Cover
Cover - shares | 6 Months Ended | |
Sep. 30, 2023 | Nov. 13, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2023 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2024 | |
Current Fiscal Year End Date | --03-31 | |
Entity File Number | 001-38892 | |
Entity Registrant Name | BEYOND AIR, INC. | |
Entity Central Index Key | 0001641631 | |
Entity Tax Identification Number | 47-3812456 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 900 Stewart Avenue | |
Entity Address, Address Line Two | Suite 301 | |
Entity Address, City or Town | Garden City | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 11530 | |
City Area Code | 516 | |
Local Phone Number | 665-8200 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | XAIR | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 31,972,434 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Mar. 31, 2023 |
Current assets | ||
Cash and cash equivalents | $ 13,179 | $ 29,158 |
Marketable securities | 25,463 | 16,724 |
Restricted cash | 5,231 | 10,129 |
Accounts receivable | 205 | |
Inventory, net | 1,574 | 1,129 |
Grant receivable | 420 | |
Other current assets and prepaid expenses | 1,481 | 1,850 |
Total current assets | 47,134 | 59,410 |
Licensed right to use technology | 1,529 | 1,632 |
Right-of-use lease assets | 2,294 | 2,493 |
Property and equipment, net | 6,824 | 5,003 |
Other assets | 224 | 212 |
TOTAL ASSETS | 58,005 | 68,749 |
Current liabilities | ||
Accounts payable | 3,292 | 2,016 |
Accrued expenses | 8,496 | 16,613 |
Operating lease liability, current portion | 391 | 376 |
Loans payable, current portion | 275 | 775 |
Total current liabilities | 12,454 | 19,780 |
Operating lease liability, net | 2,087 | 2,321 |
Long-term debt | 14,044 | 120 |
Warrant Liability | 238 | |
Derivative liability | 349 | |
Other long-term liabilities | 4,500 | |
Total liabilities | 29,173 | 26,721 |
Stockholders’ equity | ||
Preferred Stock, $0.0001 par value per share: 10,000,000 shares authorized, 0 shares issued and outstanding | ||
Common Stock, $0.0001 par value per share: 100,000,000 shares authorized, 31,972,434 and 30,738,585 shares issued and outstanding as of September 30, 2023 and March 31, 2023, respectively | 3 | 3 |
Treasury stock | (25) | (25) |
Additional paid-in capital | 235,495 | 217,339 |
Accumulated deficit | (209,770) | (179,455) |
Accumulated other comprehensive income | 43 | 53 |
Total stockholders’ equity attributable to Beyond Air, Inc | 25,746 | 37,915 |
Non-controlling interest | 3,085 | 4,113 |
Total equity | 28,831 | 42,028 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 58,005 | $ 68,749 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2023 | Mar. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 31,972,434 | 30,738,585 |
Common stock, shares outstanding | 31,972,434 | 30,738,585 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||||
Revenue | $ 239 | $ 298 | ||
Cost of revenue | 432 | 179 | 735 | 179 |
Gross loss | (193) | (179) | (437) | (179) |
Operating expenses: | ||||
Research and development | (7,130) | (4,452) | (11,826) | (7,678) |
General and administrative | (10,211) | (7,990) | (21,147) | (16,203) |
Operating expenses | (17,342) | (12,442) | (32,972) | (23,882) |
Operating loss | (17,535) | (12,621) | (33,410) | (24,061) |
Other income (loss) | ||||
Dividend/interest income and gains on marketable securities | 641 | 1,050 | ||
Interest expense | (914) | (48) | (1,072) | (96) |
Change in fair value of warrant liability | 324 | 647 | ||
Change in fair value of derivative liability | 500 | 1,012 | ||
Foreign exchange loss | (42) | (217) | (34) | (394) |
Estimated liability for contingent loss | (400) | (598) | ||
Other income / (expense) | 88 | (77) | 99 | |
Total other income (expense) | 109 | (177) | 929 | (391) |
Benefit from income taxes | ||||
Net loss | (17,426) | (12,797) | (32,481) | (24,452) |
Less : net loss attributable to non-controlling interests | (1,205) | (830) | (2,165) | (1,550) |
Net loss attributable to Beyond Air, Inc. | (16,220) | (11,968) | (30,315) | (22,902) |
Foreign currency translation gain /(loss) | (35) | 171 | (9) | 343 |
Comprehensive loss attributable to Beyond Air, Inc. | $ (16,255) | $ (11,797) | $ (30,325) | $ (22,559) |
Net basic loss per share attributable to Beyond Air, Inc. | $ (0.51) | $ (0.40) | $ (0.96) | $ (0.77) |
Net diluted loss per share attributable to Beyond Air, Inc. | $ (0.51) | $ (0.40) | $ (0.96) | $ (0.77) |
Weighted average number of shares, outstanding basic | 31,800,492 | 29,898,825 | 31,592,880 | 29,893,414 |
Weighted average number of shares, outstanding diluted | 31,800,492 | 29,898,825 | 31,592,880 | 29,893,414 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Common Stock [Member] | Treasury Stock, Common [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Noncontrolling Interest [Member] | Total |
Balance at Mar. 31, 2022 | $ 3 | $ (25) | $ 196,269 | $ (123,639) | $ 96 | $ 5,505 | $ 78,209 |
Balance, shares at Mar. 31, 2022 | 29,886,173 | ||||||
