Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2018 | Oct. 25, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | Akoustis Technologies, Inc. | |
Entity Central Index Key | 1,584,754 | |
Document Type | 10-Q | |
Trading Symbol | AKTS | |
Document Period End Date | Sep. 30, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity's Reporting Status Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 29,624,422 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,019 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Sep. 30, 2018 | Jun. 30, 2018 |
Assets: | ||
Cash and cash equivalents | $ 9,074,816 | $ 14,816,717 |
Accounts receivable | 318,993 | 214,659 |
Inventory | 48,210 | 57,556 |
Prepaid expenses | 330,880 | 305,942 |
Other current assets | 861,488 | 484,173 |
Total current assets | 10,634,387 | 15,879,047 |
Property and equipment, net | 13,291,696 | 12,820,169 |
Intangibles, net | 314,767 | 264,295 |
Assets held for sale, net | 302,605 | 333,250 |
Other assets | 73,656 | 11,155 |
Total Assets | 24,617,111 | 29,307,916 |
Current Liabilities: | ||
Accounts payable and accrued expenses | 2,114,074 | 2,593,432 |
Deferred revenue | 95,979 | 52,938 |
Total current liabilities | 2,210,053 | 2,646,370 |
Long-term Liabilities: | ||
Contingent real estate liability | 1,276,890 | 1,229,966 |
Convertible notes payable, net | 11,866,823 | 11,464,632 |
Other long-term liabilities | 123,337 | 117,086 |
Total long-term liabilities | 13,267,050 | 12,811,684 |
Total Liabilities | 15,477,103 | 15,458,054 |
Stockholders' Equity | ||
Preferred Stock, par value $0.001: 5,000,000 shares authorized; none issued and outstanding | ||
Common stock, $0.001 par value; 45,000,000 shares authorized; 22,374,422 and 22,203,437 shares issued and outstanding at September 30, 2018 and June 30, 2018, respectively | 22,374 | 22,203 |
Additional paid in capital | 54,651,601 | 52,074,343 |
Accumulated deficit | (45,533,967) | (38,246,684) |
Total Stockholders' Equity | 9,140,008 | 13,849,862 |
Total Liabilities and Stockholders' Equity | $ 24,617,111 | $ 29,307,916 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - $ / shares | Sep. 30, 2018 | Jun. 30, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, authorized | 5,000,000 | 5,000,000 |
Preferred Stock, issued | 0 | 0 |
Preferred Stock, outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized | 45,000,000 | 45,000,000 |
Common stock, issued | 22,374,422 | 22,203,437 |
Common stock, outstanding | 22,374,422 | 22,203,437 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Revenue | $ 313,021 | $ 300,940 |
Cost of revenue | 143,844 | 193,229 |
Gross profit | 169,177 | 107,711 |
Operating expenses | ||
Research and development | 4,406,182 | 3,004,365 |
General and administrative expenses | 2,459,540 | 1,832,622 |
Total operating expenses | 6,865,722 | 4,836,987 |
Loss from operations | (6,696,545) | (4,729,276) |
Other (expense) income | ||
Rental income | 68,671 | 85,344 |
Interest (expense) income | (481,602) | 734 |
Change in fair value of contingent real estate liability | (46,924) | |
Change in fair value of derivative liabilities | (151,299) | |
Total other (expense) income | (611,154) | 86,078 |
Net loss | $ (7,307,699) | $ (4,643,198) |
Net loss per common share - basic and diluted (in dollars per share) | $ (0.33) | $ (0.24) |
Weighted average common shares outstanding -basic and diluted (in shares) | 22,240,748 | 19,167,500 |
Revenue With Customer [Member] | ||
Revenue | $ 203,549 | $ 300,940 |
Grant [Member] | ||
Revenue | $ 109,472 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (7,307,699) | $ (4,643,198) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 573,183 | 237,225 |
Share-based compensation | 2,098,311 | 597,880 |
Change in fair value of derivative liabilities | 151,299 | |
Amortization of debt discount | 250,892 | |
Change in fair value of contingent real estate liability | 46,924 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | (104,334) | (304,620) |
Inventory | 9,346 | 109,194 |
Prepaid expenses | (24,938) | (39,915) |
Other current asset | (339,763) | (7,511) |
Other assets | (62,501) | (170,289) |
Accounts payable and accrued expenses | (70,760) | 2,522,208 |
Change in other long-term liabilities | 6,251 | |
Deferred revenue | 25,905 | 22,136 |
Net Cash Used In Operating Activities | (4,747,884) | (1,676,890) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Cash paid for machinery and equipment | (1,049,711) | (2,548,632) |
Cash received from sale of assets held for sale | 30,645 | |
Cash paid for intangibles | (45,471) | (11,627) |
Net Cash Used In Investing Activities | (1,064,537) | (2,560,259) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from exercise of warrants | 70,520 | 47,665 |
Net Cash Provided By Financing Activities | 70,520 | 47,665 |
Net Increase (Decrease) in Cash | (5,741,901) | (4,189,484) |
Cash - Beginning of Period | 14,816,717 | 9,631,520 |
Cash - End of Period | 9,074,816 | 5,442,036 |
Cash Paid During the Period for: | ||
Income taxes | ||
Interest | ||
SUPPLEMENTARY DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Accrued interest paid in common shares | 289,790 | |
Stock compensation payable | 199,752 | 60,885 |
Stock issuance costs in accounts payable and accrued expenses | 80,944 | |
ASC 606 transition adjustment | 20,416 | |
Derivative liability of convertible notes | $ 1,256,000 |
Organization
Organization | 3 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Note 1. Organization Akoustis Technologies, Inc (“the Company”) was incorporated under the laws of the State of Nevada on April 10, 2013. Effective December 15, 2016, the Company changed its state of incorporation from the State of Nevada to the State of Delaware. Through its subsidiary, Akoustis, Inc. (a Delaware corporation), the Company, headquartered in Huntersville, North Carolina, is focused on developing, designing, and manufacturing innovative RF filter products for the mobile wireless device industry, including for products such as smartphones and tablets, cellular infrastructure equipment, and WiFi premise equipment. Located between the device’s antenna and its digital backend, the RF front-end (“RFFE”) is the circuitry that performs the analog signal processing and contains components such as amplifiers, filters and switches. To construct the resonators that are the building blocks for the RF filter, the Company has developed a fundamentally new single-crystal acoustic materials and device technology manufactured with its proprietary XBAW process. Filters are critical in selecting and rejecting signals, and their performance enables differentiation in the modules defining the RFFE. |
Liquidity
Liquidity | 3 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity | Note 2. Liquidity On October 23, 2018, the Company sold 7,250,000 shares of the Company’s common stock in an underwritten public offering. The Company granted the underwriters an option to purchase, for a period of 30 calendar days from October 19, 2018, up to an additional 1,087,500 shares of common stock. The Company estimates that the net proceeds from the common stock offering after payment of issuance costs of approximately $2.3 million are approximately $28.5 million, or approximately $32.9 million if the underwriters exercise their over-allotment option in full, in each case, after deducting the underwriting discount and estimated offering expenses payable by the Company. Additionally, on October 23, 2018 the Company completed an offering of $10.0 million principal amount of the Company’s 6.5% Convertible Senior Secured Notes due 2023. The net proceeds of the offering after payment of offering costs of approximately $1.1 million are approximately $8.9 million. At September 30, 2018, the Company had cash and cash equivalents of $9.1 million and working capital of $8.4 million. The Company has incurred recurring operating losses, and has experienced net cash used in operating activities of $4.7 million for the three months ended September 30, 2018 which raise substantial doubt about the Company’s ability to continue as a going concern within one year after the issuance date. However, as a result of the convertible note offering and common stock offerings described above, as of October 25, 2018 the Company had $45.9 million of cash and cash equivalents which alleviated any substantial doubt about the Company’s ability to continue as a going concern. These funds will be used to fund the Company’s operations, including capital expenditures, R&D, commercialization of our technology, development of our patent strategy and expansion of our patent portfolio, as well as to provide working capital and funds for other general corporate purposes. These funds are sufficient to fund our operations beyond the next twelve months from the date of filing of this Form 10-Q. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Summary of significant accounting policies | Note 3. Summary of Significant Accounting Policies Basis of Presentation The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information and the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP. In the opinion of management, all adjustments (consisting of normal accruals) considered necessary for a fair presentation have been included. The Company has evaluated subsequent events through the filing of this Form 10-Q. Operating results for the quarter ended September 30, 2018 are not necessarily indicative of the results that may be expected for the year ending June 30, 2019 or any future interim period. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Form 10-K filed with the SEC on August 29, 2018 (the “2018 Annual Report”). Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Akoustis, Inc. On February 22, 2018, Akoustis Manufacturing New York, Inc. was merged into Akoustis, Inc., with Akoustis, Inc. as the surviving entity. All significant intercompany accounts and transactions have been eliminated in consolidation. Significant Accounting Policies and Estimates The Company’s significant accounting policies are disclosed in Note 3-Summary of Significant Accounting Policies in the 2018 Annual Report. Since the date of the 2018 Annual Report, other than adopting ASC 606 “ Revenue From Contracts With Customers” Revenue Recognition from Contracts with Customers On July 1, 2018, the Company adopted Accounting Standards Codification (“ASC”) Topic 606, “Revenue from Contracts with Customers” (“ASC 606”). The core principle of ASC 606 requires that an entity recognize revenue to depict the transfer of 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. ASC 606 defines a five-step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under existing accounting principles generally accepted in the U.S. GAAP including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The Company adopted this guidance and related amendments as of the first quarter of fiscal 2019, applying the modified retrospective transition method. The Company has determined that there was a $20,415 adjustment needed to retained earnings due to the application of the standard on contracts not completed at the date of initial application. To achieve this core principle, the Company applies the following five steps: Step l - Identify the Contract with the Customer - A contract exists when (a) the parties to the contract have approved the contract and are committed to perform their respective obligations, (b) the entity can identify each party’s rights regarding the goods or services to be transferred, (c) the entity can identify the payment terms for the goods or services to be transferred, (d) the contract has commercial substance and (e) it is probable that the entity will collect substantially all of the consideration to which it will be entitled in exchange for the goods or services that will be transferred to the customer. Step 2 - Identify Performance Obligations in the Contract - Upon execution of a contract, the Company identifies as performance obligations each promise to transfer to the customer either (a) goods or services that are distinct or (b) a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. To the extent a contract includes multiple promised goods or services, the Company must apply judgement to determine whether the goods or services are capable of being distinct within the context of the contract. If these criteria are not met, the goods or services are accounted for as a combined performance obligation. The Company considers the performance obligation in a product sale to be title transfer of the specified product to the customer. The transfer of title occurs according to the purchase order (contract) specification. The Company considers performance obligations related to foundry fabrication services to be title transfer of the specified product or prototype to the customer. The transfer of title occurs according to the purchase order (contract) specification. In the absence of title transfer language, transfer occurs at the time of shipment. Step 3 - Determine the Transaction Price - The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring products or services to the customer. Generally, all contracts include fixed consideration. If a contract did include variable consideration, the Company would determine the amount of variable consideration that should be included in the transaction price based on expected value method. Variable consideration would be included in the transaction price, if in the Company’s judgement, it is probable that a significant future reversal of cumulative revenue under the contract would not occur. Step 4 - Allocate the Transaction Price - After the transaction price has been determined, the next step is to allocate the transaction price to each performance obligation in the contract. If the contract only has one performance obligation, the entire transaction price will be applied to that obligation. If the contract has multiple performance obligations, the transaction price is allocated to the performance obligations based on the relative standalone selling price (SSP) at contract inception. Step 5 - Satisfaction of the Performance Obligations (and Recognition of Revenue) - When an asset is transferred, and the customer obtains control of the asset (or the services are rendered), the Company recognizes revenue. At contract inception, the Company determines if each performance obligation is satisfied at a point in time or over time. The Company will recognize sales of its product in the period that title of the product is transferred to the customer. The Company will evaluate foundry fabrication services contracts on a case by case basis as they vary with regards to enforceable right and alternative use. If an unrestricted, enforceable right and no alternative use exists, the Company will recognize revenue over time utilizing the input method which the Company considers to be the best method of measuring progress toward complete satisfaction of the performance obligation. However, if either of these does not exist, the Company will recognize revenue at a point in time based on title transfer of the final prototype or specified product. Disaggregation of Revenue The Company’s primary revenue streams include Foundry Fabrication Services, and Product Sales. Foundry Fabrication Services Foundry fabrication services revenue includes MEMS foundry services and Non Recurring Engineering (NRE). Under these contracts, products are delivered to the customer at the completion of the service which represents satisfaction of the performance obligation. Depending on language with regards to enforceable right to payment for performance completed to date, related revenue will either be recognized over time or at a point in time. . Product Sales Product sales revenue consists of sales of RF filters and amps which are sold with contract terms stating that title passes and the customer takes control at the time of shipment. Revenue is then recognized when the devices are shipped and the performance obligation has been satisfied. If devices are sold under contract terms that specify that the customer does not take ownership until the goods are received, revenue is recognized when the customer receives the goods. The following table summarizes the revenues of the Company’s reportable segments for the three months ended September 30, 2018: Foundry Services RF Filter Revenue Total Revenue MEMS $ 117,607 $ — $ 117,607 NRE 30,475 — 30,475 Filters/Amps — 55,467 55,467 Total $ 148,082 $ 55,467 $ 203,549 Performance Obligations The Company has determined that contracts for product sales revenue and foundry fabrication services revenue involve one performance obligation, which is delivery of the final product. Contract Balances The Company records a receivable when the title for goods has transferred. Generally, all sales are contract sales (with either an underlying contract or purchase order), resulting in all receivables being contract receivables. When invoicing occurs prior to revenue recognition a contract liability is recorded (as deferred revenue on the Condensed Consolidated Balance Sheet). Revenues recognized during the quarter that were included in the beginning balance of deferred revenue were $25,438. Deferred revenues increased by $43,041 due to invoicing in excess of revenue recognition for NRE projects with point in time treatment. Additionally, contract assets, which represents contracts in which more revenue has been recognized than invoiced, increased by $6,612. The Company’s accounts receivable balance from contracts with customers represents an unconditional right to receive consideration. Payments are due within one year of completion of the performance obligation and subsequent invoicing and therefore do not include significant financing components. To date there have been no impairment losses on accounts receivable , and contract assets and contract liabilities recorded on the Condensed Consolidated Balance Sheets were immaterial in the periods presented. Backlog of Remaining Customer Performance Obligations Revenue expected to be recognized and recorded as sales during this fiscal year from the backlog of performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period was $0.4 million at September 30, 2018. Grant Revenue The Company applies for the grants from various government bodies (state & federal), such as the National Science Foundation (“NSF”) to support research and development. In addition, the Company is eligible for “matching awards” from state boards to provide additional funds to the Company to supplement the funds awarded under the Federal grant program. The Company records grant revenue as a part of revenue from operations due to the fact that grant revenue is viewed as an ongoing function of its intended operations. The revenue from grants is not viewed as “incidental” or “peripheral” which would result in the presentation of grant revenue as “Other income”. The Company recognizes nonrefundable grant revenue when the performance obligations have been met, application has been submitted and approval is reasonably assured. Loss Per Share Basic net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per common share is determined using the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents. In periods when losses are reported, which is the case for the three months ended September 30, 2018 and 2017 presented in these condensed consolidated financial statements, the weighted-average number of common shares outstanding excludes common stock equivalents because their inclusion would be anti-dilutive. The Company had the following common stock equivalents at September 30, 2018 and 2017: September 30, September 30, Convertible Notes 2,290,077 — Options 1,364,859 675,000 Warrants 728,493 602,632 Total 4,383,429 1,277,632 Shares Outstanding Shares outstanding include shares of restricted stock with respect to which restrictions have not lapsed. Restricted stock included in reportable shares outstanding was 513,425 shares and 1,566,078 as of September 30, 2018 and 2017, respectively. Shares of restricted stock are included in the calculation of weighted average shares outstanding. Reclassification Certain prior period amounts have been reclassified to conform to current period presentation. The reclassifications, including the reclassification related to an amendment of warrant agreements to eliminate a derivative liability