Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Mar. 31, 2020 | Jun. 22, 2020 | Sep. 30, 2019 | |
Document and Entity Information: | |||
Entity Registrant Name | Nemaura Medical Inc. | ||
Document Type | 10-K | ||
Document Period End Date | Mar. 31, 2020 | ||
Amendment Flag | false | ||
Entity Central Index Key | 0001602078 | ||
Current Fiscal Year End Date | --03-31 | ||
Entity Common Stock, Shares Outstanding | 20,962,048 | ||
Entity Public Float | $ 48,553,077 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | true | ||
Entity Shell Company | false | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Interactive Data Current | Yes | ||
Entity File Number | 001-38355 | ||
Entity Incorporation, State or Country Code | NV | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Mar. 31, 2020 | Mar. 31, 2019 |
Current assets: | ||
Cash | $ 106,107 | $ 3,740,664 |
Prepaid expenses and other receivables | 452,463 | 736,460 |
Inventory | 286,309 | 38,036 |
Total current assets | 844,879 | 4,515,160 |
Other assets: | ||
Property and equipment, net of accumulated depreciation | 162,064 | 56,871 |
Intangible assets, net of accumulated amortization | 213,080 | 191,684 |
Total Other Assets | 375,144 | 248,555 |
Total assets | 1,220,023 | 4,763,715 |
Current liabilities | ||
Accounts Payable | 293,608 | 161,348 |
Liabilities due to related parties | 830,093 | 964,679 |
Other Liabilities and accrued expenses | 168,966 | 107,759 |
Deferred revenue | 93,022 | 65,175 |
Total current liabilities | 1,385,689 | 1,298,961 |
Non-current portion of deferred revenue | 1,147,278 | 1,237,850 |
Total liabilities | 2,532,967 | 2,536,811 |
Commitments and contingencies | 0 | 0 |
Stockholders' equity (deficit): | ||
Series A convertible preferred stock, $0.001 par value, 200,000 shares authorized; 0 shares issued and outstanding at March 31, 2020 and 2019 | 0 | 0 |
Common stock, $0.001 par value, 42,000,000 shares authorized and 20,850,848 and 20,765,592 shares issued and outstanding at March 31, 2020 and 2019, respectively | 20,851 | 20,766 |
Additional paid in capital | 16,589,272 | 15,971,905 |
Accumulated deficit | (17,586,075) | (13,425,879) |
Accumulated other comprehensive loss | (336,992) | (339,888) |
Total stockholders' equity | (1,312,944) | 2,226,904 |
Total liabilities and stockholders' equity | $ 1,220,023 | $ 4,763,715 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2020 | Mar. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 200,000 | 200,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 420,000,000 | 420,000,000 |
Common stock, shares issued | 20,850,848 | 20,765,592 |
Common stock, shares outstanding | 20,850,848 | 20,765,592 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenues | ||
Total revenues | $ 0 | $ 0 |
Operating expenses: | ||
Research and development | 2,009,323 | 2,296,668 |
General and administrative | 2,769,161 | 2,180,056 |
Total operating expenses | 4,778,484 | 4,476,724 |
Loss from operations | (4,778,484) | (4,476,724) |
Interest income | 3,926 | 23,927 |
Loss before income tax benefit | (4,774,558) | (4,452,797) |
Provision for income tax benefit | 614,362 | 0 |
Net loss | (4,160,196) | (4,452,797) |
Other comprehensive income/ (loss) | ||
Foreign currency translation adjustment, net of tax | 2,896 | (299,263) |
Comprehensive loss | $ (4,157,300) | $ (4,752,060) |
Net loss per share, basic and diluted | $ (0.20) | $ (0.25) |
Weighted average number of common shares outstanding | 20,806,307 | 18,090,384 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Deficit) - USD ($) | Common Stock | Convertible preferred stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income | Total |
Beginning Balance, Shares at Mar. 31, 2018 | 6,767,600 | |||||
Beginning Balance, Amount at Mar. 31, 2018 | $ 6,768 | $ 137 | $ 13,117,767 | $ (8,973,082) | $ (40,625) | $ 4,110,965 |
Conversion of preferred stock into common stock, Shares | 13,732,400 | |||||
Conversion of preferred stock into common stock, Amount | $ 13,732 | (137) | (13,595) | |||
Exercise of warrants, Shares | 5,000 | |||||
Exercise of warrants, Amount | $ 5 | 495 | 500 | |||
Issuance of common shares under ATM financing net of offering costs, Shares | 23,500 | |||||
Issuance of common shares under ATM financing net of offering costs, Amount | $ 24 | 293,979 | 294,003 | |||
Issuance of common shares and warrants under public offering -net of offering costs,Shares | 194,206 | |||||
Issuance of common shares and warrants under public offering -net of offering costs, Amount | $ 194 | 1,691,247 | 1,691,441 | |||
Exercise of warrants under public offering, Shares | 6,136 | |||||
Exercise of warrants under public offering, Amount | $ 6 | 63,805 | 63,811 | |||
Underwriter purchase of option to purchase units | 100 | 100 | ||||
Restricted shares and warrants issued as stock-based compensation to investor relations and Management consultants, Shares | 36,750 | |||||
Restricted shares and warrants issued as stock-based compensation to investor relations and Management consultants, Amount | $ 37 | 515,288 | 515,325 | |||
Foreign currency translation adjustment | (299,263) | (299,263) | ||||
Forgiveness of payable by a related party | 302,819 | 302,819 | ||||
Net loss | (4,452,797) | (4,452,797) | ||||
Ending Balance, Shares at Mar. 31, 2019 | 20,765,592 | |||||
Ending Balance, Amount at Mar. 31, 2019 | $ 20,766 | 15,971,905 | (13,425,879) | (339,888) | 2,226,904 | |
Exercise of warrants, Shares | 2,500 | |||||
Exercise of warrants, Amount | $ 3 | 25,997 | 26,000 | |||
Issuance of common shares under ATM financing net of offering costs, Shares | 14,338 | |||||
Issuance of common shares under ATM financing net of offering costs, Amount | $ 14 | 112,113 | 112,127 | |||
Reverse split adjustment, Shares | 418 | |||||
Reverse split adjustment, Amount | ||||||
Restricted shares issued as stock-based compensation, Shares | 68,000 | |||||
Restricted shares issued as stock-based compensation, Amount | $ 68 | 479,257 | 479,325 | |||
Foreign currency translation adjustment | 2,896 | 2,896 | ||||
Net loss | (4,160,196) | (4,160,196) | ||||
Ending Balance, Shares at Mar. 31, 2020 | 20,850,848 | |||||
Ending Balance, Amount at Mar. 31, 2020 | $ 20,851 | $ 16,589,272 | $ (17,586,075) | $ (336,992) | $ (1,312,944) |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Stockholders' Equity (Deficit) (Parenthetical) - USD ($) | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Stockholders' Equity [Abstract] | ||
Issuance of common shares under ATM financing net of offering costs | $ 40,365 | $ 161,102 |
Issuance of common shares and warrants under public offering -net of offering costs | $ 328,302 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (4,160,196) | $ (4,452,797) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and Amortization | 54,840 | 33,407 |
Loss on disposal of property and equipment | 12,978 | 0 |
Stock Based Compensation | 565,039 | 429,610 |
Other non-cash expenses | 0 | 34,796 |
Changes in assets and liabilities: | ||
Prepaid expenses and other receivables | 186,281 | (456,125) |
Accrued interest receivable | (258,523) | (37,396) |
Increase in inventory | 0 | 70,759 |
Accounts payable | 138,485 | 98,118 |
Liability due to related party | (91,347) | 697,182 |
Other liabilities and accrued expenses | 102,898 | 21,494 |
Net cash used in operating activities | (3,449,545) | (3,560,952) |
Cash Flows from Investing Activities: | ||
Capitalized patent costs | (53,206) | (20,331) |
Purchase of property and equipment | (157,825) | (59,666) |
Fixed rate savings account | 0 | 4,483,852 |
Net cash provided by/ (used in) investing activities | (211,031) | 4,403,855 |
Cash Flows from Financing Activities: | ||
Costs incurred in relation to ATM Financing | (40,365) | (161,102) |
Costs incurred in relation to public offering | 0 | (328,302) |
Gross proceeds from issuance of common stock in relation to ATM financing | 152,492 | 455,105 |
Gross proceeds from public offering | 0 | 2,019,743 |
Gross proceeds from warrant exercise | 26,000 | 64,311 |
Gross proceeds from unit purchase option | 0 | 100 |
Repayments of note payable | (40,896) | 0 |
Net cash provided by financing activities | 97,231 | 2,049,855 |
Net increase/(decrease)/ in cash | (3,563,345) | 2,892,758 |
Effect of exchange rate changes on cash | (71,212) | 25,571 |
Cash at beginning of year | 3,740,664 | 822,335 |
Cash at end of year | 106,107 | 3,740,664 |
Supplemental disclosure of non-cash financing activities: | ||
Conversion of Series A preferred stock to common stock | 0 | 137,324 |
Prepayment of equity compensation | 27,400 | 85,715 |
Amount of insurance funded through note payable | 123,491 | 0 |
Forgiveness of payable from a related party | $ 0 | $ 302,819 |
ORGANIZATION, PRINCIPAL ACTIVIT
ORGANIZATION, PRINCIPAL ACTIVITIES AND MANAGEMENT'S PLANS | 12 Months Ended |
Mar. 31, 2020 | |
Disclosure Text Block [Abstract] | |