Issuance of common stock upon exercise of options – cashless | |||||||
Issuance of common stock upon exercise of options - cashless, shares | 1,831 | ||||||
Stock-based compensation | 4,178 | 445 | 4,624 | ||||
Other comprehensive income | 172 | 172 | |||||
Net loss | (10,934) | (720) | (11,654) | ||||
Balance at Jun. 30, 2022 | $ 3 | (25) | 200,448 | (134,573) | 268 | 5,230 | 71,351 |
Balance, shares at Jun. 30, 2022 | 29,888,004 | ||||||
Balance at Mar. 31, 2022 | $ 3 | (25) | 196,269 | (123,639) | 96 | 5,505 | 78,209 |
Balance, shares at Mar. 31, 2022 | 29,886,173 | ||||||
Net loss | (24,452) | ||||||
Balance at Sep. 30, 2022 | $ 3 | (25) | 204,930 | (146,541) | 438 | 4,847 | 63,652 |
Balance, shares at Sep. 30, 2022 | 29,911,207 | ||||||
Balance at Jun. 30, 2022 | $ 3 | (25) | 200,448 | (134,573) | 268 | 5,230 | 71,351 |
Balance, shares at Jun. 30, 2022 | 29,888,004 | ||||||
Issuance of common stock upon exercise of options – cashless | |||||||
Issuance of common stock upon exercise of options - cashless, shares | 3,903 | ||||||
At the market issuance of common stock, net | 214 | 214 | |||||
At the market issuance of common stock, net, shares | 19,300 | ||||||
Stock-based compensation | 4,268 | 446 | 4,714 | ||||
Other comprehensive income | 171 | 171 | |||||
Net loss | (11,968) | (830) | (12,797) | ||||
Balance at Sep. 30, 2022 | $ 3 | (25) | 204,930 | (146,541) | 438 | 4,847 | 63,652 |
Balance, shares at Sep. 30, 2022 | 29,911,207 | ||||||
Balance at Mar. 31, 2023 | $ 3 | (25) | 217,339 | (179,455) | 53 | 4,113 | 42,028 |
Balance, shares at Mar. 31, 2023 | 30,738,585 | ||||||
Issuance of common stock upon exercise of options – cashless | 217 | 217 | |||||
Issuance of common stock upon exercise of options - cashless, shares | 42,500 | ||||||
At the market issuance of common stock, net | 5,813 | 5,813 | |||||
At the market issuance of common stock, net, shares | 930,232 | ||||||
Stock-based compensation | 5,580 | 535 | 6,115 | ||||
Other comprehensive income | 25 | 25 | |||||
Net loss | (14,095) | (960) | (15,055) | ||||
Balance at Jun. 30, 2023 | $ 3 | (25) | 228,949 | (193,550) | 78 | 3,688 | 39,143 |
Balance, shares at Jun. 30, 2023 | 31,711,317 | ||||||
Balance at Mar. 31, 2023 | $ 3 | (25) | 217,339 | (179,455) | 53 | 4,113 | 42,028 |
Balance, shares at Mar. 31, 2023 | 30,738,585 | ||||||
Issuance of common stock upon exercise of options – cashless | $ 200 | ||||||
Issuance of common stock upon exercise of options - cashless, shares | 42,500 | ||||||
Net loss | $ (32,481) | ||||||
Balance at Sep. 30, 2023 | $ 3 | (25) | 235,495 | (209,770) | 43 | 3,085 | 28,831 |
Balance, shares at Sep. 30, 2023 | 31,972,434 | ||||||
Balance at Jun. 30, 2023 | $ 3 | (25) | 228,949 | (193,550) | 78 | 3,688 | 39,143 |
Balance, shares at Jun. 30, 2023 | 31,711,317 | ||||||
Issuance of common stock upon exercise of options – cashless | |||||||
At the market issuance of common stock, net | 688 | 688 | |||||
At the market issuance of common stock, net, shares | 261,117 | ||||||
Stock-based compensation | 5,858 | 603 | 6,460 | ||||
Other comprehensive income | (35) | (35) | |||||
Net loss | (16,220) | (1,205) | (17,426) | ||||
Balance at Sep. 30, 2023 | $ 3 | $ (25) | $ 235,495 | $ (209,770) | $ 43 | $ 3,085 | $ 28,831 |
Balance, shares at Sep. 30, 2023 | 31,972,434 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities | ||
Net loss | $ (32,481) | $ (24,452) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Depreciation and amortization | 682 | 235 |
Amortization of licensed right to use technology | 102 | 102 |
Stock-based compensation | 12,575 | 9,338 |
Amortization of debt discount and accretion of debt issuance costs | 413 | |
Change in fair value of warrant liability | (647) | |
Change in fair value of derivative liability | (1,012) | |
Amortization of operating lease assets | 175 | 138 |
Foreign currency adjustments | 1 | 394 |
Write-off of assets no longer used | 235 | |
Unrealized gain/(loss) in marketable securities | 105 | |
Provision for inventory losses | 61 | 49 |
Changes in: | ||
Grant receivable | 420 | 87 |
Inventory | (505) | (363) |
Accounts receivable | (205) | |
Other current assets and prepaid expenses | 367 | 421 |
Accounts payable | 1,277 | 864 |
Accrued expenses | (12,605) | (3,108) |
Operating lease liabilities | (194) | |
Net cash used in operating activities | (31,472) | (16,059) |
Cash flows from investing activities | ||
Purchase of marketable securities | (55,213) | (32,617) |
Proceeds from sale of marketable securities | 46,269 | |
Security deposits made on operating leases | 2 | |
Purchase of property and equipment | (2,477) | (1,221) |
Net cash used in investing activities | (11,421) | (33,835) |
Cash flows from financing activities | ||
Proceeds from issuance of common stock through at the market offerings | 6,501 | 214 |
Proceeds from issuance of common stock through exercise of stock options | 217 | |
Proceeds from loan | 15,817 | |
Payment of loan | (500) | (617) |
Net cash provided by and (used in) financing activities | 22,036 | (403) |