feature, did not have an impact on net loss as previously reported . Recently Issued Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606)—Narrow-Scope Improvements and Practical Expedients In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, “ Leases (Topic 842) Leases, Topic 842: Targeted Improvement, In July 2017, the FASB issued ASU 2017-11, “ Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features; II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception” In June 2018, the FASB issued Accounting Standards Update (ASU) No. 2018-07, Compensation – Stock Compensation (Topic718): Improvements to Nonemployee Share-Based Payment Accounting Revenue from Contracts with Customers 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”. This update is to improve the effectiveness of disclosures in the notes to the financial statements by facilitating clear communication of the information required by U.S. GAAP that is most important to users of each entity’s financial statements. The amendments in this update apply to all entities that are required, under existing U.S. GAAP, to make disclosures about recurring or nonrecurring fair value measurements. The amendments in this update are effective for all entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The Company is currently evaluating this guidance and the impact of this update on its consolidated financial statements. Management does not believe that any recently issued, but not yet effective accounting pronouncements, when adopted, will have a material effect on the accompanying condensed consolidated financial statements. |
Property and Equipment
Property and Equipment | 3 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment | Note 4. Property and Equipment Property and equipment consisted of the following as of September 30, 2018 and June 30, 2018: Estimated Useful Life September 30, 2018 June 30, 2018 Land n/a $ 1,000,000 $ 1,000,000 Building 11 years 3,000,000 3,000,000 Equipment 2-10 years 9,924,788 9,126,755 Other * 1,309,532 1,057,854 15,234,320 14,184,609 Less: Accumulated depreciation (1,942,624 ) (1,364,440 ) Total $ 13,291,696 $ 12,820,169 (*) Useful lives vary from 3-10 years, as well as leasehold improvements which are amortized on a straight-line basis over the term of the lease or the estimated useful lives, whichever is shorter. The Company recorded depreciation expense of $578,184 and $233,310 for the three months ended September 30, 2018 and 2017, respectively. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 3 Months Ended |
Sep. 30, 2018 | |
Payables and Accruals [Abstract] | |
Accounts payable and accrued expenses | Note 5. Accounts Payable and Accrued Expenses Accounts payable and accrued expenses consisted of the following at September 30, 2018 and June 30, 2018: September 30, 2018 June 30, 2018 Accounts payable $ 354,766 $ 139,152 Accrued salaries and benefits 602,481 505,463 Accrued bonuses 443,016 750,442 Accrued stock-based compensation 195,786 395,539 Accrued professional fees 206,650 293,024 Accrued utilities 92,754 103,277 Accrued interest 81,250 127,292 Accrued good received not invoiced 51,216 160,199 Other accrued expenses 86,155 119,044 Totals $ 2,114,074 $ 2,593,432 |
Derivative Liabilities
Derivative Liabilities | 3 Months Ended |
Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Liabilities | Note 6. Derivative Liabilities The Company’s 6.5% Convertible Senior Secured Notes due 2023 issued in May 2018 contain certain derivative features, as described in Note 7 - Convertible Notes. The table below provides a summary of the changes in fair value, including net transfers in and/or out, of all financial assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the three months ended September 30, 2018: Fair Value Measurement Using Level 3 Inputs Total Balance, July 1, 2018 $ 1,104,701 Change in fair value of derivative liabilities 151,299 Balance, September 30, 2018 $ 1,256,000 The fair value of the derivative features of the convertible note at the balance sheet dates were calculated using the with-and-without method, a form of the income approach, valued with the following weighted average assumptions: September 30, 2018 June 30, 2018 Risk free interest rate 2.96 % 2.73 % Dividend yield 0.00 % 0.00 % Expected volatility 45 % 42 % Remaining term (years) 4.67 4.92 Risk-free interest rate: Dividend yield: Volatility: Remaining term: |
Convertible Notes
Convertible Notes | 3 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Convertible Notes | Note 7. Convertible Notes On May 14, 2018 the Company completed the offering of $15.0 million principal amount of the Company’s 6.5% Convertible Senior Secured Notes due 2023. The net proceeds of the offering after payment of offering costs were approximately $13.1 million. The notes will mature on May 31, 2023, unless earlier converted, redeemed or repurchased. Interest on the notes accrues at the rate of 6.5% per year and is payable at the Company’s option quarterly in cash and/or freely tradable shares of the Company’s common stock, subject to certain limitations. The Company analyzed the components of the convertible notes for embedded derivatives and the application of the corresponding accounting treatment. This analysis determined that certain features of the notes (i.e, the interest make-whole payment and the qualifying fundamental change payments) represented derivatives that require bifurcation from the host contract. The fair value of these components of $1,158,800 was recorded as a debt discount and will be adjusted to fair value at the end of each future reporting period. September 30, 2018 June 30, 2018 Principal $ 15,000,000 $ 15,000,000 Debt Discount (4,389,177 ) (4,640,069 ) Derivative Liabilities 1,256,000 1,104,701 Total $ 11,866,823 $ 11,464,632 |
Concentrations
Concentrations | 3 Months Ended |
Sep. 30, 2018 | |
Receivables [Abstract] | |
Concentrations | Note 8. Concentrations Vendors For the three months ended September 30, 2018, one vendor represented approximately 27% of the Company’s purchases. For the three months ended September 30, 2017, no vendors represented 10% or more of the Company’s purchases. Customers For the three months ended September 30, 2018, four customers represented 40%, 17%, 15%, and 14%, respectively, of the Company’s non-grant related revenue. For the three months ended September 30, 2017, three customers represented 59%, 25%, and 12%, respectively, of the Company’s non-grant related revenue. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | Note 9. Stockholders’ Equity Equity incentive plans During the three months ended September 30, 2018, the Company granted employees and directors options to purchase an aggregate of 26,000 shares of common stock with a (weighted average) grant date fair value of $4.57. The fair values of the Company’s options were estimated at the dates of grant using a Black-Scholes option pricing model. During the three months ended September 30, 2018 the Company awarded certain employees and contractors grants of an aggregate of 164,000 restricted stock units (“RSUs”) with a weighted average grant date fair value of $8.46. The RSUs will be expensed over the requisite service period. The terms of the RSUs include vesting provisions based solely on continued service. If the service criteria are satisfied, the RSUs will generally vest over 4 years. During the three months ended September 30, 2018 the Company granted 119,500 performance-based restricted stock units (“PBRSU”) to employees with a (weighted average) grant date fair value per share of $8.30. The PBRSU awards contain performance and service conditions which must be satisfied for an employee to earn the award. Any portion of grants awarded to consultants and other service providers as to which the repurchase option for restricted stock awards has not lapsed or for which an option or restricted stock unit has not vested is accrued on the Condensed Consolidated Balance Sheet as a component of accounts payable and accrued expenses. As of September 30, 2018 and June 30, 2018, the accrued stock-based compensation was $195,786 and $395,539, respectively. Compensation expense related to our stock-based awards described above was as follows: Three Months Ended September 30, 2018 2017 Share based compensation expense $ 2,098,311 $ 597,880 Unrecognized stock-based compensation expense and weighted-average years to be recognized are as follows: As of September 30, 2018 Unrecognized stock- based compensation Weighted- average years to be recognized Options $ 2,266,962 2.46 Restricted stock awards/units $ 5,115,052 1.51 Performance based units $ 960,561 0.87 |
Grant Agreement
Grant Agreement | 3 Months Ended |
Sep. 30, 2018 | |
Grant Agreement | |