ORGANIZATION, PRINCIPAL ACTIVITIES AND MANAGEMENT'S PLANS | NOTE 1 – ORGANIZATION, PRINCIPAL ACTIVITIES AND MANAGEMENT’S PLANS Nemaura Medical Inc. (“Nemaura” or the “Company”), through its operating subsidiaries, performs medical device research and manufacturing of a continuous glucose monitoring system (“CGM”), named sugarBEAT. The sugarBEAT device is a non-invasive, wireless device for use by persons with Type I and Type II diabetes and may also be used to screen pre-diabetic patients. The sugarBEAT device extracts analytes, such as glucose, to the surface of the skin in a non-invasive manner where it is measured using unique sensors and interpreted using a unique algorithm. Nemaura is a Nevada holding company organized in 2013. Nemaura owns one hundred percent (100%) of Region Green Limited, a British Virgin Islands corporation (“RGL”) formed on December 12, 2013. RGL owns one hundred percent (100%) of the stock in Dermal Diagnostic (Holdings) Limited, an England and Wales corporation (“DDHL”) formed on December 11, 2013, which in turn owns one hundred percent (100%) of Dermal Diagnostics Limited, an England and Wales corporation formed on January 20, 2009 (“DDL”), and one hundred percent (100%) of Trial Clinic Limited, an England and Wales corporation formed on January 12, 2011 (“TCL”). DDL is a diagnostic medical device company headquartered in Loughborough, Leicestershire, England, and is engaged in the discovery, development and commercialization of diagnostic medical devices. The Company’s initial focus has been on the development of the sugarBEAT device, which consists of a disposable patch containing a sensor, and a non-disposable miniature transmitter device with a re-chargeable power source, which is designed to enable trending or tracking of blood glucose levels. All of the Company’s operations and assets are located in England. The following diagram illustrates Nemaura’s corporate structure as of December 31, 2019: Nemaura Medical Inc. Nevada Corporation Region Green Limited British Virgin Islands Corporation Dermal Diagnostics (Holdings) Limited England and Wales Corporation Dermal Diagnostics Limited England and Wales Corporation Trial Clinic Limited England and Wales Corporation The Company was incorporated in 2013, and has reported recurring losses from operations to date and an accumulated deficit of $17,586,075 as of March 31, 2020. These operations have resulted in the successful completion of clinical programs to support a CE mark (European Union approval of the product) approval, as well as a De Novo 510(k) medical device application to the U.S. Food and Drug Administration (“FDA”) submission. The Company expects to continue to incur losses from operations until revenues are generated through licensing fees or product sales. However, given the completion of the requisite clinical programs, these losses are expected to decrease over time. Management has entered into licensing, supply, or collaboration agreements with unrelated third parties relating to the United Kingdom (“UK”), Europe, Qatar, and all countries in the Gulf Cooperation Council. Management has evaluated the expected expenses to be incurred along with its available cash, credit facility and notes and has determined that the Company has the ability to continue as a going concern for at least one year subsequent to the date of issuance of these consolidated financial statements. The Company had an $8 million unsecured senior credit facility made available from certain major stockholders on August 1, 2019 and a $5 million note facility which was entered into on April 15, 2020. The Company has $106,107 of readily available cash at March 31, 2020. We believe the cash position as of March 31, 2020, plus the credit facility made available from certain major stockholders, and notes, is adequate for our current level of operations through at least June 2021, and for the achievement of certain of our product development milestones. Our plan is to utilize the cash on hand plus notes to continue establishing commercial manufacturing operations for the commercial supply of the sugarBEAT device and patches now that CE mark approval has been received. Management's strategic plans include the following: – support the UK and EU launch of sugarBEAT; – pursuing additional capital raising opportunities; – obtaining further regulatory approval for the sugarBEAT device in other countries such as the U.S.; – exploring licensing and partnership opportunities in other territories; and – developing the sugarBEAT device for commercialization for other applications. |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 12 Months Ended |
Mar. 31, 2020 | |
Disclosure Text Block [Abstract] | |
Basis of Presentation | NOTE 2 – BASIS OF PRESENTATION The accompanying consolidated financial statements include the accounts of the Company and the Company’s subsidiaries, DDL, TCL, DDHL and RGL. The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), and all significant intercompany balances and transactions have been eliminated in consolidation. The functional currency for the majority of the Company’s operations is the Great Britain Pound Sterling (“GBP”), and the reporting currency is the US Dollar (“US$”). |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Mar. 31, 2020 | |
Disclosure Text Block [Abstract] | |
Summary of Significant Accounting Policies | NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS Cash Cash consists primarily of cash deposits maintained in the UK. Fair value of financial instruments The Company's financial instruments primarily consist of cash, fixed rate cash accounts, accounts payable and other current liabilities. The estimated fair values of non-related party financial instruments approximates their carrying values as presented, due to their short maturities. The fair value of amounts payable to related parties are not practicable to estimate due to the related party nature of the underlying transactions. Property and equipment Property and equipment is stated at cost and depreciated using the straight-line method over the estimated useful lives of the assets, generally four to five years. This is charged to operating expenses. Intangible assets Intangible assets consist of licenses and patents associated with the sugarBEAT device and are amortized on a straight-line basis, generally over their legal lives of up to 20 years and are reviewed for impairment. Costs capitalized relate to invoices received from third parties and not any internal costs. The Company evaluates its intangible assets (all have finite lives) and other long-lived assets for impairment whenever events or circumstances indicate that they may not be recoverable, or at least annually. Recoverability of finite and other long-lived assets is measured by comparing the carrying amount of an asset group to the future undiscounted net cash flows expected to be generated by that asset group. The Company groups assets for purposes of such review at the lowest level for which identifiable cash flows of the asset group are largely independent of the cash flows of the other groups of assets and liabilities. The amount of impairment to be recognized for finite and other long-lived assets is calculated as the difference between the carrying value and the fair value of the asset group, generally measured by discounting estimated future cash flows. There were no impairment indicators present during the years ended March 31 2020 or 2019. Revenue recognition While the Company is not currently recognizing revenue, we have considered the guidelines within Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers . The Company may enter into product development and other agreements with collaborative partners. The terms of the agreements may include non-refundable signing and licensing fees, milestone payments and royalties on any product sales derived from collaborations. Deferred revenue The Company has entered into license agreements and for these, recognizes up front license payments as revenue upon delivery of the license only if the license has stand-alone value to the customer. However, where further performance criteria must be met, revenue is deferred and recognized on a straight-line basis over the period the Company is expected to complete its performance obligations. Royalty revenue will be recognized upon the sale of the related products provided the Company has no remaining performance obligations under the agreement. Inventory Inventory is stated at the lower of cost or net realizable value, with cost determined on a first-in first-out basis. At present all inventory relates to raw materials purchased from third parties and to be used in the Company’s product. Income taxes Income taxes are accounted for under the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and operating loss carry forwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided to reduce the carrying amount of deferred income tax assets if it is considered more likely than not that some portion, or all, of the deferred income tax assets will not be realized. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company has elected to classify interest and penalties related to unrecognized tax benefits as part of income tax expense in the consolidated statements of comprehensive loss. The Company does not have any accrued interest or penalties associated with any unrecognized tax benefits, nor was any interest expense related to unrecognized tax benefits recognized for the years ended March 31, 2020 and 2019. In December 2017, the U.S. Tax Cuts and Jobs Act was signed into law. Generally, this Act reduces corporate rates from a top rate of 35% to a top rate of 21%, effective January 1, 2018. As the Company’s U.S. operations are minimal, and all deferred tax assets maintain a full valuation allowance, there is no significant impact to the Company as of and for the years ended March 31, 2020 and 2019. Earnings (loss) per share Basic earnings (loss) per share is computed by dividing income (loss) available to common stockholders by the weighted-average number of common shares outstanding during the period. For the years ended March 31, 2020 and 2019, warrants to purchase one million shares of common stock were anti-dilutive and were excluded from the calculation of diluted loss per share . Use of estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the periods presented. Actual results may differ from those estimates. Foreign currency translation The functional currency of the Company is the GBP. The reporting currency is the US$. Stockholders' equity is translated into US$ from GBP at historical exchange rates. Assets and liabilities are translated at the exchange rates as of the balance sheet date. Income and expenses are translated at the average exchange rates prevailing during the reporting period. Adjustments resulting from translating the consolidated financial statements into US$ are recorded as a separate component