale Shares would be multiplied by four (in lieu of the changes to the Purchase Agreement originally provided for in the 2019 Purchase Agreement); and - The provisions of the 2019 Purchase Agreement providing that, should the underwriters in the offering exercise their option to purchase additional securities during the 45 days following closing and the issuance of such securities would result in Acuitas’ beneficial ownership (on a fully diluted basis) of shares of common stock being below 60%, Acuitas will be issued a number of additional shares of common stock and warrants having the same terms as the Commitment Warrants to result in its beneficial ownership (on a fully diluted basis) of shares of common stock equaling 60% have been modified such that, upon the exercise of such option by the underwriters, the Company will issue to Acuitas a number of securities that will result in Acuitas’ fully diluted beneficial ownership after the exercise of such option being the same as prior thereto. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 6. Fair Value Measurements At March 31, 2020, the estimated fair value of derivative liabilities measured on a recurring basis are as follows: Fair Value Measurements at March 31, 2020 Level 1 Level 2 Level 3 Total Derivative liability - Warrants $ — $ — $ 2,403,750 $ 2,403,750 Derivative liability - Conversion option on convertible debenture — — 476,900 476,900 Total derivatives $ — $ — $ 2,880,650 $ 2,880,650 The following table presents the activity for liabilities measured at fair value using unobservable inputs for the nine months ended March 31, 2020: Derivative liabilities - Warrants Derivative liability - Conversion Option on Convertible Debenture Beginning balance at July 1, 2019 $ — $ — Additions to level 3 liabilities 8,367,012 2,638,966 Change in in fair value of level 3 liability (257,288 ) (105,298 ) Transfer in and/or out of Level 3 — — Balance at September 30, 2019 8,109,724 2,533,668 Additions to level 3 liabilities — — Change in in fair value of level 3 liability (5,435,724 ) (1,960,468 ) Transfer in and/or out of Level 3 — — Balance at December 31, 2019 2,674,000 573,200 Additions to level 3 liabilities — — Change in in fair value of level 3 liability (270,250 ) (96,300 ) Transfer in and/or out of Level 3 — — Balance at March 31, 2020 $ 2,403,750 $ 476,900 Derivative liability – Warrants The Company accounts for stock purchase warrants as either equity instruments or derivative liabilities depending on the specific terms of the warrant agreements. Under applicable accounting guidance, stock warrants that are precluded from being indexed to the Company’s own stock because of full-rachet anti-dilution provisions or the adjustments to the strike price due to an occurrence of a future event; are accounted for as derivative financial instruments. The stock warrants issued September 24, 2019 were not considered indexed to the Company’s own stock because of the adjustment to strike price, an occurrence of a future event such as the Company’s pending capital raise. The warrants associated with the level 3 liability were issued on September 24, 2019 and were valued using the Black-Scholes-Merton model with the following assumptions: stock price of $8.95, exercise price of $4.00, term of 5 years expiring September 2024, volatility of 71.44%, dividend yield of 0%, and risk-free interest rate of 1.52%. The valuation at March 31, 2020 used the following assumptions: stock price of $3.43, exercise price of $4.00, term of 4.5 year expiring September 2024, volatility of 77.53%, dividend yield of 0%, and risk-free interest rate of 0.37%. (See note 5 “Related Party Transactions – Convertible debenture transactions ” Derivative liability – Conversion option in convertible debenture The Company valued the conversion option of the $2 million 10% OID Convertible Delayed Draw Debenture which may be convertible into shares of common stock at $4.00 per share prior to the completion of an offering or, subsequent to the closing of the offering, the lower of $4.00 or 80% of the offering price per unit to the public in such offering and are mandatorily redeemable upon such closing at 100% of the accrued principal amount and unpaid interest to the date of redemption. (See note 5 “Related Party Transactions – Convertible debenture transactions with Acuitas |