Grant Agreement | Note 10. Grant Agreement On July 24, 2018 the Company executed a grant agreement with the Town of Canandaigua, through the Community Development Block Grant. The purpose of the grant is to provide financing in support of the purchase and installation of new machinery and equipment at its fabrication facility in Canandaigua, New York (the “NY Facility”) made between June 27, 2017 and June 27, 2019. The grant is subject to certain terms and conditions and allows for disbursement of up to $734,000 in grants. As of September 30, 2018, the Company utilized $0 to support the purchase and installation of new machinery and equipment. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments | Note 11. Commitments and Contingencies Operating Leases The Company leased three office locations in Huntersville, NC pursuant to three- and five-year lease agreements, and one month-to-month lease. The three-year lease agreement expired in April 2018 in connection with a move in corporate office location, and the five-year lease agreement expires in November 2022. The operating leases provide for annual real estate tax and cost of living increases and contain predetermined increases in the rentals payable during the terms of the leases. The aggregate rent expense is recognized on a straight-line basis over the lease term. The total lease rental expense was $36,803 and $17,107 for the three months ended September 30, 2018 and 2017, respectively. The aggregate rent expense on various equipment for the Huntersville, NC location and the NY Facility is recognized on a straight-line basis over the lease term. The total lease rental expense was $19,712 and $59,399 for the three months ended September 30, 2018 and 2017, respectively. Ontario County Industrial Development Authority Agreement Industrial Development Agency, a public benefit corporation of the State of New York (the “OCIDA”). Pursuant to the OCIDA Agreements, the Company will lease for $1.00 annually to the OCIDA an approximately 9.995-acre parcel of land in Canandaigua, New York, together with the improvements thereon (including the NY Facility), and transfer title to certain related equipment and personal property to the OCIDA. The OCIDA will lease such land and improvements back to the Company for annual rent payments specified in the Lease and Project Agreement for the Company’s primary use as research and development, manufacturing, warehouse and professional office space in its business, and to be subleased, in part, by the Company to various existing tenants. The Company expects substantial tax savings during the term of the OCIDA Agreements, which expire on December 31, 2028. In addition, subject to the terms of the Lease and Project Agreement, certain purchases and leases of eligible items will be exempt from the imposition of sales and use taxes. Subject to the terms of the Lease and Project Agreement, the OCIDA has also granted to the Company an exemption from certain mortgage recording taxes for one or more mortgages securing an aggregate principal amount not to exceed $12.0 million, or such greater amount as approved by the OCIDA in its sole and absolute discretion. The benefits provided to the Company pursuant to the terms of the Lease and Project Agreement are subject to claw back over the life of the OCIDA Agreements upon certain recapture events, including certain events of default. Real Estate Contingent Liability In connection with the acquisition of the NY Facility and related assets, including STC-MEMS, a semiconductor wafer-manufacturing and microelectromechanical systems (“MEMS”) operation with associated wafer-manufacturing tools, the Company agreed to pay to Fuller Road Management Corporation, an affiliate of The Research Foundation for the State University of New York, a penalty, as set forth below, if the Company sells the property subject to the related Definitive Real Property Purchase Agreement within three (3) years after the date of such agreement for an amount in excess of $1,750,000, subject to certain enumerated exceptions. The penalty imposed shall be equivalent to the amount that the sales price of the property exceeds $1,750,000 up to the maximum penalty (“Maximum Penalty”) defined below: Maximum Penalty Year 2, ending June 26, 2019 $ 3,973,333 Year 3, ending June 26, 2020 $ 1,986,667 The fair value of the contingent liability was calculated by an independent third-party appraisal firm, utilizing a present value calculation based on the probability the Company sells the property triggering the contingent penalty and a discount rate of 17.2%. The discount rate was derived from a weighted average cost of capital, modified to include the effects of the bargain purchase price. As of September 30, 2018 and June 30, 2018, the fair value of the contingent liability was $1,276,890 and $1,229,966 respectively. During the three months ended September 30, 2018 and 2017, the Company marked the contingent liability to fair value and recorded a loss of ($46,924) and $0, respectively, relating to the change in fair value. Litigation, Claims and Assessments From time to time, the Company may become involved in lawsuits, investigations and claims that arise in the ordinary course of business. The Company believes it has meritorious defenses against all pending claims and intends to vigorously pursue them. While it is not possible to predict or determine the outcomes of any pending actions, the Company believes the amount of liability, if any, with respect to such actions, would not materially affect its financial position, results of operations or cash flows. Tax Credit Contingency The Company accrues a liability for indirect tax contingencies when it believes that it is both probable that a liability has been incurred and that it can reasonably estimate the amount of the loss. The Company reviews these accruals and adjusts them to reflect ongoing negotiations, settlements, rulings, advice of legal counsel and other relevant information. To the extent new information is obtained and the Company's views on the probable outcomes of claims, suits, assessments, investigations or legal proceedings change, changes in the Company's accrued liabilities would be recorded in the period in which such determination is made. The Company’s gross unrecognized indirect tax credits totaled $0.1 million and $0.1 million as of September 30, 2018 and June 30, 2018, respectively, and is recorded on the Condensed Consolidated Balance Sheet as a long-term liability. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 12. Related Party Transactions Consulting Services AEG Consulting, a firm owned by one of the Company’s Co-Chairmen of the Company’s Board of Directors, received $0 and $5,475 cash compensation for consulting fees for the three months ended September 30, 2018 and 2017, respectively. In addition, share based compensation expense related to stock based awards granted for the Co-Chairman’s consulting services was $15,829 and $0 for the three months ended September 30, 2018 and 2017, respectively On September 27, 2017, the Company granted a restricted stock award to a director for board advisory services provided from January 2017 to June 2017, prior to the director’s appointment to the Board of Directors on July 14, 2017. Share based compensation expense related to this award was $10,121 and $0 for the three months ended September 30, 2018 and 2017, respectively. |
Segment Information
Segment Information | 3 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | Note 13. Segment Information Operating segments are defined as components of an enterprise about which separate financial information is available and evaluated regularly by the chief operating decision maker, or decision–making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is its Chief Executive Officer. The Company operates in two segments, Foundry Fabrication Services which consists of engineering review services and STC-MEMS foundry services; and RF Filters which consists of amplifier and filter product sales, and grant revenue. The Company records all of its general and administrative costs in the RF Filters segment. The Company evaluates performance of its operating segments based on revenue and operating profit (loss). Segment information for the three months ended September 30, 2018 and 2017 are as follows: Foundry Fabrication Services RF Filters Total Three months ended September 30, 2018 Revenue $ 148,082 $ 55,467 $ 203,549 Grant revenue — 109,472 109,472 Total Revenue 148,082 164,939 313,021 Cost of revenue 133,027 10,817 143,844 Gross margin 15,055 154,122 169,177 Research and development — 4,406,182 4,406,182 General and administrative — 2,459,540 2,459,540 Income (Loss) from Operations $ 15,055 $ (6,711,600 ) $ (6,696,545 ) Three months ended September 30, 2017 Revenue $ 297,900 $ 3,040 $ 300,940 Cost of revenue 193,029 200 193,229 Gross margin 104,871 2,840 107,711 Research and development — 3,004,365 3,004,365 General and administrative — 1,832,622 1,832,622 Income (Loss) from Operations $ 104,871 $ ( 4,834,147 ) $ (4,729,276 ) As of September 30, 2018 Accounts receivable $ 275,442 $ 43,551 $ 318,993 Property and equipment, net 453,109 12,838,587 13,291,696 As of June 30, 2018 Accounts receivable $ 191,846 $ 22,813 $ 214,659 Property and equipment, net 465,360 12,354,809 12,820,169 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 14. Subsequent Events Public Offering of Common Stock On October 23, 2018, the Company completed the offering of 7,250,000 shares of its common stock pursuant to an underwriting agreement with Oppenheimer & Co. Inc., as the representative of several underwriters. In addition, pursuant to the underwriting agreement the Company granted the underwriters in the offering an option to purchase, for a period of 30 calendar days from October 19, 2018, up to an additional 1,087,500 shares of common stock solely to cover over-allotments, if any. The net proceeds from the common stock offering are approximately $28.5 million, or approximately $32.9 million if the underwriters exercise the over-allotment option in full, in each case, after deducting the underwriting discount and estimated offering expenses payable by the Company. Convertible Notes Offering On October 23, 2018 the Company completed the offering of $10.0 million principal amount of the Company’s 6.5% Convertible Senior Secured Notes due 2023. The notes are unsecured and rank pari passu with the Company’s outstanding unsubordinated liabilities. The net proceeds of the offering after payment of offering costs are approximately $8.9 million. The notes will mature on November 30, 2023, unless earlier converted, redeemed or repurchased. Interest on the notes accrues at the rate of 6.5% per year and is payable in cash on each February 28, May 31, August 31 and November 30, beginning February 28, 2019. The notes are convertible into common stock at the option of the holder at any time prior to maturity at an initial conversion price of $5.10 per share, subject to adjustment under certain circumstances. The holders of the notes will have a one-time right exercisable prior to November 30, 2021 (the “put date”), in the manner described in the indenture, to require us to repurchase for cash all (but not less than all) of such holders’ notes on the put date at a purchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to, and including, the put date. The Company may redeem the notes in certain cases, in whole or in part, at a redemption price equal to 100% of the principal amount plus accrued and unpaid interest on such principal, if any, up to the redemption date so long as the closing price of the Company’s common stock exceeds a certain amount in excess of the then-effective conversion price of the notes. If the Company redeems the notes, the holders of the notes will also receive an interest make-whole payment equal to the remaining scheduled interest payments that would have been made on the notes redeemed had such notes remained outstanding through the maturity date, which shall be paid in cash and, in certain cases, may be paid in shares of the Company’s common stock. Additionally, if a “fundamental change” (as defined in the indenture governing the notes) occurs at any time prior to the maturity date, subject to certain conditions, holders of the notes will have the right, at their option, to require the Company to repurchase for cash all or part of such holder’s notes at a purchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to the fundamental change repurchase date. In addition, if a holder elects to convert its notes following the occurrence of a “qualifying fundamental change” (as defined in the indenture governing the notes) prior to the maturity date, the Company will, under certain circumstances, make a payment to such holder for conversion equal to $130 per $1,000 of aggregate principal of notes so surrendered for conversion, which shall be paid in cash and, in certain cases, may be paid in shares of the Company’s common stock. |