of accumulated other comprehensive loss in stockholders’ equity. Stock-based compensation For stock options granted as consideration for services rendered by non-employees, the Company recognizes compensation expense in accordance with the requirements of ASC Topic 505-50, Equity Based Payments to Non-Employees For restricted common stock and stock option awards that have performance-based conditions, the Company recognizes the stock-based compensation expense at the fair value of the award based on the date that the performance conditions have been met. The Company calculates the fair value of the stock options using the Black Scholes option pricing model. The fair value of restricted common stock awards is based on the closing price of the Company’s common stock on the applicable measurement date. The assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. To date, the Company has not granted any stock-based compensation awards to employees. Direct costs incurred for equity financing The Company includes all direct costs incurred in connection with successful equity financings as a component of additional paid-in capital. Direct costs incurred for equity financings that are unsuccessful are expensed. Risks and Uncertainties The Company is in the commercialization stage for sugarBEAT in the EU now that CE mark has been received. The Company has entered into sales and marketing agreements for the product. It has also placed orders for the first commercial batch of transmitter devices with an electronics manufacturer. It has not entered into exclusive manufacturing agreements with any of its contract manufacturers. Uncertainties still exist with regards to regulatory acceptance of the Company’s primary product development efforts in territories outside of Europe. Reverse stock split The activity described in these consolidated financial statements reflects this one for ten reverse split which was effective on November 27, 2019. All shares and amounts included have been retroactively restated. Recent accounting pronouncements The Company continually assesses any new accounting pronouncements to determine their applicability. When it is determined that a new accounting pronouncement affects the Company's financial reporting, the Company undertakes a study to determine the consequences of the change to its consolidated financial statements and assures that there are proper controls in place to ascertain that the Company's consolidated financial statements properly reflect the change. In March 2016, the FASB issued ASU No. 2016-02, Leases. The main difference between the provisions of ASU No. 2016-02 and previous U.S. GAAP is the recognition of right-of-use assets and lease liabilities by lessees for those leases classified as operating leases under previous U.S. GAAP. ASU No. 2016-02 retains a distinction between finance leases and operating leases, and the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from previous U.S. GAAP. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize right-of-use assets and lease liabilities. The accounting applied by a lessor is largely unchanged from that applied under previous U.S. GAAP. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. This ASU is effective for public business entities in fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company will adopt this standard on April 1, 2020. The impact of adoption of this ASU on the Company’s consolidated financial statements is not expected to be significant. |
LICENSING AGREEMENT
LICENSING AGREEMENT | 12 Months Ended |
Mar. 31, 2020 | |
Disclosure Text Block [Abstract] | |
Licensing Agreement | NOTE 4 – LICENSING AGREEMENTS United Kingdom and the Republic of Ireland, the Channel Islands and the Isle of Man In March 2014, the Company entered into an Exclusive Marketing Rights Agreement with an unrelated third party that granted to the third party the exclusive right to market and promote the sugarBEAT device and related patches under its own brand in the United Kingdom and the Republic of Ireland, the Channel Islands and the Isle of Man. The Company received a non-refundable, up-front cash payment of GBP 1,000,000 (approximately $1.240 million and $1.303 million as of March 31, 2020 and 2019, respectively), which was wholly non-refundable, upon signing the agreement. As the Company has continuing performance obligations under the agreement, the up-front fees received from this agreement have been deferred and will be recorded as income over the term of the commercial licensing agreement beginning from the date of clinical evaluation approval. As the Company expects commercialization of the sugarBEAT device to occur in the year ending March 31, 2021, approximately $93,000 of the deferred revenue has been classified as a current liability as of March 31, 2020. Other European territories In May 2018, the Company signed a commercial agreement with Dallas Burston Ethitronix Limited (“DBEE”) for all other European territories as part of an equal joint collaboration agreement. The joint collaboration agreement intends to seek sub-license rights opportunities to one or more leading companies in the diabetes monitoring space, in order to leverage their network, infrastructure and resources. The Company and DBEE agreed that they shall share proceeds equally from sales of the Company’s sugarBEAT products. In consideration of the sub-license rights granted, DBEE shall pay to the Company the sum of £1 if demanded and, except as described elsewhere in the agreement, no commission, royalties or other payments shall be due to the Company from DBEE. The initial term of the agreement is for five years, which may be terminated at the end of such five-year initial term by either party upon at least 12 months prior written notice. If such notice of termination is not provided by either party during the initial term, the agreement shall automatically continue until terminated by either party upon 12 months’ prior written notice. In the event the agreement is terminated as provided above, the non-terminating party shall receive an exit payment equal to 50% of the open market value of the joint collaboration business as defined in the collaboration agreement and as agreed to by the parties at the time of termination. The parties may also terminate the agreement if the other party commits a material breach of the terms of the agreement which is not remedied within 30 days of written notification of such breach, or the other party dissolves or goes bankrupt. Commercialization is expected to occur in the second half of 2020. As of March 31, 2020 no payments have been made or received or are due or receivable under the terms of the collaboration agreement. Qatar In November 2018, the Company signed a commercial agreement with Al-Danah Medical Company for the exclusive license and distribution of the sugarBEAT device in Qatar. The Company will sell devices to Al-Danah Medical Company at a specified price and with minimum order quantities which will be set post product launch. The Company’s responsibility is limited to the supply of the device and related consumables. Al-Danah Medical Company is responsible for ensuring compliance with all local regulation related to registering and selling the device within Qatar. Product launch in Qatar is expected to take place after the initial commercialization of the sugarBEAT device which is expected to occur in the second half of 2020. Gulf Cooperation Council excluding Qatar In February 2019, the Company signed a commercial agreement with The Principals Mena DMCC (“TPM”), for the exclusive licence and distribution of the sugarBEAT device in all countries of the Gulf Cooperation Council (“GCC”) excluding Qatar. This agreement gives TPM the exclusive rights to sell and market the Company’s products in the GCC subject to mutual agreement on minimum order quantities and supply price which are to be determined pre-launch in the territory. The Company’s responsibility is limited to the supply of the device and related consumables, and maintenance of the mobile phone application. TPM is responsible for ensuring compliance with all local regulation related to registering and selling the device within the GCC, and marketing and sales. Product launch in the GCC is expected to take place after the initial commercialization of the sugarBEAT device in Europe. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 5 – PROPERTY AND EQUIPMENT As of March 31, 2020, and March 31, 2019 property and equipment is summarized as follows: March 31, 2020 ($) 2019 ($) Property and equipment 226,548 77,597 Less accumulated depreciation (64,484 ) (20,726 ) 162,064 56,87 1 Depreciation expense related to property and equipment for the years ended March 31, 2020 and 2019 was approximately $46,000 and $9,000, respectively. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Mar. 31, 2020 | |
Disclosure Text Block [Abstract] | |
Intangible Assets | NOTE 6 - INTANGIBLE ASSETS As of March 31, 2020 and 2019 intangible assets are summarized as follows: March 31, 2020 ($) 2019 ($) Patents and licenses 307,009 261,938 Less accumulated amortization (93,929 ) (70,254 ) 213,080 191,684 Estimated amortization expense is approximately $19,000 for each of the next five years. Amortization expense related to intangible assets for the years ended March 31, 2020 and 2019 was approximately $19,000 and $24,000, respectively. |
PREPAID EXPENSES AND OTHER RECE
PREPAID EXPENSES AND OTHER RECEIVABLES | 12 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
PREPAID EXPENSES AND OTHER RECEIVABLES | NOTE 7 – PREPAID EXPENSES AND OTHER RECEIVABLES March 31, 2020 ($) 2019 ($) Prepaid expenses 351,755 529,064 Other taxes 100,708 207,396 452,463 736,460 |
OTHER LIABILITIES AND ACCRUED E
OTHER LIABILITIES AND ACCRUED EXPENSES | 12 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