Equity Transactions
Equity Transactions | 9 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Equity Transactions | 7. Equity Transactions Stock Options The following table summarizes the activity relating to the Company’s stock options for the nine months ended March 31, 2020: Options Weighted-Average Exercise Price Weighted Remaining Average Contractual Term Aggregate Intrinsic Value Outstanding at June 30, 2019 58,000 $ 12.50 5.2 $ 87,480 Granted 10,400 3.88 4.8 5,040 Options Exercised or Forfeited — — — — Outstanding at March 31, 2020 68,400 $ 10.50 4.3 $ 6,748 Exercisable at March 31, 2020 68,400 $ 10.50 4.3 $ 6,748 The fair value of each option grant on the date of grant is estimated using the Black-Scholes option. The pricing model reflected the following weighted-average assumptions for the nine months ended March 31, 2020: March 31 2020 March 31 2019 Expected life of options (In years) 5 5 Expected volatility 73.74 % 69.77 % Risk free interest rate 1.63 % 2.60 % Dividend Yield 0 % 0 % Expected volatility is based on the historical volatilities of three comparable companies of the daily closing price of their respective common stock and the expected life of options is based on historical data with respect to employee exercise periods. The Company accounts for forfeitures as they are incurred. The Company recorded stock-based compensation expense of $13,684 and $24,846 for the three- and nine- month periods ended March 31, 2020, respectively, and $43,609 and $63,306 for the three- and nine- month periods ended March 31, 2019, respectively. The following is a summary of stock options outstanding and exercisable by exercise price as of March 31, 2020: Exercise Price Outstanding Weighted Average Contract Life Exercisable $ 2.80 8,000 4.8 8,000 $ 3.75 5,600 3.8 5,600 $ 6.25 11,200 3.9 11,200 $ 7.50 25,600 5.9 25,600 $ 8.75 1,600 5.8 1,600 $ 12.50 4,000 2.8 4,000 $ 25.00 1,600 2.5 1,600 $ 26.25 4,400 2.1 4,400 $ 27.50 800 2.0 800 $ 28.75 1,600 2.4 1,600 $ 31.25 4,000 1.6 4,000 Stock Warrants The following table summarizes the warrants activity during the nine months ended March 31, 2020: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Life (Years) Aggregate Intrinsic Value Outstanding and exercisable at June 30, 2019 124,667 $ 45.00 5.6 $ 716,653 Granted 1,250,000 $ 4.00 4.7 $ — Expired — $ — — $ — Outstanding and exercisable at March 31, 2019 1,374,667 $ 7.72 4.4 $ 131,766 Of the above warrants, 9,391 expire in fiscal year ending June 30, 2022, 4,455 expire in fiscal year ending June 30, 2023, and 1,360,821 expire in fiscal year ending June 30, 2025. Offerings of Common Stock and Warrants Issuance of Stock Options On October 1, 2019, the Company issued stock options to purchase 800 shares of common stock to the Chief Financial Officer as part of her compensation. The stock options were issued and are exercisable at an exercise price of $8.75 at any time from date of issuance and expire in 5 years from the date of issuance. On October 13, 2019, the Company issued stock options to purchase 800 shares of common stock as part of their annual board of director compensation. The stock options were issued and are exercisable at $7.50 at any time from date of issuance and expire in 5 years from the date of issuance. On November 10, 2019, the Company issued stock options to purchase 800 shares of common stock as part of their annual board of director compensation. The stock options were issued and are exercisable at $6.25 at any time from date of issuance and expire in 5 years from the date of issuance. On January 19, 2020, the Company issued stock options to purchase 8,000 shares of common stock as part of their annual board of director compensation. The stock options were issued and are exercisable at $2.80 at any time from date of issuance and expire in 5 years from the date of issuance. Issuance of common stock On January 2, 2020, the Company issued 11,200 shares of common stock as part of the annual board of director compensation. The share price on date of issuance was $3.50. On January 2, 2020, the Company paid accrued interest on the Debenture of $13,487 to Acuitas through the issuance of 4,422 shares of common stock. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 8. Commitments and Contingencies Office Lease On July 1, 2019, the Company’s office moved with Acuitas’ new offices to 2120 Colorado Avenue Ste 230, Santa Monica, CA 90404. There is no lease agreement for the new premises and the Company continues to accrue monthly lease payments of $1,000 for the new office under the terms of the previous month-to-month lease for the previous premises which may be cancelled upon 30 days’ written notice. Challenge to US Patent On April 30, 2018, we received notice that Mallinckrodt had petitioned the U.S. Patent and Trademark Office (“USPTO”) to institute an Inter Partes Review of our U.S. Patent No. 9,655,945 titled “Treatment of Ascites” (the “’945 patent”). Inter Partes Review is a trial proceeding conducted with the USPTO Patent Trial and Appeal Board (PTAB) to review the patentability of one or more claims of a patent. Such review is limited to grounds of novelty and obviousness on the basis of prior art consisting of patents and printed publications. On November 13, 2019, the Patent Trial and Appeal Board of the United States Patent and Trademark Office (the “Board”) issued a written decision in the inter partes This ruling is unrelated to the Company’s Orphan drug designations for ascites and hepatorenal syndrome (“HRS”), which remain unchanged. An Orphan drug that is first-to-market typically receives 7 years of market exclusivity in the United States for the designated use(s). In addition, the ruling does not affect the Company’s rights in its pending patent application directed to proprietary liquid formulations of terlipressin for use in its planned Phase 2 and Phase 3 trials, subject to FDA clearance, which could eventually provide up to 20 years of patent coverage in each country in which the Company seeks patent protection, such as the United States, if a patent issues from a patent application according to the patent laws of each issuing country. Royalty Agreements Pursuant to the Agreement and Plan of Merger entered into on April 11, 2016 between our predecessor entities, LAT Pharma LLC and NanoAntibiotics, Inc., BioVie is obligated to pay a low single digit royalty on net sales of BIV201 (continuous infusion terlipressin) to be shared among LAT Pharma Members, PharmaIn Corporation, and The Barrett Edge, Inc. The Company and PharmaIN Corporation, LAT Pharma’s former partner focused on the development of new modified drug candidates in the same therapeutic field but not including BIV201, had agreed to pay royalties equal to less than 1% of future net sales of each company's ascites drug development programs, or if such program is licensed to a third party, less than 5% of each company's net license revenues. On December 24, 2018, the Company returned its partial ownership rights to the PharmaIN modified terlipressin development program and simultaneously paid the remaining balance due on a related debt. PharmaIN, Corp. rights to our program remain unchanged. Additionally the Company obligation to pay a low single digit royalty on the net sales of BIV201 (continuous infusion terlipressin) to be shared among LAT Pharma LLC members, and The Barrett Edge, Inc. pursuant to the Agreement and Plan of Merger, dated April 11, 2016, by and between LAT Pharma LLC. The Company has an obligation to pay a low single digit royalty on net sales of all terlipressin products covered by specified patents up to a maximum of $200,000 per year pursuant to the Technology Transfer Agreement, dated July 25, 2016, by and between us and the University of Padova (Italy). Pursuant to the Technology Transfer Agreement entered into on July 25, 2016 between BioVie and the University of Padova (Italy), BioVie is obligated to pay a low single digit royalty on net sales of all terlipressin products covered by US patent no. 9,655,645 and any future foreign issuances capped at a maximum of $200,000 per year. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 9. Subsequent Events On April 1, 2020 the Company entered into an amendment to modify the payment of accrued interest amounts under the original terms of the Debenture to capitalize all such amounts as would otherwise accrue on the Debenture. On April 8, 2020, the Company entered into a further extension of its letter agreement dated February 10, 2020 with Acuitas regarding Acuitas’ previous agreement to modify its existing rights under the Purchase Agreement dated July 3, 2018 with the Company so that its June 2019 waiver of its rights to a 50% adjustment of the purchase price applicable to its initial investment in the Company and the exercise price of the warrants received in such transaction and the price per share should it exercise certain rights to purchase additional securities in the event of certain reductions in the useful life of the Company’s intellectual property rights and commitment to purchase such securities upon the closing of the Company’s planned public offering of shares of Class A common stock (the “Common Stock”) as described in its Registration Statement on Form S-1 (File No. 333-231136) and commitment to purchase such additional securities would remain effective until July 31, 2020, and accordingly Acuitas shall be entitled to receive an aggregate of 5,359,832 shares of Common Stock at such closing. In addition, the parties agreed that certain draws under the Company’s current bridge financing with Acuitas were to be made based with respect to the Company’s ongoing capital requirements and current market conditions, notwithstanding certain scheduled availability dates set forth in the 10% OID Convertible Delayed Draw Debenture issued in connection therewith. Subsequent to March 31, 2020, the Company received $112,000 additional draws under the Debenture. This amount includes $48,000 to complete draw number two under the Debenture tranche of $500,000 and partial draws of $68,000 under draw number three of the Debenture. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation – Interim Financial Information The accompanying unaudited interim financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United State of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities Exchange Commission for Interim Reporting. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited interim financial statements furnished reflect all adjustments (consisting of normal recurring accruals) that are, in the opinion of management, considered necessary for a fair presentation of the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year. The condensed balance sheet at June 30, 2019 was derived from audited annual financial statements but does not contain all the footnote disclosures from the annual financial statements. The accompanying financial statements and information included under the heading: “Management’s Discussion and Analysis of Financial Condition and Results of Operations” should be read in conjunction with our Company’s audited financial statements and related notes included in our Company’s Form 10-K for the year ended June 30, 2019 filed with the SEC on September 27, 2019. For a summary of significant accounting policies, see the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2019 filed with the SEC on September 27, 2019. |
Net Loss per Common Share | Net income (loss) per Common Share Basic net income (loss) per common share is computed by dividing the net income (loss) before deemed dividend by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing by the weighted average number of shares of common stock outstanding and potentially outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through stock options, warrants, convertible preferred stock and convertible debentures. For the nine months ended March 31, 2020 and 2019 all potential securities were anti-dilutive as a result of the effect of the change in fair value of the derivative liabilities and assumed conversion of debenture in determining the amount of net income (loss) attributable to common stockholders. Due to the net loss for the three months ended March 31, 2020 and 2019, such amounts were excluded from the diluted loss since their effect was considered anti-dilutive. The table below shows the number of outstanding stock options and warrants as of March 31, 2020 and 2019: March 31, 2020 March 31, 2019 Number of Shares Number of Shares Stock Options 68,400 58,000 Warrants 1,374,667 1,731,525 Total 1,443,067 1,789,525 |