Effect of exchange rate changes on cash and cash equivalents | (19) | 2 |
Decrease in cash, cash equivalents and restricted cash | (20,876) | (50,296) |
Cash, cash equivalents and restricted cash at beginning of period | 39,287 | 90,230 |
Cash, cash equivalents and restricted cash at end of period | 18,410 | 39,934 |
Supplemental disclosure of non-cash investing and financing activities | ||
Debt discount | 4,541 | |
End of term loan liability | (613) | |
Warrant liability | (885) | |
Derivative liability | (1,361) | |
Right-of-use assets | 274 | |
Operating lease liability | 274 | |
Supplemental disclosure of cash flow items: | ||
Interest paid | 369 | 16 |
Income taxes paid | $ 64 |
ORGANIZATION AND BUSINESS
ORGANIZATION AND BUSINESS | 6 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND BUSINESS | NOTE 1 ORGANIZATION AND BUSINESS Beyond Air, Inc. (together with its subsidiaries, “Beyond Air” or the “Company”) was incorporated on April 28, 2015, under Delaware law. On June 25, 2019, the Company’s name was changed to Beyond Air, Inc. from AIT Therapeutics, Inc. The Company is a commercial-stage medical device and biopharmaceutical company developing a platform of nitric oxide (“NO”) generators and delivery systems (the “LungFit ® ® ® ® ® ® LungFit ® ® ® With Beyond Air’s focus on NO and its effect on the human condition, the Company has two additional programs that do not utilize the LungFit ® ® On November 4, 2021, Beyond Air reorganized its oncology business into a new private company called Beyond Cancer. Beyond Air’s preclinical oncology team and the exclusive right to the intellectual property portfolio utilizing UNO for the treatment of solid tumors now reside with Beyond Cancer. Beyond Air has 80 The second program which does not utilize the LungFit® platform partially inhibits neuronal nitric oxide synthase (nNOS) in the brain to treat neurological conditions. The first target indication is autism spectrum disorder (“ASD”). On June 15, 2023, the Company announced that it has entered into an agreement with Yissum Research Development Company of the Hebrew University of Jerusalem, LTD. (the “University”) to acquire the commercial rights for nNOS inhibitors being developed for the treatment of ASD and other neurological conditions. Currently, there are no FDA-approved therapies specifically for the treatment of ASD. Under the terms of the agreement, Beyond Air will make payments to the University over the three-year period from the date of the agreement for pre-clinical work. Also, the Company will pay a low single-digit royalty on net sales and certain one-time payments based on clinical, regulatory and sales milestones. The Company expects this program to progress from preclinical to a phase 1 clinical trial by 2025. The Company’s current product candidates will be subject to premarket reviews and approvals by the FDA, certification through the conduct of a conformity assessment by a notified body in the European Union (the “EU”), as well as comparable foreign regulatory authorities’ reviews or approvals in other countries or regions. BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES | 6 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES | NOTE 2 SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES Basis of Presentation The unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) for interim financial information and with the instructions to the Form 10-Q. Accordingly, they do not include all the information and footnotes required to be presented for complete financial statements. The accompanying unaudited condensed consolidated financial statements reflect all adjustments (consisting only of normal recurring items) which are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. The accompanying unaudited condensed consolidated balance sheet as of September 30, 2023 has been derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended March 31, 2023 (the “2023 Annual Report”), filed with the U.S. Securities and Exchange Commission on June 22, 2023. The unaudited condensed consolidated financial statements and related disclosures should be read in conjunction with the Company’s audited consolidated financial statements and the related notes thereto included in the 2023 Annual Report Principles of Consolidation These unaudited condensed consolidated financial statements include the accounts of the Company and the accounts of all of the Company’s subsidiaries and a variable interest entity (“VIE”) for which the Company is the primary beneficiary. As the Company has both the power to direct activities of Beyond Cancer that most significantly impact Beyond Cancer’s economic performance and the right to receive benefits and losses that may potentially be significant, these financial statements are fully consolidated with those of the Company. The non-controlling owners’ 20 Reclassifications Certain prior period amounts have been reclassified to conform to the current period presentation. These reclassifications had no effect on the reported results