OTHER LIABILITIES AND ACCRUED EXPENSES | NOTE 8 – OTHER LIABILITIES AND ACCRUED EXPENSES March 31, 2020 ($) 2019 ($) Accrued expenses 86,411 107,759 Insurance financed through note 82,555 — 168,966 107,759 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Mar. 31, 2020 | |
Disclosure Text Block [Abstract] | |
Related Party Transactions | NOTE 9 – RELATED PARTY TRANSACTIONS Nemaura Pharma Limited (“Pharma”), Black and White Health Care Limited (“B&W”) and NDM Technologies Limited (“NDM”) are entities controlled by the Company’s chief executive officer, interim chief financial officer, and majority shareholder, D.F.H. Chowdhury. Pharma has a service agreement with DDL, to undertake development, manufacture and regulatory approvals under Pharma’s ISO13485 Accreditation. In lieu of these services, Pharma invoices DDL on a periodic basis for said services. Services are provided at cost plus a service surcharge amounting to less than 10% of the total costs incurred. The following is a summary of activity between the Company and Pharma, B&W and NDM for the years ended March 31, 2020 and 2019. These amounts are unsecured, interest free, and payable on demand. March 31, 2020 2019 ($) ($) Liability due to related parties at beginning of year 964,679 613,818 Amounts invoiced by Pharma to DDL, NM and TCL (1) 1,800,517 2,312,412 Amounts invoiced by DDL to Pharma (10,963 ) (977 ) Amounts repaid by DDL to Pharma (1,897,222 ) (1,569,496 ) Amounts invoiced by B&W to DDL — 2,206 Amounts repaid by DDL to B&W — (5,622 ) Foreign exchange differences (26,918 ) (84,843 ) Forgiveness of payable accounted for as equity contribution — (302,819 ) Liability due to related parties at end of year 830,093 964,679 (1) These amounts are included primarily in research and development expenses. All related party transactions relate to operating activities in the years ended March 31, 2020 and 2019. The Company has an $8 million unsecured senior credit facility made available from certain stockholders as of August 1, 2019. The first $3.5 million became available immediately for draw down, which will help fund the Company’s European commercial launch. The credit facility is non-dilutive carrying 8% interest only payments. The principal is due on maturity in 5 years. There has been no draw down to date. No decision to date has been made on when the remaining capital will be needed and is available for draw down. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 10 – INCOME TAXES The Company and its subsidiaries file separate income tax returns. United States of America The Company is incorporated in the U.S. and is subject to a U.S. federal corporate income tax rate of 21% for the years ended March 31, 2020 and March 31, 2019. British Virgin Islands RGL is incorporated in the British Virgin Islands (“BVI”). Under the current laws of the BVI, RGL is not subject to tax on income or capital gains. In addition, upon payments of dividends by RGL, no BVI withholding tax is imposed. During the years ended March 31, 2020 and 2019, there were no income or expenses in the BVI. UK DDL, TCL and DDHL are all incorporated in the UK and the applicable UK statutory income tax rate for these companies is 19%. For the years ended March 31, 2020 and 2019 loss before income tax benefit arose in the UK and U.S. as follows: Year Ended March 31, 2020 2019 $ $ Loss before income taxes arising in UK (2,470,107 ) (2,726,862 ) Loss before income taxes arising in U.S. (2,304,451 ) (1,725,935 ) Total loss before income tax benefit (4,774,558 ) (4,452,797 ) Reconciliation of our effective tax rate to the loss calculated at the statutory U.S. federal tax rate is as follows: Year Ended March 31, 2020 2019 $ $ Loss before income taxes (4,774,558 ) (4,452,797 ) Expected tax benefit (1,003,000 ) (21 %) (935,000 ) (21 %) Foreign tax differential — 0 % 55,000 1 % Enhanced research and development (231,000 ) (5 %) (297,000 ) (7 %) Other 125,000 2 % 1,000 0 % Change in rate allowance 119,000 2 % — 0 % Change in valuation allowance 990,000 21 % 1,176,000 26 % R&D credit received 614,362 13 % — — Income tax benefit 614,362 13 % — — The tax effects of the temporary differences that give rise to significant portions of deferred income tax assets are presented below: March 31, 2020 2019 $ $ Net operating tax loss carried forwards 3,926,000 2,641,000 Research and development enhancement 797,000 867,000 Other items (319,000 ) (103,000 ) Valuation allowance (4,404,000 ) (3,405,000 ) Net deferred tax assets — — In the year ended March 31, 2020, the Company received $614,362 from HMRC (Her Majesty’s Revenue and Customs) in tax credits relating to the reimbursement of research and development expenses incurred during the years ended March 31, 2019 and 2018. This amount is reflected as a credit provision for income taxes in the Company’s consolidated statements of comprehensive loss for the year ended March 31, 2020. For each of the years ended March 31, 2020 and 2019, the Company did not have unrecognized tax benefits, and therefore no interest or penalties related to unrecognized tax benefits were accrued. Management does not expect that the amount of unrecognized tax benefits will change significantly within the next twelve months. The Company mainly files income tax returns in the U.S. and the UK. The Company is subject to U.S. federal income tax examination by tax authorities for tax years beginning in 2016. The UK tax returns for the Company’s UK subsidiaries are open to examination by the UK tax authorities for the tax years beginning in April 1, 2014. As of March 31, 2020, the Company has net operating losses (“NOLs”) of approximately $5,532,000 in the U.S. and $14,505,000 in the UK. NOLs may be carried forward indefinitely. Additionally, the Company has a research and development enhancement deduction carry forward of approximately $4,193,000 for purposes of UK income tax filings. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 11 – STOCKHOLDERS’ EQUITY Reverse stock split The Company was notified by NASDAQ on July 15, 2019 that the Company no longer met the requirements of NASDAQ Rule 5550(a)(2) requiring listed securities to maintain a minimum closing bid price of $1.00 per share. The Company effected: (i) A reverse split of the Company’s issued and outstanding common stock, par value $0.001 per share on a one (1) for ten (10) basis; and (ii) A decrease in the Company’s authorized number of shares of common stock on the same basis from 420,000,000 shares of common stock to 42,000,000 shares of common stock which were effective with NASDAQ at the opening of business on December 5, 2019. On December 19, 2019 the Company received confirmation from NASDAQ that the Company has regained compliance with the Minimum Bid Price Rule and the matter is now resolved. Other equity transactions On October 5, 2017, the Company entered into common stock exchange agreements with each of its three largest shareholders, to exchange, in the aggregate, 13,732,400 shares of the Company’s common stock for 137,324 shares of Series A Convertible Preferred Stock (the “Series A Preferred”). Each share of Series A Preferred is convertible into 1,000 shares of the Company’s common stock, automatically upon the occurrence of all of certain triggering events, as set forth in the Certificate of Designation for the Series A Preferred, namely (a) the sugarBEAT® device to be commercialized has CE regulatory approval; (b) retail sales having commenced; and (c) retail sales exceeding US$5 million, inclusive of advanced sales or voluntarily by the holder after February 7, 2018, if these triggering events have not occurred. Each holder of issued and outstanding Series A Preferred is entitled to a number of votes equal to the number of shares of common stock into which the Series A Preferred is convertible. Holders of Series A Preferred are entitled to vote on any and all matters presented to stockholders of the Company, except as provided by law. The Series A Preferred has no preference to the common stock as to dividends or distributions of assets upon liquidation or winding up of the Company (which has been agreed to by the holders of the Series A Preferred). The Company determined that the fair value of the shares of Series A Preferred issued for the shares of common stock was equivalent to the fair value of the shares of common stock exchanged. On June 5, 2018, the three holders of the Company’s Series A Preferred each delivered notices of conversion to voluntarily convert their Series A Preferred, in the aggregate amount of 137,324 of Series A Preferred shares, into 13,732,400 shares of common stock. The holders had the right to voluntarily convert each share of Series A Preferred into 1,000 shares of common stock of the Company. On October 19, 2018, the Company entered into an Equity Distribution Agreement (the “Distribution Agreement”) with Maxim Group LLC, as sales agent (“Maxim”), pursuant to which the Company may offer and sell, from time to time, through Maxim (the “Offering”), up to $20,000,000 in shares of its common stock (the “Shares”). Between October 31, 2018, and March 31, 2019, the Company issued 23,500 shares of its common stock through the Distribution Agreement and received gross proceeds of $455,105. $161,102 of costs were incurred in relation to this transaction. For the year ended March 31, 2020, a total of 14,338 shares were issued under the Distribution Agreement generating gross proceeds of $152,492 and costs of $40,365. As of March 31, 2020, the Company may sell, from time to time, the remaining $19,392,401 under the distribution agreement. On December 18, 2018, the Company entered into a placement agency agreement with Dawson James Securities, Inc. with respect to the issuance and sale of an aggregate of up to 240,000 units, each unit consisting of one share of common stock, together with one warrant to purchase one share of common stock at an exercise price equal to $10.40 per share, in a public offering. The warrants offered in the public offering will terminate on the fifth anniversary of the date of issuance. The public offering price for each unit was $10.40. The closing of the offering occurred on December 20, 2018 and at such closing the Company sold 194,206 shares of common stock and 194,206 warrants for gross proceeds of $2,019,743. The net proceeds to the Company from the sale of the shares of common stock and the warrants was $1,691,541, after deducting $328,302 of placement agent commissions and other offering expenses payable by the Company. As of March 31, 2020 6,136 of the warrants had been exercised, generating $63,811 of additional funds. At March 31, 2020, there were 185,570 warrants outstanding. Effective December 18, 2018, the Company issued a unit purchase option to the placement agent to purchase 9,710 shares and 9,710 warrants. The Company has classified this option as equity. The unit purchase option has a term of three years and an exercise price of $13.00 per unit. |