Disclosure - Summary of Signifi
Disclosure - Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information and the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP. In the opinion of management, all adjustments (consisting of normal accruals) considered necessary for a fair presentation have been included. The Company has evaluated subsequent events through the filing of this Form 10-Q. Operating results for the quarter ended September 30, 2018 are not necessarily indicative of the results that may be expected for the year ending June 30, 2019 or any future interim period. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Form 10-K filed with the SEC on August 29, 2018 (the “2018 Annual Report”). |
Principles of Consolidation | Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Akoustis, Inc. On February 22, 2018, Akoustis Manufacturing New York, Inc. was merged into Akoustis, Inc., with Akoustis, Inc. as the surviving entity. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Significant Accounting Policies and Estimates | Significant Accounting Policies and Estimates The Company’s significant accounting policies are disclosed in Note 3-Summary of Significant Accounting Policies in the 2018 Annual Report. Since the date of the 2018 Annual Report, other than adopting ASC 606 “ Revenue From Contracts With Customers” |
Revenue Recognition from Contracts with Customers | Revenue Recognition from Contracts with Customers On July 1, 2018, the Company adopted Accounting Standards Codification (“ASC”) Topic 606, “Revenue from Contracts with Customers” (“ASC 606”). The core principle of ASC 606 requires that an entity recognize revenue to depict the transfer of 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. ASC 606 defines a five-step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under existing accounting principles generally accepted in the U.S. GAAP including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The Company adopted this guidance and related amendments as of the first quarter of fiscal 2019, applying the modified retrospective transition method. The Company has determined that there was a $20,415 adjustment needed to retained earnings due to the application of the standard on contracts not completed at the date of initial application. To achieve this core principle, the Company applies the following five steps: Step l - Identify the Contract with the Customer - A contract exists when (a) the parties to the contract have approved the contract and are committed to perform their respective obligations, (b) the entity can identify each party’s rights regarding the goods or services to be transferred, (c) the entity can identify the payment terms for the goods or services to be transferred, (d) the contract has commercial substance and (e) it is probable that the entity will collect substantially all of the consideration to which it will be entitled in exchange for the goods or services that will be transferred to the customer. Step 2 - Identify Performance Obligations in the Contract - Upon execution of a contract, the Company identifies as performance obligations each promise to transfer to the customer either (a) goods or services that are distinct or (b) a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. To the extent a contract includes multiple promised goods or services, the Company must apply judgement to determine whether the goods or services are capable of being distinct within the context of the contract. If these criteria are not met, the goods or services are accounted for as a combined performance obligation. The Company considers the performance obligation in a product sale to be title transfer of the specified product to the customer. The transfer of title occurs according to the purchase order (contract) specification. The Company considers performance obligations related to foundry fabrication services to be title transfer of the specified product or prototype to the customer. The transfer of title occurs according to the purchase order (contract) specification. In the absence of title transfer language, transfer occurs at the time of shipment. Step 3 - Determine the Transaction Price - The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring products or services to the customer. Generally, all contracts include fixed consideration. If a contract did include variable consideration, the Company would determine the amount of variable consideration that should be included in the transaction price based on expected value method. Variable consideration would be included in the transaction price, if in the Company’s judgement, it is probable that a significant future reversal of cumulative revenue under the contract would not occur. Step 4 - Allocate the Transaction Price - After the transaction price has been determined, the next step is to allocate the transaction price to each performance obligation in the contract. If the contract only has one performance obligation, the entire transaction price will be applied to that obligation. If the contract has multiple performance obligations, the transaction price is allocated to the performance obligations based on the relative standalone selling price (SSP) at contract inception. Step 5 - Satisfaction of the Performance Obligations (and Recognition of Revenue) - When an asset is transferred, and the customer obtains control of the asset (or the services are rendered), the Company recognizes revenue. At contract inception, the Company determines if each performance obligation is satisfied at a point in time or over time. The Company will recognize sales of its product in the period that title of the product is transferred to the customer. The Company will evaluate foundry fabrication services contracts on a case by case basis as they vary with regards to enforceable right and alternative use. If an unrestricted, enforceable right and no alternative use exists, the Company will recognize revenue over time utilizing the input method which the Company considers to be the best method of measuring progress toward complete satisfaction of the performance obligation. However, if either of these does not exist, the Company will recognize revenue at a point in time based on title transfer of the final prototype or specified product. Disaggregation of Revenue The Company’s primary revenue streams include Foundry Fabrication Services, and Product Sales. Foundry Fabrication Services Foundry fabrication services revenue includes MEMS foundry services and Non Recurring Engineering (NRE). Under these contracts, products are delivered to the customer at the completion of the service which represents satisfaction of the performance obligation. Depending on language with regards to enforceable right to payment for performance completed to date, related revenue will either be recognized over time or at a point in time. . Product Sales Product sales revenue consists of sales of RF filters and amps which are sold with contract terms stating that title passes and the customer takes control at the time of shipment. Revenue is then recognized when the devices are shipped and the performance obligation has been satisfied. If devices are sold under contract terms that specify that the customer does not take ownership until the goods are received, revenue is recognized when the customer receives the goods. The following table summarizes the revenues of the Company’s reportable segments for the three months ended September 30, 2018: Foundry Services RF Filter Revenue Total Revenue MEMS $ 117,607 $ — $ 117,607 NRE 30,475 — 30,475 Filters/Amps — 55,467 55,467 Total $ 148,082 $ 55,467 $ 203,549 Performance Obligations The Company has determined that contracts for product sales revenue and foundry fabrication services revenue involve one performance obligation, which is delivery of the final product. Contract Balances The Company records a receivable when the title for goods has transferred. Generally, all sales are contract sales (with either an underlying contract or purchase order), resulting in all receivables being contract receivables. When invoicing occurs prior to revenue recognition a contract liability is recorded (as deferred revenue on the Condensed Consolidated Balance Sheet). Revenues recognized during the quarter that were included in the beginning balance of deferred revenue were $25,438. Deferred revenues increased by $43,041 due to invoicing in excess of revenue recognition for NRE projects with point in time treatment. Additionally, contract assets, which represents contracts in which more revenue has been recognized than invoiced, increased by $6,612. The Company’s accounts receivable balance from contracts with customers represents an unconditional right to receive consideration. Payments are due within one year of completion of the performance obligation and subsequent invoicing and therefore do not include significant financing components. To date there have been no impairment losses on accounts receivable , and contract assets and contract liabilities recorded on the Condensed Consolidated Balance Sheets were immaterial in the periods presented. Backlog of Remaining Customer Performance Obligations Revenue expected to be recognized and recorded as sales during this fiscal year from the backlog of performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period was $0.4 million at September 30, 2018. Grant Revenue The Company applies for the grants from various government bodies (state & federal), such as the National Science Foundation (“NSF”) to support research and development. In addition, the Company is eligible for “matching awards” from state boards to provide additional funds to the Company to supplement the funds awarded under the Federal grant program. The Company records grant revenue as a part of revenue from operations due to the fact that grant revenue is viewed as an ongoing function of its intended operations. The revenue from grants is not viewed as “incidental” or “peripheral” which would result in the presentation of grant revenue as “Other income”. The Company recognizes nonrefundable grant revenue when the performance obligations have been met, application has been submitted and approval is reasonably assured. |