Recent accounting pronouncements | Recent accounting pronouncements The Company considers the applicability and impact of all Accounting Standard Updates (“ASU’s”). ASU’s not discussed below were assessed and determined to be either not applicable or expected to have minimal impact on our balance sheets or statement of operations. In June 2018, the FASB issued ASU 2018-07, “Compensation – Stock Compensation (Topic 718): Improvements to Non-employee Share-Based Accounting”. This guidance aligns the accounting for share-based payment transactions with non-employees to accounting for share-based payment transactions with employees. Companies are required to record a cumulative-effect adjustment (net of tax) to retained earnings as of the beginning of the fiscal year of the adoption. Upon transition, non-employee awards are required to be measured at fair value as of the adoption date. This standard will be effective for fiscal years beginning December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company has adopted this ASU as of July 1, 2019. There has been no impact on the financial statements. In August 2018, the FASB issued ASU 2018-13, “Fair value measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement”. The new guidance modifies the disclosure requirements on fair value measurements. ASU 2018-13 is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted. The Company does not expect ASU 2018-13 to have a significant impact to its condensed consolidated financial statements and related disclosures. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 9 Months Ended |
Mar. 31, 2020 | |
Disclosure Significant Accounting Policies Tables Abstract | |
Schedule of Dilutive securities were excluded from the computation of diluted loss per share | The table below shows the number of outstanding stock options and warrants as of March 31, 2020 and 2019: March 31, 2020 March 31, 2019 Number of Shares Number of Shares Stock Options 68,400 58,000 Warrants 1,374,667 1,731,525 Total 1,443,067 1,789,525 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Mar. 31, 2020 | |
Disclosure Intangible Assets Tables Abstract | |
Schedule of Intangible Assets | The Company’s intangible assets consist of intellectual property acquired from LAT Pharma, Inc. and are amortized over their estimated useful lives. The following is a summary of the intangible assets as of March 31, 2020 and June 30, 2019: March 31, 2020 June 30, 2019 Intellectual Property $ 2,293,770 $ 2,293,770 Less Accumulated Amortization (911,199 ) (739,167 ) Intellectual Property, Net $ 1,382,571 $ 1,554,603 |
Schedule of Future expected Amortization of intangible assets | Estimated future amortization expense is as follows: Year ending June 30, 2020 (Remaining three months) $ 57,344 2021 229,377 2022 229,377 2023 229,377 2024 229,377 2025 229,377 Thereafter 178,342 $ 1,382,571 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Estimated Fair Value of Derivative Liability | At March 31, 2020, the estimated fair value of derivative liabilities measured on a recurring basis are as follows: Fair Value Measurements at March 31, 2020 Level 1 Level 2 Level 3 Total Derivative liability - Warrants $ — $ — $ 2,403,750 $ 2,403,750 Derivative liability - Conversion option on convertible debenture — — 476,900 476,900 Total derivatives $ — $ — $ 2,880,650 $ 2,880,650 |
Schedule of Liabilities Measured at Fair Value | The following table presents the activity for liabilities measured at fair value using unobservable inputs for the nine months ended March 31, 2020: Derivative liabilities - Warrants Derivative liability - Conversion Option on Convertible Debenture Beginning balance at July 1, 2019 $ — $ — Additions to level 3 liabilities 8,367,012 2,638,966 Change in in fair value of level 3 liability (257,288 ) (105,298 ) Transfer in and/or out of Level 3 — — Balance at September 30, 2019 8,109,724 2,533,668 Additions to level 3 liabilities — — Change in in fair value of level 3 liability (5,435,724 ) (1,960,468 ) Transfer in and/or out of Level 3 — — Balance at December 31, 2019 2,674,000 573,200 Additions to level 3 liabilities — — Change in in fair value of level 3 liability (270,250 ) (96,300 ) Transfer in and/or out of Level 3 — — Balance at March 31, 2020 $ 2,403,750 $ 476,900 |
Equity Transactions (Tables)
Equity Transactions (Tables) | 9 Months Ended |
Mar. 31, 2020 | |
Disclosure Stock Options Tables Abstract | |