OTHER ITEMS
OTHER ITEMS | 12 Months Ended |
Mar. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
OTHER ITEMS | NOTE 12 – OTHER ITEMS (a) Investor relations agreements The Company currently entered into contracts with several investor relations specialists to help support the ongoing financing activities of the business. On June 27, 2018, the Company entered into a Master Services Agreement with investor relations company 1, pursuant to which for an initial three month term, the third party shall provide services related to advising and assisting the Company in developing and implementing appropriate plans and materials for presenting the Company and its business plans, strategy and personnel to the financial community, introducing the Company to the financial community through the use of social media, digital media and other online awareness campaigns. The aggregate fees in the amount of $160,000 were payable to the third party during the initial three-month term. On July 23, 2018 the Board of Directors approved the issuance of a warrant to the third party exercisable for 7,500 shares of common stock at an exercise price of $0.10 per share. As of September 30, 2018, the Company recognized $114,500 of stock-based compensation expense related to the 5,000 warrants that had vested as of that date based on a fair value of $22.90 per warrant. On October 9, 2018, 5,000 shares of common stock were issued to the third party, as a result of the third party’s exercise of 5,000 warrants on September 24, 2018. At March 31, 2019, all liabilities for share based compensation were considered fully settled. It was agreed by both parties that there is no further obligation to issue the remaining 2,500 warrants. On August 31, 2018, the Company entered into an agreement to receive investor relations services from investor relations company 2. The term of the agreement was 1 year, although cancellable after 3 months if certain performance-based conditions are not met, including if the share trade volumes fail to meet an average of 10,000 shares per day minimum. Compensation was partly in cash and partly in restricted stock, 4,000 shares of restricted stock due on the 3-month anniversary and the final 4,000 due on the one-year anniversary, provided performance conditions were met as per the agreement. On November 30, 2018, 2,000 shares of common stock were issued to investor relations company 2 in compensation for services performed over the previous 3 months. A fair value of $19.00 was established based on the closing price of the common stock on November 30, 2018 and $38,000 was expensed. This fulfilled all liabilities in relation to this agreement and as of November 30, 2018 the agreement was terminated. On December 1, 2018 a new agreement was entered into to receive investor relations services from investor relations company 2. The term of the agreement was 1 year, although cancellable at the end of each three-month period if certain performance obligations were not met, including if the share trade volumes fail to meet an average of 10,000 shares per day minimum. Compensation was partly in cash and partly in restricted stock. A cash payment of $22,500 was due at the beginning of each quarter and 1,250 shares of restricted common stock will be issued at the end of each quarter dependent on the performance obligations being met. On March 1, 2019, the existing agreement with investor relations company 2 was cancelled and replaced with a rolling monthly contract. At this point it was agreed that there was no obligation to issue the 1,250 shares that were part of the compensation for the December 1, 2018 contract. Compensation for the new agreement was a rolling contract in the form of a $5,000 payment made at the beginning of each month. There is no stock-based compensation included in this agreement. On May 1, 2019, we reinstated the existing agreement with investor relations company 2, which remained a rolling monthly contract. The cash fees expensed for the year ended March 31, 2020 were $59,500 with 16,250 shares issued and expensed to investor relations for consideration of $116,461. On December 11, 2018 the Company entered into an agreement to receive investor relations services from investor relations company 3. The term of this agreement was 3 months. Compensation was partly in cash and partly in restricted common stock. At the beginning of each month a cash payment of $10,000 was be made and 1,500 shares of restricted stock issued. As a result of this agreement a total of 4,500 shares were issued with an average fair value of $10.50 and $47,400 was expensed in relation to this agreement during the year ended March 31, 2019. On March 18, 2019 the Company cancelled its existing agreement and entered into a new agreement with investor relations company 3. The term of this contract was agreed to be on a month to month basis. Compensation was partly in cash and partly in restricted common stock. At the beginning of each monthly term a cash payment of $5,000 was be made and 750 shares of restricted stock issued. At March 31, 2019 750 shares were issued in relation to this contract. A fair value of $10.30 with a total value of $7,725, $3,240 of this cost was treated as a prepayment as the contract length spans the month end. This contract ended in May 2019 and total stock compensation expense for the year ended March 31, 2020 was $17,888. (b) Management Consulting Agreement On December 3, 2018, the Company entered into an agreement to receive management consulting advice from management consulting company 1. The term of this agreement was 12 months but was cancellable prior to this date on written notice to the other party. Compensation was partly in cash and partly in restricted stock. A cash payment of $25,000 together with the issuance of 1,250 shares of restricted common stock was made at the inception of the agreement and was made at the beginning of each subsequent quarter. A fair value of $19.00 was established for the shares issued in December 2018 based on the closing price of common stock on December 3, 2018 with a total of $23,750 being expensed. A fair value of $11.40 was established for the shares issued on March 2019, based on the closing price of common stock on March 4, 2019. $9,500 of the total $14,250 expense was treated as a pre-payment as of March 31, 2019. On February 4, 2019, the Company signed an addendum to the contract with management consulting company 1. This extended the range of services from this company. Compensation for the initial 120-day period was in the form of a cash payment of $20,000 and the issuance of 2,000 restricted shares of common stock. Compensation for subsequent 90-day periods was comprised of a cash payment of $15,000 and the issuance of 1,500 restricted shares of common stock. The contract was on a rolling 90-day period and could be cancelled at the end of each three-month period and at the end of the initial 120-day period. A fair value of $11.10 was established based on the closing price of common stock on February 4, 2019. $11,100 of the total $22,200 expense was treated as a pre-payment as of March 31, 2019. For the year ended March 31, 2020 cash expense totaled $186,176 and stock-based compensation was $98,150. On January 7, 2019 the Company entered into a six-month contract with management consulting company 2 for the provision of specialist consulting services. Compensation was wholly through the issue of 25,000 restricted shares of common stock which were issued on commencement of the contract and 15,000 additional restricted shares which issued on the fourth month after commencement of the contract. If the contract was terminated prior to the fourth month, the additional restricted shares would not be payable. The fair value was based on the closing price of common stock on January 7, 2019, of $9.90 per common share. $61,875 of the total $247,500 expense was treated as a pre-payment as of March 31, 2019. During the year ended March 31, 2019, the Company issued a total of 36,750 restricted common shares and warrants to purchase 5,000 common shares to investor relations and management consultants. The equity instruments were valued at $515,325 of which $429,610 was expensed and $85,715 is included in prepaid expenses as of March 31, 2019. During the year ended March 31, 2020, the Company issued a total of 297,500 restricted common shares to investor relations and management consultants. The equity instruments were valued at $479,324 of which $451,924 was expensed and $27,400 is included in prepaid expenses as of March 31, 2020. (c) Debt Financing During the year ended March 31, 2020, the Company entered into an agreement with a bank to finance an invoice payable related to an insurance policy. The principal was $132,342 to be repaid over 9 monthly payments with interest charged at an annual percentage rate of 13.9%. This policy was cancelled and repaid in full. A second insurance policy was entered into by the Company with a bank to finance an invoice payable related to an insurance policy. The principal was $123,451 to be repaid over three quarterly payments with interest charged at an annual percentage rate of 5.28%. The remaining balance of $82,555 is included within other liabilities and accrued expenses on the March 31, 2020 consolidated balance sheet. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 13 – Subsequent Events ATM Facility Subsequent to March 31, 2020, and through June 26, 2020, the Company raised gross proceeds of $4,097,083 for the issuance of 393,352 shares of common stock. Exercise of Warrants Subsequent to March 31, 2020 and through June 26, 2020, the Company raised gross proceeds of $394,503 from the exercise of warrants and the issuance of 37,933 shares at $10.40 per share. COVID-19 The impact of COVID-19 is not expected to have any long term detrimental effect on the Company’s success. While key suppliers have not been accessible throughout the whole period of the outbreak, we have been able to be flexible in our priorities and respond favorably to the challenges faced during the outbreak. We have also seen a surge in the uptake of technologies for remote and patient self- monitoring, which therefore potentially enhances the prospects for the likes of the Company and its CGM product and planned digital healthcare offering. Note Purchase Agreement On April 15, 2020, the Company entered into a note purchase agreement (the “Note Purchase Agreement”) by and among the Company, DDL, TCL and Chicago Venture Partners, L.P. (the “Investor”). Pursuant to the terms of the Note Purchase Agreement, the Company agreed to issue and sell to the Investor and the Investor agreed to purchase from the Company a secured promissory note (the “Secured Note”) in the original principal amount of $6,015,000. In consideration thereof, on April 15, 2020 (the closing date), (i) the Investor (a) paid $1,000,000 in cash, (b) issued to the Company (1) Investor Note #1 in the principal amount of $2,000,000 (“Investor Note #1”), and (2) Investor Note #2 in the principal amount of $2,000,000 (“Investor Note #2” and together with Investor Note #1, the “Investor Notes”), and (ii) the Company delivered the Secured Note on behalf of the Company, to the Investor, against delivery of the Purchase Price. For these purposes, the “Purchase Price” means the Investor’s initial cash purchase price, together with the sum of the initial principal amounts of the Investor Notes. The Secured Note is secured by the Collateral (as hereinafter defined). The Secured Note carries an original issue discount (“OID”) of $1,000,000. In addition, the Company agreed to pay $15,000 to the Investor to cover the Investor’s legal fees, accounting costs, due diligence, monitoring and other transaction costs incurred in connection with the purchase and sale of the Secured Note (the “Transaction Expense Amount”), all of which amount is included in the initial principal balance of the Secured Note. The Purchase Price for the Secured Note is $5,000,000, computed as follows: $6,015,000 original principal balance, less the OID, less the Transaction Expense Amount. The borrowing period is 24 months and the Company shall pay the outstanding balance and all fees on maturity. A monitoring fee equal to 0.833% of the outstanding balance will automatically be added to the outstanding balance on the first day of each month. The debt less the discount will be accreted over the term of the Note using the effective interest method. Security Agreement On April 15, 2020, the Company entered into the Security Agreement by the Company, DDL and TCL, in favor of the Investor (the “Security Agreement”). Pursuant to the terms of the Security Agreement, the Company entered into the Security Agreement and granted the Investor a first-priority security interest in all rights, title, interest, claims and demands of the Company in and to all of the Company’s patents and all other proprietary rights, and all rights corresponding to the Company’s patents throughout the world, now owned and existing, and all replacements, proceeds, products and accessions thereof. Employee equity compensation plan The Company adopted the Nemaura Medical Inc., Omnibus Incentive Plan (the “Plan”) effective May 15, 2020. The Plan authorized 1,000,000 shares of common stock for issuance under the Plan for future grants. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Mar. 31, 2020 | |
Policy Text Block [Abstract] | |
Cash | Cash Cash consists primarily of cash deposits maintained in the UK. |
Fair Value of Financial Instruments | Fair value of financial instruments The Company's financial instruments primarily consist of cash, fixed rate cash accounts, accounts payable and other current liabilities. The estimated fair values of non-related party financial instruments approximates their carrying values as presented, due to their short maturities. The fair value of amounts payable to related parties are not practicable to estimate due to the related party nature of the underlying transactions. |
Property and equipment | Property and equipment Property and equipment is stated at cost and depreciated using the straight-line method over the estimated useful lives of the assets, generally four to five years. This is charged to operating expenses. |
Intangible Assets | Intangible assets Intangible assets consist of licenses and patents associated with the sugarBEAT device and are amortized on a straight-line basis, generally over their legal lives of up to 20 years and are reviewed for impairment. Costs capitalized relate to invoices received from third parties and not any internal costs. The Company evaluates its intangible assets (all have finite lives) and other long-lived assets for impairment whenever events or circumstances indicate that they may not be recoverable, or at least annually. Recoverability of finite and other long-lived assets is measured by comparing the carrying amount of an asset group to the future undiscounted net cash flows expected to be generated by that asset group. The Company groups assets for purposes of such review at the lowest level for which identifiable cash flows of the asset group are largely independent of the cash flows of the other groups of assets and liabilities. The amount of impairment to be recognized for finite and other long-lived assets is calculated as the difference between the carrying value and the fair value of the asset group, generally measured by discounting estimated future cash flows. There were no impairment indicators present during the years ended March 31 2020 or 2019. |
Revenue Recognition | Revenue recognition While the Company is not currently recognizing revenue, we have considered the guidelines within Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers . The Company may enter into product development and other agreements with collaborative partners. The terms of the agreements may include non-refundable signing and licensing fees, milestone payments and royalties on any product sales derived from collaborations. |
Deferred revenue | Deferred revenue The Company has entered into license agreements and for these, recognizes up front license payments as revenue upon delivery of the license only if the license has stand-alone value to the customer. However, where further performance criteria must be met, revenue is deferred and recognized on a straight-line basis over the period the Company is expected to complete its performance obligations. Royalty revenue will be recognized upon the sale of the related products provided the Company has no remaining performance obligations under the agreement. |
Inventory | Inventory Inventory is stated at the lower of cost or net realizable value, with cost determined on a first-in first-out basis. At present all inventory relates to raw materials purchased from third parties and to be used in the Company’s product. |
Income taxes | Income taxes Income taxes are accounted for under the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and operating loss carry forwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided to reduce the carrying amount of deferred income tax assets if it is considered more likely than not that some portion, or all, of the deferred income tax assets will not be realized. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company has elected to classify interest and penalties related to unrecognized tax benefits as part of income tax expense in the consolidated statements of comprehensive loss. The Company does not have any accrued interest or penalties associated with any unrecognized tax benefits, nor was any interest expense related to unrecognized tax benefits recognized for the years ended March 31, 2020 and 2019. In December 2017, the U.S. Tax Cuts and Jobs Act was signed into law. Generally, this Act reduces corporate rates from a top rate of 35% to a top rate of 21%, effective January 1, 2018. As the Company’s U.S. operations are minimal, and all deferred tax assets maintain a full valuation allowance, there is no significant impact to the Company as of and for the years ended March 31, 2020 and 2019. |
Earnings (loss) per share | Earnings (loss) per share Basic earnings (loss) per share is computed by dividing income (loss) available to common stockholders by the weighted-average number of common shares outstanding during the period. For the years ended March 31, 2020 and 2019, warrants to purchase one million shares of common stock were anti-dilutive and were excluded from the calculation of diluted loss per share . |
Use of estimates | Use of estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the periods presented. Actual results may differ from those estimates. |