Loss Per Share | Loss Per Share Basic net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per common share is determined using the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents. In periods when losses are reported, which is the case for the three months ended September 30, 2018 and 2017 presented in these condensed consolidated financial statements, the weighted-average number of common shares outstanding excludes common stock equivalents because their inclusion would be anti-dilutive. The Company had the following common stock equivalents at September 30, 2018 and 2017: September 30, September 30, Convertible Notes 2,290,077 — Options 1,364,859 675,000 Warrants 728,493 602,632 Total 4,383,429 1,277,632 |
Shares Outstanding | Shares Outstanding Shares outstanding include shares of restricted stock with respect to which restrictions have not lapsed. Restricted stock included in reportable shares outstanding was 513,425 shares and 1,566,078 as of September 30, 2018 and 2017, respectively. Shares of restricted stock are included in the calculation of weighted average shares outstanding. |
Reclassification | Reclassification Certain prior period amounts have been reclassified to conform to current period presentation. The reclassifications, including the reclassification related to an amendment of warrant agreements to eliminate a derivative liability feature, did not have an impact on net loss as previously reported . |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606)—Narrow-Scope Improvements and Practical Expedients In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, “ Leases (Topic 842) Leases, Topic 842: Targeted Improvement, In July 2017, the FASB issued ASU 2017-11, “ Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features; II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception” In June 2018, the FASB issued Accounting Standards Update (ASU) No. 2018-07, Compensation – Stock Compensation (Topic718): Improvements to Nonemployee Share-Based Payment Accounting Revenue from Contracts with Customers 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”. This update is to improve the effectiveness of disclosures in the notes to the financial statements by facilitating clear communication of the information required by U.S. GAAP that is most important to users of each entity’s financial statements. The amendments in this update apply to all entities that are required, under existing U.S. GAAP, to make disclosures about recurring or nonrecurring fair value measurements. The amendments in this update are effective for all entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The Company is currently evaluating this guidance and the impact of this update on its consolidated financial statements. Management does not believe that any recently issued, but not yet effective accounting pronouncements, when adopted, will have a material effect on the accompanying condensed consolidated financial statements. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of revenues of the Company's reportable segments | The following table summarizes the revenues of the Company’s reportable segments for the three months ended September 30, 2018: Foundry Services RF Filter Revenue Total Revenue MEMS $ 117,607 $ — $ 117,607 NRE 30,475 — 30,475 Filters/Amps — 55,467 55,467 Total $ 148,082 $ 55,467 $ 203,549 |
Schedule of common stock equivalents | The Company had the following common stock equivalents at September 30, 2018 and 2017: September 30, September 30, Convertible Notes 2,290,077 — Options 1,364,859 675,000 Warrants 728,493 602,632 Total 4,383,429 1,277,632 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | Property and equipment consisted of the following as of September 30, 2018 and June 30, 2018: Estimated Useful Life September 30, 2018 June 30, 2018 Land n/a $ 1,000,000 $ 1,000,000 Building 11 years 3,000,000 3,000,000 Equipment 2-10 years 9,924,788 9,126,755 Other * 1,309,532 1,057,854 15,234,320 14,184,609 Less: Accumulated depreciation (1,942,624 ) (1,364,440 ) Total $ 13,291,696 $ 12,820,169 (*) Useful lives vary from 3-10 years, as well as leasehold improvements which are amortized on a straight-line basis over the term of the lease or the estimated useful lives, whichever is shorter. |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of accounts payable and accrued expenses | Accounts payable and accrued expenses consisted of the following at September 30, 2018 and June 30, 2018: September 30, 2018 June 30, 2018 Accounts payable $ 354,766 $ 139,152 Accrued salaries and benefits 602,481 505,463 Accrued bonuses 443,016 750,442 Accrued stock-based compensation 195,786 395,539 Accrued professional fees 206,650 293,024 Accrued utilities 92,754 103,277 Accrued interest 81,250 127,292 Accrued good received not invoiced 51,216 160,199 Other accrued expenses 86,155 119,044 Totals $ 2,114,074 $ 2,593,432 |
Derivative Liabilities (Tables)
Derivative Liabilities (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Derivative Liabilities Tables Abstract | |
Schedule of fair value on a recurring basis using significant unobservable inputs | The table below provides a summary of the changes in fair value, including net transfers in and/or out, of all financial assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the three months ended September 30, 2018: Fair Value Measurement Using Level 3 Inputs Total Balance, July 1, 2018 $ 1,104,701 Change in fair value of derivative liabilities 151,299 Balance, September 30, 2018 $ 1,256,000 |
Schedule of weighted average assumptions | The fair value of the derivative features of the convertible note at the balance sheet dates were calculated using the with-and-without method, a form of the income approach, valued with the following weighted average assumptions: September 30, June 30, Risk free interest rate 2.96 % 2.73 % Dividend yield 0.00 % 0.00 % Expected volatility 45 % 42 % Remaining term (years) 4.67 4.92 |
Convertible Notes (Tables)
Convertible Notes (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of debt discount | The fair value of these components of $1,158,800 was recorded as a debt discount and will be adjusted to fair value at the end of each future reporting period. September 30, 2018 June 30, 2018 Principal $ 15,000,000 $ 15,000,000 Debt Discount (4,389,177 ) (4,640,069 ) Derivative Liabilities 1,256,000 1,104,701 Total $ 11,866,823 $ 11,464,632 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Schedule of stock-based compensation expense | Compensation expense related to our stock-based awards described above was as follows: Three Months Ended September 30, 2018 2017 Share based compensation expense $ 2,098,311 $ 597,880 |
Schedule of unrecognized stock-based compensation expense and weighted-average years | Unrecognized stock-based compensation expense and weighted-average years to be recognized are as follows: As of September 30, 2018 Unrecognized stock- based compensation Weighted- average years to be recognized Options $ 2,266,962 2.46 Restricted stock awards/units $ 5,115,052 1.51 Performance based units $ 960,561 0.87 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future maximum penalty under the equivalent | The penalty imposed shall be equivalent to the amount that the sales price of the property exceeds $1,750,000 up to the maximum penalty (“Maximum Penalty”) defined below: Maximum Penalty Year 2, ending June 26, 2019 $ 3,973,333 Year 3, ending June 26, 2020 $ 1,986,667 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Schedule of revenue and operating profit (loss) | The Company evaluates performance of its operating segments based on revenue and operating profit (loss). Segment information for the three months ended September 30, 2018 and 2017 are as follows: Foundry RF Filters Total Three months ended September 30, 2018 Revenue $ 148,082 $ 55,467 $ 203,549 Grant revenue — 109,472 109,472 Total Revenue 148,082 164,939 313,021 Cost of revenue 133,027 10,817 143,844 Gross margin 15,055 154,122 169,177 Research and development — 4,406,182 4,406,182 General and administrative — 2,459,540 2,459,540 Income (Loss) from Operations $ 15,055 $ (6,711,600 ) $ (6,696,545 ) Three months ended September 30, 2017 Revenue $ 297,900 $ 3,040 $ 300,940 Cost of revenue 193,029 200 193,229 Gross margin 104,871 2,840 107,711 Research and development — 3,004,365 3,004,365 General and administrative — 1,832,622 1,832,622 Income (Loss) from Operations $ 104,871 $ ( 4,834,147 ) $ (4,729,276 ) As of September 30, 2018 Accounts receivable $ 275,442 $ 43,551 $ 318,993 Property and equipment, net 453,109 12,838,587 13,291,696 As of June 30, 2018 Accounts receivable $ 191,846 $ 22,813 $ 214,659 Property and equipment, net 465,360 12,354,809 12,820,169 |
Liquidity (Details Narrative)