Schedule of Stock Option Issued | Stock Options The following table summarizes the activity relating to the Company’s stock options for the nine months ended March 31, 2020: Options Weighted-Average Exercise Price Weighted Remaining Average Contractual Term Aggregate Intrinsic Value Outstanding at June 30, 2019 58,000 $ 12.50 5.2 $ 87,480 Granted 10,400 3.88 4.8 5,040 Options Exercised or Forfeited — — — — Outstanding at March 31, 2020 68,400 $ 10.50 4.3 $ 6,748 Exercisable at March 31, 2020 68,400 $ 10.50 4.3 $ 6,748 The fair value of each option grant on the date of grant is estimated using the Black-Scholes option. The pricing model reflected the following weighted-average assumptions for the nine months ended March 31, 2020: March 31 2020 March 31 2019 Expected life of options (In years) 5 5 Expected volatility 73.74 % 69.77 % Risk free interest rate 1.63 % 2.60 % Dividend Yield 0 % 0 % |
Schedule of option outstanding and exercisable by exercise price | The following is a summary of stock options outstanding and exercisable by exercise price as of March 31, 2020: Exercise Price Outstanding Weighted Average Contract Life Exercisable $ 2.80 8,000 4.8 8,000 $ 3.75 5,600 3.8 5,600 $ 6.25 11,200 3.9 11,200 $ 7.50 25,600 5.9 25,600 $ 8.75 1,600 5.8 1,600 $ 12.50 4,000 2.8 4,000 $ 25.00 1,600 2.5 1,600 $ 26.25 4,400 2.1 4,400 $ 27.50 800 2.0 800 $ 28.75 1,600 2.4 1,600 $ 31.25 4,000 1.6 4,000 |
Schedule of Warrants Issued | The following table summarizes the warrants activity during the nine months ended March 31, 2020: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Life (Years) Aggregate Intrinsic Value Outstanding and exercisable at June 30, 2019 124,667 $ 45.00 5.6 $ 716,653 Granted 1,250,000 $ 4.00 4.7 $ — Expired — $ — — $ — Outstanding and exercisable at March 31, 2019 1,374,667 $ 7.72 4.4 $ 131,766 |
Significant Accounting Polici_4
Significant Accounting Policies (Details) - shares | 9 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Dilutive Securities excluded from the Computation of Diluted Loss Per Share | 1,443,067 | 1,789,525 |
Warrant [Member] | ||
Dilutive Securities excluded from the Computation of Diluted Loss Per Share | 1,374,667 | 1,731,525 |
Stock Option [Member] | ||
Dilutive Securities excluded from the Computation of Diluted Loss Per Share | 68,400 | 58,000 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) | Mar. 31, 2020 | Jun. 30, 2019 |
Disclosure Intangible Assets Details Abstract | ||
Intellectual Property | $ 2,293,770 | $ 2,293,770 |
Accumulated Amortization | (911,199) | (739,167) |
Intellectual Property, Net | $ 1,382,571 | $ 1,554,603 |
Intangible Assets (Details 2)
Intangible Assets (Details 2) - USD ($) | Mar. 31, 2020 | Jun. 30, 2019 |
Disclosure Intangible Assets Details 2Abstract | ||
2020 | $ 57,344 | |
2021 | 229,377 | |
2022 | 229,377 | |
2023 | 229,377 | |
2024 | 229,377 | |
2025 | 229,377 | |
Thereafter | 178,342 | |
Intellectual Property, Net | $ 1,382,571 | $ 1,554,603 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 |
Total derivatives | $ 2,880,650 | |||
Fair Value, Inputs, Level 3 [Member] | ||||
Total derivatives | 2,880,650 | |||
Derivative liability - Warrants [Member] | ||||
Total derivatives | 2,403,750 | |||
Derivative liability - Warrants [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Total derivatives | 2,403,750 | $ 2,674,000 | $ 8,109,724 | |
Derivative Liability - Conversion Option on Convertible Debenture [Member] | ||||
Total derivatives | 476,900 | |||
Derivative Liability - Conversion Option on Convertible Debenture [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Total derivatives | $ 476,900 | $ 573,200 | $ 2,533,668 |
Fair Value Measurements (Deta_2
Fair Value Measurements (Details 2) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | |
Ending Balance | $ 2,880,650 | ||
Fair Value, Inputs, Level 3 [Member] | |||
Ending Balance | 2,880,650 | ||
Derivative liability - Warrants [Member] | |||
Ending Balance | 2,403,750 | ||
Derivative liability - Warrants [Member] | Fair Value, Inputs, Level 3 [Member] | |||
Beginning balance | 2,674,000 | $ 8,109,724 | |
Additions to level 3 liabilities | 8,367,012 | ||
Change in in fair value of level 3 liability | (270,250) | (5,435,724) | (257,288) |
Transfer in and/or out of Level 3 | |||
Ending Balance | 2,403,750 | 2,674,000 | 8,109,724 |
Derivative Liability - Conversion Option on Convertible Debenture [Member] | |||
Ending Balance | 476,900 | ||
Derivative Liability - Conversion Option on Convertible Debenture [Member] | Fair Value, Inputs, Level 3 [Member] | |||
Beginning balance | 573,200 | 2,533,668 | |
Additions to level 3 liabilities | 2,638,966 | ||