Foreign currency translation | Foreign currency translation The functional currency of the Company is the GBP. The reporting currency is the US$. Stockholders' equity is translated into US$ from GBP at historical exchange rates. Assets and liabilities are translated at the exchange rates as of the balance sheet date. Income and expenses are translated at the average exchange rates prevailing during the reporting period. Adjustments resulting from translating the consolidated financial statements into US$ are recorded as a separate component of accumulated other comprehensive loss in stockholders’ equity. |
Stock-based compensation | Stock-based compensation For stock options granted as consideration for services rendered by non-employees, the Company recognizes compensation expense in accordance with the requirements of ASC Topic 505-50, Equity Based Payments to Non-Employees For restricted common stock and stock option awards that have performance-based conditions, the Company recognizes the stock-based compensation expense at the fair value of the award based on the date that the performance conditions have been met. The Company calculates the fair value of the stock options using the Black Scholes option pricing model. The fair value of restricted common stock awards is based on the closing price of the Company’s common stock on the applicable measurement date. The assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. To date, the Company has not granted any stock-based compensation awards to employees. |
Direct costs incurred for equity financing | Direct costs incurred for equity financing The Company includes all direct costs incurred in connection with successful equity financings as a component of additional paid-in capital. Direct costs incurred for equity financings that are unsuccessful are expensed. |
Risks and Uncertainties | Risks and Uncertainties The Company is in the commercialization stage for sugarBEAT in the EU now that CE mark has been received. The Company has entered into sales and marketing agreements for the product. It has also placed orders for the first commercial batch of transmitter devices with an electronics manufacturer. It has not entered into exclusive manufacturing agreements with any of its contract manufacturers. Uncertainties still exist with regards to regulatory acceptance of the Company’s primary product development efforts in territories outside of Europe. |
Reverse stock split | Reverse stock split The activity described in these consolidated financial statements reflects this one for ten reverse split which was effective on November 27, 2019. All shares and amounts included have been retroactively restated. |
Recent accounting pronouncements | Recent accounting pronouncements The Company continually assesses any new accounting pronouncements to determine their applicability. When it is determined that a new accounting pronouncement affects the Company's financial reporting, the Company undertakes a study to determine the consequences of the change to its consolidated financial statements and assures that there are proper controls in place to ascertain that the Company's consolidated financial statements properly reflect the change. In March 2016, the FASB issued ASU No. 2016-02, Leases. The main difference between the provisions of ASU No. 2016-02 and previous U.S. GAAP is the recognition of right-of-use assets and lease liabilities by lessees for those leases classified as operating leases under previous U.S. GAAP. ASU No. 2016-02 retains a distinction between finance leases and operating leases, and the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from previous U.S. GAAP. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize right-of-use assets and lease liabilities. The accounting applied by a lessor is largely unchanged from that applied under previous U.S. GAAP. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. This ASU is effective for public business entities in fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company will adopt this standard on April 1, 2020. The impact of adoption of this ASU on the Company’s consolidated financial statements is not expected to be significant. |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | As of March 31, 2020, and March 31, 2019 property and equipment is summarized as follows: March 31, 2020 ($) 2019 ($) Property and equipment 226,548 77,597 Less accumulated depreciation (64,484 ) (20,726 ) 162,064 56,87 1 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
Table Text Block Supplement [Abstract] | |
Schedule of Intangible Assets | As of March 31, 2020 and 2019 intangible assets are summarized as follows: March 31, 2020 ($) 2019 ($) Patents and licenses 307,009 261,938 Less accumulated amortization (93,929 ) (70,254 ) 213,080 191,684 |
PREPAID EXPENSES AND OTHER RE_2
PREPAID EXPENSES AND OTHER RECEIVABLES (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
PREPAID EXPENSES AND OTHER RECEIVABLES | March 31, 2020 ($) 2019 ($) Prepaid expenses 351,755 529,064 Other taxes 100,708 207,396 452,463 736,460 |
OTHER LIABILITIES AND ACCRUED_2
OTHER LIABILITIES AND ACCRUED EXPENSES (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
OTHER LIABILITIES AND ACCRUED EXPENSES | March 31, 2020 ($) 2019 ($) Accrued expenses 86,411 107,759 Insurance financed through note 82,555 — 168,966 107,759 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
Table Text Block Supplement [Abstract] | |
Schedule of Related Party Transactions | The following is a summary of activity between the Company and Pharma, B&W and NDM for the years ended March 31, 2020 and 2019. These amounts are unsecured, interest free, and payable on demand. March 31, 2020 2019 ($) ($) Liability due to related parties at beginning of year 964,679 613,818 Amounts invoiced by Pharma to DDL, NM and TCL (1) 1,800,517 2,312,412 Amounts invoiced by DDL to Pharma (10,963 ) (977 ) Amounts repaid by DDL to Pharma (1,897,222 ) (1,569,496 ) Amounts invoiced by B&W to DDL — 2,206 Amounts repaid by DDL to B&W — (5,622 ) Foreign exchange differences (26,918 ) (84,843 ) Forgiveness of payable accounted for as equity contribution — (302,819 ) Liability due to related parties at end of year 830,093 964,679 (1) These amounts are included primarily in research and development expenses. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of loss before Income Tax, Domestic and Foreign | For the years ended March 31, 2020 and 2019 loss before income tax benefit arose in the UK and U.S. as follows: Year Ended March 31, 2020 2019 $ $ Loss before income taxes arising in UK (2,470,107 ) (2,726,862 ) Loss before income taxes arising in U.S. (2,304,451 ) (1,725,935 ) Total loss before income tax benefit (4,774,558 ) (4,452,797 ) |
Reconciliation of effective tax rate | Reconciliation of our effective tax rate to the loss calculated at the statutory U.S. federal tax rate is as follows: Year Ended March 31, 2020 2019 $ $ Loss before income taxes (4,774,558 ) (4,452,797 ) Expected tax benefit (1,003,000 ) (21 %) (935,000 ) (21 %) Foreign tax differential — 0 % 55,000 1 % Enhanced research and development (231,000 ) (5 %) (297,000 ) (7 %) Other 125,000 2 % 1,000 0 % Change in rate allowance 119,000 2 % — 0 % Change in valuation allowance 990,000 21 % 1,176,000 26 % R&D credit received 614,362 13 % — — Income tax benefit 614,362 13 % — — |
Schedule of deferred income tax assets | The tax effects of the temporary differences that give rise to significant portions of deferred income tax assets are presented below: March 31, 2020 2019 $ $ Net operating tax loss carried forwards 3,926,000 2,641,000 Research and development enhancement 797,000 867,000 Other items (319,000 ) (103,000 ) Valuation allowance (4,404,000 ) (3,405,000 ) Net deferred tax assets — — |
ORGANIZATION, PRINCIPAL ACTIV_2
ORGANIZATION, PRINCIPAL ACTIVITIES AND MANAGEMENT'S PLANS (Details Narrative) - USD ($) | Mar. 31, 2020 | Mar. 31, 2019 |
Disclosure Text Block [Abstract] | ||
Accumulated deficit | $ (17,586,075) | $ (13,425,879) |
Cash available on hand | 106,107 | |
Senior credit facility available | 8,000,000 | |
Credit facility available | $ 3,500,000 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Impairment charges | $ 0 | $ 0 |
Unrecognized tax benefits | $ 0 | $ 0 |
Effective income tax rate | 21.00% | 35.00% |
Warrants [Member] | ||
Anti-dilutive common stock | 185,570 | 188,070 |
Warrants One [Member] | ||
Anti-dilutive common stock | 9,710 | 9,710 |
Option [Member] | ||
Anti-dilutive common stock | 9,710 | 9,710 |
LICENSING AGREEMENT (Details Na
LICENSING AGREEMENT (Details Narrative) - USD ($) | Mar. 31, 2020 | Mar. 31, 2019 |
Licensing Agreement Details Narrative | ||
Non-refundable, upfront cash payment | $ 1,240,000 | $ 1,303,000 |
Deferred revenue | $ 93,000 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Mar. 31, 2020 | Mar. 31, 2019 |
Property, Plant and Equipment [Abstract] | ||
Fixtures and fittings | $ 226,548 | $ 77,597 |
Less accumulated depreciation | (64,484) | (20,726) |
Property and equipment, net | $ 162,064 | $ 56,871 |
PROPERTY AND EQUIPMENT (Detai_2
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 46,000 | $ 9,000 |
INTANGIBLE ASSETS (Details)
INTANGIBLE ASSETS (Details) - USD ($) | Mar. 31, 2020 | Mar. 31, 2019 |
Intangible Assets, Net (Including Goodwill) [Abstract] | ||
Patents and licenses | $ 307,009 | $ 261,938 |
Less accumulated amortization | (93,929) | (70,254) |
Intangible assets | $ 213,080 | $ 191,684 |
INTANGIBLE ASSETS (Details Narr
INTANGIBLE ASSETS (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Intangible Assets, Net (Including Goodwill) [Abstract] | ||
Estimated amortization expense | $ 19,000 | |
Estimated amortization expense, year two | 19,000 | |
Estimated amortization expense, year three | 19,000 | |
Estimated amortization expense, year four | 19,000 | |
Estimated amortization expense, year five | 19,000 | |
Amortization expense related to intangible assets | $ 19,000 | $ 24,000 |
PREPAID EXPENSES AND OTHER RE_3
PREPAID EXPENSES AND OTHER RECEIVABLES (Details) - USD ($) | Mar. 31, 2020 | Mar. 31, 2019 |