Liquidity (Details Narrative) - USD ($) | Oct. 23, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Oct. 25, 2018 | Jun. 30, 2018 | May 14, 2018 | Jun. 30, 2017 |
Principal amount | $ 15,000,000 | $ 15,000,000 | $ 15,000,000 | ||||
Cash and cash equivalents | 9,074,816 | $ 5,442,036 | $ 14,816,717 | $ 9,631,520 | |||
Working capital | 8,400,000 | ||||||
Net Cash Used In Operating Activities | $ (4,747,884) | $ (1,676,890) | |||||
Subsequent Event [Member] | |||||||
Cash and cash equivalents | $ 45,900,000 | ||||||
Subsequent Event [Member] | Underwriters [Member] | |||||||
Number of additional share issued | 1,087,500 | ||||||
Stock offering issued costs | $ 2,300,000 | ||||||
Net proceeds from common stock offering | $ 28,500,000 | ||||||
Subsequent Event [Member] | Public Offering [Member] | |||||||
Number of common stock sold | 7,250,000 | ||||||
Subsequent Event [Member] | Over-Allotment Option [Member] | |||||||
Number of common stock sold | 1,087,500 | ||||||
Net proceeds from common stock offering | $ 28,500,000 | ||||||
Options exercised price (after deducting the underwriting discount and estimated offering expenses payable) | $ 32,900,000 | ||||||
Description of grand in offering | For a period of 30 calendar days from October 19, 2018</font></p>" id="sjs-B18"><p><font style="font: 10pt Times New Roman, Times, Serif">For a period of 30 calendar days from October 19, 2018</font></p> | ||||||
Subsequent Event [Member] | 6.5% Convertible Senior Secured Notes [Member] | |||||||
Principal amount | $ 10,000,000 | ||||||
Offering costs | 1,100,000 | ||||||
Net proceeds from offering | $ 8,900,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Microelectromechanical systems revenue | $ 117,607 | |
Non recurring engineering revenue | 30,475 | |
Filters/amps revenue | 55,467 | |
Total | 203,549 | $ 300,940 |
Foundry Services Revenue [Member] | ||
Microelectromechanical systems revenue | 117,607 | |
Non recurring engineering revenue | 30,475 | |
Filters/amps revenue | ||
Total | 148,082 | |
RF Filters/Amps [Member] | ||
Microelectromechanical systems revenue | ||
Non recurring engineering revenue | ||
Filters/amps revenue | 55,467 | |
Total | $ 55,467 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details 1) - shares | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents | 4,383,429 | 1,277,632 |
Convertible Notes [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents | 2,290,077 | |
Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents | 1,364,859 | 675,000 |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents | 728,493 | 602,632 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Accounting Policies [Abstract] | ||
Retained Earnings Adjustments | $ 20,415 | |
Reveune recognized | 25,438 | |
Change in deferred revenue | $ 43,041 | |
Description of more revenue recognized | Contracts in excess of billings, which represents contracts in which more revenue has been recognized than invoiced, increased by $6,612. | |
Revenue expected to be recognized | $ 400,000 | |
Share outstanding | 513,425 | 1,566,078 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Jun. 30, 2018 | |
Property, Plant and Equipment [Line Items] | ||
Gross | $ 15,234,320 | $ 14,184,609 |
Less: Accumulated depreciation | (1,942,624) | (1,364,440) |
Total | 13,291,696 | 12,820,169 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Gross | $ 1,000,000 | 1,000,000 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | P11Y | |
Gross | $ 3,000,000 | 3,000,000 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Gross | $ 9,924,788 | 9,126,755 |
Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | P2Y | |
Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | P10Y | |
Other [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Gross | $ 1,309,532 | $ 1,057,854 |
Other [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | P3Y | |
Other [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | P10Y |
Property and Equipment (Detai_2
Property and Equipment (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 578,184 | $ 233,310 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses (Details) - USD ($) | Sep. 30, 2018 | Jun. 30, 2018 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 354,766 | $ 139,152 |
Accrued salaries and benefits | 602,481 | 505,463 |
Accrued bonuses | 443,016 | 750,442 |
Accrued stock-based compensation | 195,786 | 395,539 |
Accrued professional fees | 206,650 | 293,024 |
Accrued utilities | 92,754 | 103,277 |
Accrued interest | 81,250 | 127,292 |
Accrued good received not invoiced | 51,216 | 160,199 |
Other accrued expenses | 86,155 | 119,044 |
Totals | $ 2,114,074 | $ 2,593,432 |
Derivative Liabilities (Details
Derivative Liabilities (Details) - Level 3 [Member] | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | |
Balance at beginning | $ 1,104,701 |
Change in fair value of derivative warrant liabilities | 151,299 |
Balance at end | $ 1,256,000 |
Derivative Liabilities (Detai_2
Derivative Liabilities (Details 1) - Warrants [Member] | 3 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Jun. 30, 2018 | |
Class of Warrant or Right [Line Items] | ||
Remaining term (years) | 4 years 8 months 1 day | 4 years 11 months 1 day |
Risk free interest rate [Member] | ||
Class of Warrant or Right [Line Items] | ||
Measurement Input | 0.0296 | 0.0273 |
Dividend yield [Member] | ||
Class of Warrant or Right [Line Items] | ||
Measurement Input | 0 | 0 |
Expected Price Volatility [Member] | ||
Class of Warrant or Right [Line Items] | ||
Measurement Input | 0.45 | 0.42 |
Convertible Notes (Details)
Convertible Notes (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2018 | Jun. 30, 2018 | May 14, 2018 | |
Convertible Notes Details Narrative Abstract | |||
Principal | $ 15,000,000 | $ 15,000,000 | $ 15,000,000 |
Debt Discount | (250,892) | (4,640,069) | |
Derivative Liabilities | 1,256,000 | 1,104,701 | |
Total | $ 11,866,823 | $ 11,464,632 |
Convertible Notes (Details Narr
Convertible Notes (Details Narrative) - USD ($) | May 14, 2018 | Sep. 30, 2018 | Jun. 30, 2018 |
Convertible Notes Details Narrative Abstract | |||
Principal amount | $ 15,000,000 | $ 15,000,000 | $ 15,000,000 |
Interest rate | 6.50% | ||
Net proceeds from offering | $ 13,100,000 |
Concentrations (Details Narrati
Concentrations (Details Narrative) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cost of Goods Total [Member] | ||
Number of vendor | 1 | |
Cost of Goods Total [Member] | One Vendor [Member] | ||
Concentration risk, percentage | 27.00% | |
Cost of Goods Total [Member] | No Vendor [Member] | ||
Concentration risk, percentage | 10.00% | |
Sales Revenue, Net [Member] | ||
Number of vendor | 4 | 3 |
Sales Revenue, Net [Member] | Customer 1 [Member] | ||
Concentration risk, percentage | 40.00% | 59.00% |
Sales Revenue, Net [Member] | Customer 2 [Member] | ||
Concentration risk, percentage | 17.00% | 25.00% |
Sales Revenue, Net [Member] | Customer 3 [Member] | ||
Concentration risk, percentage | 15.00% | 12.00% |
Sales Revenue, Net [Member] | Customer 4 [Member] | ||
Concentration risk, percentage | 14.00% |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Equity [Abstract] | ||
Share based compensation expense | $ 2,098,311 | $ 597,880 |
Stockholders' Equity (Details 1
Stockholders' Equity (Details 1) | Sep. 30, 2018USD ($)$ / shares |
Options [Member] | |
Unrecognized stock-based compensation | $ | $ 2,266,962 |
Weighted average years to be recognized | $ / shares | $ 2.46 |
Restricted Stock Units (RSUs) [Member] | |
Unrecognized stock-based compensation | $ | $ 5,115,052 |
Weighted average years to be recognized | $ / shares | $ 1.51 |
Performance Based Units [Member] | |
Unrecognized stock-based compensation | $ | $ 960,561 |
Weighted average years to be recognized | $ / shares | $ 0.87 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Jun. 30, 2018 | |
Accrued stock compensation expenses | $ 195,786 | $ 395,539 |
Restricted Stock Units [Member] | ||
Number of share authorized | 164,000 | |
Granted of fair value (in shares) | 8.46 | |
Vesting period | 4 years | |
Performance-Based Restricted Stock Units [Member] | ||
Number of share authorized | 119,500 | |
Granted of fair value (in shares) | 8.30 | |
Employees And Directors [Member] | ||
Number of share authorized | 26,000 | |
Granted of fair value (in shares) | 4.57 |
Grant Agreement (Details Narrat
Grant Agreement (Details Narrative) - USD ($) | Jul. 24, 2018 | Sep. 30, 2018 |
Subsequent Event [Line Items] | ||
Disbursement of property | $ 0 | |
Grant Agreement [Member] | ||
Subsequent Event [Line Items] | ||
Description of grant agreement | <font style="font: 10pt Times New Roman, Times, Serif">On July 24, 2018 the Company executed a grant agreement with the Town of Canandaigua, through the Community Development Block Grant. The purpose of the grant is to provide financing in support of the purchase and installation of new machinery and equipment at its NY Facility made between June 27, 2017 and June 27, 2019</font></p>" id="sjs-B6"><p style="margin-top: 0pt; margin-bottom: 0pt"><font style="font: 10pt Times New Roman, Times, Serif">On July 24, 2018 the Company executed a grant agreement with the Town of Canandaigua, through the Community Development Block Grant. The purpose of the grant is to provide financing in support of the purchase and installation of new machinery and equipment at its NY Facility made between June 27, 2017 and June 27, 2019</font></p> | |
Disbursement of property | $ 734,000 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Year 2, ending June 26, 2019 | $ 3,973,333 |
Year 3, ending June 26, 2020 | $ 1,986,667 |
Commitments and Contingencies_3
Commitments and Contingencies (Details Narrative) - USD ($) | Mar. 23, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 |
Gain on contingent liability | $ 46,924 | |||
Other long term liabilities | $ 117,086 | |||
Contingent real estate liability | 1,276,890 | $ 1,229,966 | ||
24 - Month Lease Agreement [Member] | Building [Member] | Huntersville, North Carolina [Member] | ||||
Annual rent | 36,803 | $ 17,707 | ||
Lease term | 3 years | |||
24 - Month Lease Agreement [Member] | Equipment [Member] | Canandaigua, New York [Member] | ||||
Annual rent | $ 19,712 | $ 59,399 | ||
Co Chairman [Member] | ||||
Discount rate | 17.20% | |||