Change in in fair value of level 3 liability | (96,300) | (1,960,468) | (105,298) |
Transfer in and/or out of Level 3 | |||
Ending Balance | $ 476,900 | $ 573,200 | $ 2,533,668 |
Equity Transactions (Details)
Equity Transactions (Details) - Stock Option [Member] | 9 Months Ended |
Mar. 31, 2020USD ($)$ / sharesshares | |
Option Outstanding at beginning of period | shares | 58,000 |
Option Granted | shares | 10,400 |
Option Exercised | shares | |
Option Outstanding at end of period | shares | 68,400 |
Option Excersiable at end of period | shares | 68,400 |
Outstanding Weighted Average Exercise Price at the beginning of period | $ / shares | $ 12.50 |
Weighted Average Exercise Price, Granted | $ / shares | 3.88 |
Weighted Average Exercise Price, Exercised | $ / shares | |
Outstanding Weighted Average Exercise Price at the end of period | $ / shares | 10.50 |
Excersiable Weighted Average Exercise Price at the end of period | $ / shares | $ 10.50 |
Weighted Average Remaining Contractual Term at the beginning of period | 5 years 2 months 12 days |
Weighted Average Remaining Contractual Term at the end | 4 years 3 months 18 days |
Excersiable Weighted Average Remaining Contractual Term at the end of period | 4 years 3 months 18 days |
Aggregate Intrinsic Value Outstanding at beginning of period | $ | $ 87,480 |
Granted | $ | 5,040 |
Options Exercised or Forfeited | $ | |
Aggregate Intrinsic Value Outstanding at end of period | $ | 6,748 |
Aggregate Intrinsic Value Exercisable | $ | $ 6,748 |
Equity Transactions (Details 2)
Equity Transactions (Details 2) - Stock Option [Member] | 9 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Exercise Price | $ / shares | $ 2.8 |
Option Outstanding | 8,000 |
Weighted Average Contractual Life | 4 years 9 months 18 days |
Option Excersiable | 8,000 |
Exercise Price | $ / shares | $ 3.75 |
Option Outstanding | 5,600 |
Weighted Average Contractual Life | 3 years 9 months 18 days |
Option Excersiable | 5,600 |
Exercise Price | $ / shares | $ 6.25 |
Option Outstanding | 11,200 |
Weighted Average Contractual Life | 3 years 10 months 18 days |
Option Excersiable | 11,200 |
Exercise Price | $ / shares | $ 7.5 |
Option Outstanding | 25,600 |
Weighted Average Contractual Life | 5 years 10 months 24 days |
Option Excersiable | 25,600 |
Exercise Price | $ / shares | $ 8.75 |
Option Outstanding | 1,600 |
Weighted Average Contractual Life | 5 years 9 months 18 days |
Option Excersiable | 1,600 |
Exercise Price | $ / shares | $ 12.5 |
Option Outstanding | 4,000 |
Weighted Average Contractual Life | 2 years 9 months 18 days |
Option Excersiable | 4,000 |
Exercise Price | $ / shares | $ 25 |
Option Outstanding | 1,600 |
Weighted Average Contractual Life | 2 years 6 months |
Option Excersiable | 1,600 |
Exercise Price | $ / shares | $ 26.25 |
Option Outstanding | 4,400 |
Weighted Average Contractual Life | 2 years 1 month 6 days |
Option Excersiable | 4,400 |
Exercise Price | $ / shares | $ 27.5 |
Option Outstanding | 800 |
Weighted Average Contractual Life | 2 years |
Option Excersiable | 800 |
Exercise Price | $ / shares | $ 28.75 |
Option Outstanding | 1,600 |
Weighted Average Contractual Life | 2 years 4 months 24 days |
Option Excersiable | 1,600 |
Exercise Price | $ / shares | $ 31.25 |
Option Outstanding | 4,000 |
Weighted Average Contractual Life | 1 year 7 months 6 days |
Option Excersiable | 4,000 |
Equity Transactions (Details 3)
Equity Transactions (Details 3) - Warrant [Member] | 9 Months Ended |
Mar. 31, 2020USD ($)$ / sharesshares | |
Warrant Outstanding at the beginning of the year | shares | 124,667 |
Warrant Granted | shares | 1,250,000 |
Warrant Expired | shares | |
Warrant Exercised | shares | 1,374,667 |
Weighted Average Exercise Price at the beginning of the year | $ / shares | $ 45 |
Weighted Average Exercise Price, Granted | $ / shares | 4 |
Weighted Average Exercise Price, Expired | $ / shares | |
Weighted Average Exercise Price, Exercised | $ / shares | $ 7.72 |
Weighted Average Remaining Life at the beginning of the year | 5 years 7 months 6 days |
Weighted Average Remaining Life, Granted | 4 years 8 months 12 days |
Weighted Average Remaining Life at the end of year | 4 years 4 months 24 days |
Aggregate Intrinsic Value Outstanding at beginning of period | $ | $ 716,653 |
Aggregate Intrinsic Value Outstanding at end of period | $ | $ 131,766 |