Notes to Financial Statements | ||
Prepaid expenses | $ 351,755 | $ 529,064 |
Other taxes | 100,708 | 207,396 |
Prepaid expenses and other receivables | $ 452,463 | $ 736,460 |
OTHER LIABILITIES AND ACCRUED_3
OTHER LIABILITIES AND ACCRUED EXPENSES (Details) - USD ($) | Mar. 31, 2020 | Mar. 31, 2019 |
Payables and Accruals [Abstract] | ||
Accrued expenses | $ 86,411 | $ 107,759 |
Insurance financed through note | 82,555 | 0 |
Other Liabilities and Accrued Expenses | $ 168,966 | $ 107,759 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Related Party Transactions [Abstract] | ||
Balance due (to)/from Pharma and NDM at beginning of period | $ 964,679 | $ 613,818 |
Amount invoiced by Pharma to DDL, NM and TCL | 1,800,517 | 2,312,412 |
Amounts invoiced by DDL to Pharma | (10,963) | (977) |
Amounts repaid by DDL to Pharma | (1,897,222) | (1,569,496) |
Amounts invoiced by B&W to DDL | 0 | 2,206 |
Amounts repaid by DDL to B&W | 0 | (5,622) |
Foreign exchange differences | (26,918) | (84,843) |
Forgiveness of payable accounted for as equity contribution | 0 | (302,819) |
Net balance due to Pharma and NDM at end of the period | $ 830,093 | $ 964,679 |
RELATED PARTY TRANSACTIONS (D_2
RELATED PARTY TRANSACTIONS (Details Narrative) | 12 Months Ended |
Mar. 31, 2020USD ($) | |
Related Party Transactions [Abstract] | |
Senior credit facility available | $ 8,000,000 |
Credit facility available | $ 3,500,000 |
Interest rate | 8.00% |
Maturity term | 5 years |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Loss before income taxes arising in UK | $ (2,470,107) | $ (2,726,862) |
Loss before income taxes arising in United States | (2,304,451) | (1,725,935) |
Total loss before income tax | $ (4,160,196) | $ (4,452,797) |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Loss before income taxes | $ (4,774,558) | $ (4,452,797) |
Expected tax benefit | (1,003,000) | (935,000) |
Foreign tax differential | 0 | 55,000 |
Enhanced research and development | (231,000) | (297,000) |
Other | 125,000 | 1,000 |
Change in rate allowance | 119,000 | 0 |
Change in valuation allowance | 990,000 | 1,176,000 |
R&D credit received | 614,362 | 0 |
Actual income tax benefit | $ (614,362) | $ 0 |
Expected tax benefit | (21.00%) | (21.00%) |
Foreign tax differential | 0.00% | 1.00% |
Enhanced research and development | (5.00%) | (7.00%) |
Other | 2.00% | 0.00% |
Change in rate allowance | 2.00% | 0.00% |
Change in valuation allowance | 21.00% | 26.00% |
R&D credit received | 13.00% | 0.00% |
Income tax benefit | 13.00% | 0.00% |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) - USD ($) | Mar. 31, 2020 | Mar. 31, 2019 |
Income Tax Disclosure [Abstract] | ||
Net operating tax loss carried forwards | $ 3,926,000 | $ 2,641,000 |
Research and development enhancement | 797,000 | 867,000 |
Other items | (319,000) | (103,000) |
Valuation allowance | (4,404,000) | (3,405,000) |
Net deferred tax assets | $ 0 | $ 0 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income tax rate | 21.00% | 21.00% |
Research and development | $ 231,000 | $ 297,000 |
UNITED STATES | ||
Income tax rate | 21.00% | 21.00% |
Net operating losses | $ 5,532,000 | |
UNITED KINGDOM | ||
Income tax rate | 19.00% | 19.00% |
Net operating losses | $ 14,505,000 | |
Research and development | 4,193,000 | |
Tax credits | $ 614,362 |
STOCKHOLDERS' EQUITY (Details N
STOCKHOLDERS' EQUITY (Details Narrative) - USD ($) | Oct. 05, 2017 | Dec. 20, 2018 | Dec. 18, 2018 | Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 |
Reverse stock split | one (1) for ten (10) basis | |||||||
Conversion of common stock | 13,732,400 | |||||||
Common stock converted into convertible Preferred Stock | 137,324 | |||||||
Conversion basis | Each share of Series A Preferred into 100 shares of common stock of the Company | |||||||
Common Stock, Shares Issued | 20,850,848 | 20,765,592 | 20,765,592 | 20,850,848 | 20,765,592 | |||
Common Stock, Shares Outstanding | 20,850,848 | 20,765,592 | 20,765,592 | 20,850,848 | 20,765,592 | |||
Sale of remaining common stock | 19,392,401 | 19,392,401 | ||||||
Proceeds from warrants | $ 63,811 | |||||||
Proceeds from sale of common stock and warrants | $ 0 | |||||||
Warrants exercised | 6,136 | |||||||
Warrants outstanding | 185,570 | 185,570 | ||||||
Distribution Agreement | ||||||||
Number of common stock sold | 23,500 | 14,338 | ||||||
Proceeds from common stock sold | $ 455,105 | $ 152,492 | ||||||
Related cost | $ 161,102 | $ 40,365 | ||||||
Placement agency agreement | ||||||||
Number of common stock sold | 194,206 | 240,000 | ||||||
Public offering price | $ 10.4 | |||||||
Sale of warrants | 194,206 | |||||||
Proceeds from warrants | $ 2,019,743 | |||||||
Proceeds from sale of common stock and warrants | 1,691,541 | |||||||
Placement agent commissions | $ 328,302 | |||||||
Warrants exercisable | $ 13 | |||||||
Warrants term | 3 years | |||||||
Share capital | ||||||||
Anti-dilutive common stock | 1,000,000 | 1,000,000 | 1,000,000 | 1,000,000 | ||||
Warrants [Member] | ||||||||
Anti-dilutive common stock | 185,570 | 188,070 | ||||||
Warrants One [Member] | ||||||||
Anti-dilutive common stock | 9,710 | 9,710 | ||||||
Warrants One [Member] | Placement agency agreement | ||||||||
Anti-dilutive common stock | 9,710 | |||||||
Option [Member] | ||||||||
Anti-dilutive common stock | 9,710 | 9,710 | ||||||
Option [Member] | Placement agency agreement | ||||||||
Anti-dilutive common stock | 9,710 |
OTHER ITEMS (Details Narrative)
OTHER ITEMS (Details Narrative) - USD ($) | Mar. 04, 2019 | Mar. 01, 2019 | Feb. 04, 2019 | Feb. 04, 2019 | Jan. 07, 2019 | Dec. 11, 2018 | Dec. 03, 2018 | Dec. 01, 2018 | Nov. 30, 2018 | Sep. 30, 2018 | Sep. 24, 2018 | Aug. 31, 2018 | Jul. 23, 2018 | Mar. 31, 2020 | Mar. 31, 2019 | Oct. 09, 2018 | Jul. 27, 2018 |
Stock-based compensation | $ 565,039 | $ 429,610 | |||||||||||||||
Common Stock, Shares Issued | 20,850,848 | 20,765,592 | |||||||||||||||
Prepaid expenses | $ 351,755 | $ 529,064 | |||||||||||||||
Investor relations agreements [Member] | Investor relations company 3 | |||||||||||||||||
Stock-based compensation | $ 17,888 | ||||||||||||||||
Fair value | 10.50 | 10.30 | |||||||||||||||
Common Stock, Shares Issued | 4,500 | 750 | |||||||||||||||
Related party expenses | $ 47,400 | $ 7,725 | |||||||||||||||
Cash prepayment expenses | 3,240 | ||||||||||||||||
Investor relations agreements [Member] | Investor relations company 2 | |||||||||||||||||
Stock-based compensation | $ 38,000 | ||||||||||||||||
Common Stock, Shares Issued | 16,250 | 2,000 | |||||||||||||||
Exercise of warrants | 19 | ||||||||||||||||
Number of restriceted shares issued | 1,250 | 4,000 | |||||||||||||||
Related party expenses | $ 59,500 | ||||||||||||||||
Cash payment | 5,000 | $ 22,500 | |||||||||||||||
Investor relations for consideration | $ 116,461 | ||||||||||||||||
Investor relations agreements [Member] | Investor relations company 1 | |||||||||||||||||
Fees payable | $ 160,000 | ||||||||||||||||
Stock-based compensation | $ 114,500 | ||||||||||||||||
Number of warrants issued | 5,000 | ||||||||||||||||
Fair value | 22.90 | ||||||||||||||||
Common Stock, Shares Issued | 5,000 | ||||||||||||||||
Exercise of warrants | 5,000 | 7,500 | |||||||||||||||
Exercise Price | $ .10 | ||||||||||||||||
Management Consulting Agreement [Member] | Management consulting company 1 | |||||||||||||||||
Stock-based compensation | $ 22,200 | $ 23,750 | 98,150 | 14,250 | |||||||||||||
Fair value | 11.40 | 11.10 | 19 | ||||||||||||||
Number of restriceted shares issued | 2,000 | 1,500 | 1,250 | ||||||||||||||
Cash payment | $ 20,000 | $ 15,000 | $ 25,000 | ||||||||||||||
Cash prepayment expenses | $ 11,100 | 9,500 | |||||||||||||||
Cash expenses | 186,176 | ||||||||||||||||
Management Consulting Agreement [Member] | Management consulting company 2 | |||||||||||||||||
Stock-based compensation | $ 247,500 | ||||||||||||||||
Number of warrants issued | 5,000 | ||||||||||||||||
Fair value | 9.90 | ||||||||||||||||
Number of restriceted shares issued | 25,000 | 36,750 | |||||||||||||||
Related party expenses | 451,924 | $ 429,610 | |||||||||||||||
Cash prepayment expenses | 61,875 | ||||||||||||||||
Equity instruments | 297,500 | 515,325 | |||||||||||||||
Prepaid expenses | 27,400 | $ 85,715 | |||||||||||||||
Insurance Policy Agreement [Member] | |||||||||||||||||
Repayment of debt | $ 132,342 | ||||||||||||||||
Interest percentage rate | 13.90% | ||||||||||||||||
Insurance Policy Agreement 2 [Member] | |||||||||||||||||
Repayment of debt | $ 123,451 | ||||||||||||||||
Interest percentage rate | 5.28% | ||||||||||||||||
Other liabilities and accrued expenses | $ 82,555 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Apr. 15, 2020 | Jun. 26, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | May 15, 2020 | |
Proceeds from issuance of common stock | $ 152,492 | $ 455,105 | |||
Proceeds from exercise of warrants | $ 26,000 | $ 64,311 | |||
Subsequent Event [Member] | |||||
Proceeds from issuance of common stock | $ 4,097,083 | ||||
Number of common stock issued | 393,352 | ||||
Proceeds from exercise of warrants | $ 394,503 | ||||
Number of warrants exercised | 37,933 | ||||
Warrant exercise price | $ 10.40 | ||||
Subsequent Event [Member] | Omnibus Incentive Plan [Member] | |||||
Common stock authorized | 1,000,000 | ||||
Subsequent Event [Member] | Note Purchase Agreement [Member] | Investor [Member] | Secured Note [Member] | |||||
Principal amount | $ 6,015,000 | ||||
Amount paid in cash | 1,000,000 | ||||
Legal fees | 15,000 | ||||
Original issue discount | 1,000,000 | ||||
Purchase Price | $ 5,000,000 | ||||
Term | 24 months | ||||
Monitoring fee percentage | 0.833% | ||||
Subsequent Event [Member] | Note Purchase Agreement [Member] | Investor [Member] | Investor Note #1 [Member] | |||||
Principal amount | $ 2,000,000 | ||||
Subsequent Event [Member] | Note Purchase Agreement [Member] | Investor [Member] | Investor Note #2 [Member] | |||||
Principal amount | $ 2,000,000 |