Gain on contingent liability | $ 0 | |||
Asset Purchase Agreement [Member] | Fuller Road Management Corporation (FRMC) [Member] | Research Foundation for the State University of New York (RF-SUNY) [Member] | ||||
Description of agreement | If the Company sells the property subject to the related Definitive Real Property Agreement within three (3) years after the date of such Agreement for an amount in excess of $1,750,000, subject to certain enumerated exceptions.</font></p>" id="sjs-B14"><p><font style="font: 10pt Times New Roman, Times, Serif">If the Company sells the property subject to the related Definitive Real Property Agreement within three (3) years after the date of such Agreement for an amount in excess of $1,750,000, subject to certain enumerated exceptions.</font></p> | |||
Description of penalty | The penalty imposed shall be equivalent to the amount that the sales price of the property exceeds $1,750,000 up to the maximum penalty (“Maximum Penalty”).</font></p>" id="sjs-B15"><p><font style="font: 10pt Times New Roman, Times, Serif">The penalty imposed shall be equivalent to the amount that the sales price of the property exceeds $1,750,000 up to the maximum penalty (“Maximum Penalty”).</font></p> |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Share based compensation expense | $ 2,098,311 | $ 597,880 |
AEG Consulting LLC (firm owned by a Co-Chairman) [Member] | ||
Payments for consulting fees | 0 | 5,475 |
Share based compensation expense | 10,121 | 0 |
Co Chairman [Member] | ||
Stock issued for consulting services | $ 15,829 | $ 0 |
Segment Information (Details)
Segment Information (Details) - USD ($) | 3 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | |
Revenue | $ 203,549 | $ 300,940 | |
Grant revenue | 109,472 | ||
Total revenue | 313,021 | 300,940 | |
Cost of revenue | 143,844 | 193,229 | |
Gross margin | 169,177 | 107,711 | |
Research and development | 4,406,182 | 3,004,365 | |
General and administrative | 2,459,540 | 1,832,622 | |
Income (Loss) from Operations | (6,696,545) | (4,729,276) | |
Accounts receivable | 318,993 | $ 214,659 | |
Property and equipment, net | 13,291,696 | 12,820,169 | |
Foundry Fabrication Services [Member] | |||
Revenue | 148,082 | 297,900 | |
Grant revenue | |||
Total revenue | 148,082 | ||
Cost of revenue | 133,027 | 193,029 | |
Gross margin | 15,055 | 104,871 | |
Research and development | |||
General and administrative | |||
Income (Loss) from Operations | 15,055 | 104,871 | |
Accounts receivable | 275,442 | 191,846 | |
Property and equipment, net | 453,109 | 465,360 | |
RF Filters [Member] | |||
Revenue | 55,467 | 3,040 | |
Grant revenue | 109,472 | ||
Total revenue | 164,939 | ||
Cost of revenue | 10,817 | 200 | |
Gross margin | 154,122 | 2,840 | |
Research and development | 4,406,182 | 3,004,365 | |
General and administrative | 2,459,540 | 1,832,622 | |
Income (Loss) from Operations | (6,711,600) | $ (4,834,147) | |
Accounts receivable | 43,551 | 22,813 | |
Property and equipment, net | $ 12,838,587 | $ 12,354,809 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Oct. 23, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | May 14, 2018 |
Principal amount | $ 15,000,000 | $ 15,000,000 | $ 15,000,000 | |
Interest rate | 6.50% | |||
Subsequent Event [Member] | Over-Allotment Option [Member] | ||||
Number of common stock sold | 1,087,500 | |||
Net proceeds from common stock offering | $ 28,500,000 | |||
Options exercised price (after deducting the underwriting discount and estimated offering expenses payable) | $ 32,900,000 | |||
Description of grand in offering | For a period of 30 calendar days from October 19, 2018</font></p>" id="sjs-B8"><p><font style="font: 10pt Times New Roman, Times, Serif">For a period of 30 calendar days from October 19, 2018</font></p> | |||
Subsequent Event [Member] | Underwriting Agreement [Member] | Oppenheimer & Co. Inc [Member] | ||||
Number of common stock sold | 7,250,000 | |||
Subsequent Event [Member] | 6.5% Convertible Senior Secured Notes [Member] | ||||
Principal amount | $ 10,000,000 | |||
Maturity date | Nov. 30, 2023 | |||
Description of interest payment date | Interest on the notes accrues at the rate of 6.5% per year and is payable in cash on each February 28, May 31, August 31 and November 30, beginning February 28, 2019.</font></p>" id="sjs-B14"><p><font style="font: 10pt Times New Roman, Times, Serif">Interest on the notes accrues at the rate of 6.5% per year and is payable in cash on each February 28, May 31, August 31 and November 30, beginning February 28, 2019.</font></p> | |||
Conversion price | $ 5.10 | |||
Description of redemtion debt | <font style="font: 10pt Times New Roman, Times, Serif">The Company may redeem the notes in certain cases, in whole or in part, at a redemption price equal to 100% of the principal amount plus accrued and unpaid interest on such principal, if any, up to the redemption date so long as the closing price of the Company’s common stock exceeds a certain amount in excess of the then-effective conversion price of the notes. If the Company redeems the notes, the holders of the notes will also receive an interest make-whole payment equal to the remaining scheduled interest payments that would have been made on the notes redeemed had such notes remained outstanding through the maturity date, which shall be paid in cash and, in certain cases, may be paid in shares of the Company’s common stock.</font></p>" id="sjs-B16"><p style="font: 10pt Times New Roman, Times, Serif; margin: 0"><font style="font: 10pt Times New Roman, Times, Serif">The Company may redeem the notes in certain cases, in whole or in part, at a redemption price equal to 100% of the principal amount plus accrued and unpaid interest on such principal, if any, up to the redemption date so long as the closing price of the Company’s common stock exceeds a certain amount in excess of the then-effective conversion price of the notes. If the Company redeems the notes, the holders of the notes will also receive an interest make-whole payment equal to the remaining scheduled interest payments that would have been made on the notes redeemed had such notes remained outstanding through the maturity date, which shall be paid in cash and, in certain cases, may be paid in shares of the Company’s common stock.</font></p> | |||
Description of debt conversion | </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0"><font style="font: 10pt Times New Roman, Times, Serif">The notes are convertible into common stock at the option of the holder at any time prior to maturity at an initial conversion price of $5.10 per share, subject to adjustment under certain circumstances.</font></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0"><font style="font: 10pt Times New Roman, Times, Serif"> </font></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0"><font style="font: 10pt Times New Roman, Times, Serif">The holders of the notes will have a one-time right exercisable prior to November 30, 2021 (the “put date”), in the manner described in the indenture, to require us to repurchase for cash all (but not less than all) of such holders’ notes on the put date at a purchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to, and including, the put date.</font></p>" id="sjs-B17"><p style="margin: 0pt"></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0"><font style="font: 10pt Times New Roman, Times, Serif">The notes are convertible into common stock at the option of the holder at any time prior to maturity at an initial conversion price of $5.10 per share, subject to adjustment under certain circumstances.</font></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0"><font style="font: 10pt Times New Roman, Times, Serif"> </font></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0"><font style="font: 10pt Times New Roman, Times, Serif">The holders of the notes will have a one-time right exercisable prior to November 30, 2021 (the “put date”), in the manner described in the indenture, to require us to repurchase for cash all (but not less than all) of such holders’ notes on the put date at a purchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to, and including, the put date.</font></p> | |||
Description of debt fundamental change | <font style="font: 10pt Times New Roman, Times, Serif">If a “fundamental change” (as defined in the indenture governing the notes) occurs at any time prior to the maturity date, subject to certain conditions, holders of the notes will have the right, at their option, to require the Company to repurchase for cash all or part of such holder’s notes at a purchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to the fundamental change repurchase date. In addition, if a holder elects to convert its notes following the occurrence of a “qualifying fundamental change” (as defined in the indenture governing the notes) prior to the maturity date, the Company will, under certain circumstances, make a payment to such holder for conversion equal to $130 per $1,000 of aggregate principal of notes so surrendered for conversion, which shall be paid in cash and, in certain cases, may be paid in shares of the Company’s common stock.</font></p>" id="sjs-B18"><p style="font: 10pt Times New Roman, Times, Serif"><font style="font: 10pt Times New Roman, Times, Serif">If a “fundamental change” (as defined in the indenture governing the notes) occurs at any time prior to the maturity date, subject to certain conditions, holders of the notes will have the right, at their option, to require the Company to repurchase for cash all or part of such holder’s notes at a purchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to the fundamental change repurchase date. In addition, if a holder elects to convert its notes following the occurrence of a “qualifying fundamental change” (as defined in the indenture governing the notes) prior to the maturity date, the Company will, under certain circumstances, make a payment to such holder for conversion equal to $130 per $1,000 of aggregate principal of notes so surrendered for conversion, which shall be paid in cash and, in certain cases, may be paid in shares of the Company’s common stock.</font></p> | |||
Net proceeds from offering | $ 8,900,000 |