of operations. Use of Estimates The preparation of 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 financial statements and the reported amounts of revenues and expenses for the reporting period. Actual results could differ from those estimates. On an ongoing basis, the Company evaluates its significant estimates including accruals for expenses under consulting, licensing agreements, and clinical trials, stock-based compensation, contingency recognition and the determination of deferred tax attributes and the valuation allowance thereon. Liquidity Risks and Uncertainties The Company used cash in operating activities of $ 31.5 209.8 38.6 The Company’s future capital needs and the adequacy of its available funds will depend on many factors, including, but not necessarily limited to the success and costs of commercialization of the Company’s approved product and the actual cost and time necessary for current and anticipated preclinical studies, clinical trials and other actions needed to obtain certification or regulatory approval of the Company’s product candidates. On February 4, 2022 the Company entered into an At-The-Market Offering Sales Agreement, with Truist Securities, Inc and Oppenheimer & Co, Inc. (the “2022 ATM”) for $ 50 39.8 The Company may be required to raise additional funds through equity or debt securities offerings or strategic collaboration and/or licensing agreements in order to fund operations if it is unable to generate enough product or royalty revenues, if any. Such financing may not be available on acceptable terms, or at all, and the Company’s failure to raise capital when needed could have a material adverse effect on its strategic objectives, results of operations and financial condition. BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (continued) Other Risks and Uncertainties The Company is subject to risks common to development and early-stage medical device companies including, but not limited to, new technological innovations, certifications or regulatory approval, dependence on key personnel, protection of proprietary technology, compliance with government regulations, product liability, uncertainty of market acceptance of approved products and the potential need to obtain additional financing. The Company is also dependent on third-party suppliers and, in some cases, single-source suppliers. The Company’s products require approval or clearance from the FDA prior to commencement of commercial sales in the United States. There can be no assurance that the Company’s products beyond LungFit ® Conditions in Israel may materially and adversely affect the Company’s business. In October 2023, Hamas conducted several terrorist attacks in Israel resulting in ongoing war across the country, forcing the closure of the Company’s offices in Israel for several days. Any armed conflicts, terrorist activities or political instability involving Israel or other countries in the region could adversely affect the Company’s business. Moreover, the Company has a significant number of employees located in Israel. The Company’s operations could also be disrupted by the absence for significant periods of one or more key employees or a significant number of other employees because of military service. While there are business continuity plans in place to address the military call-ups, any of these circumstances could have a material adverse effect on the Company’s business. Fair Value Measurements ASC 820, Fair Value Measurements and Disclosures Level 1—inputs to the valuation methodology are quoted prices (unadjusted) for an identical asset or liability in an active market. Level 2—inputs to the valuation methodology include quoted prices for a similar asset or liability in an active market or model-derived valuations in which all significant inputs are observable for substantially the full term of the asset or liability. Level 3—inputs to the valuation methodology are unobservable and significant to the fair value measurement of the asset or liability. As of September 30, 2023 and March 31, 2023, the Company’s financial instruments included cash and cash equivalents, restricted cash, marketable securities, accounts payable, long term debt, liability classified warrants and derivative liabilities. The carrying amounts reported in the accompanying unaudited condensed consolidated financial statements for cash and cash equivalents, restricted cash and marketable securities approximate their respective fair values because of the short-term nature of these accounts. The carrying value of the Company’s long term debt approximates fair value based on current interest rates for similar types of borrowings and is in Level 3 of the fair value hierarchy. The liability classified warrants and derivative liabilities are each recorded at their fair value and are Level 3 of the fair value hierarchy. BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (continued) The following table presents, for each of the fair value hierarchy levels required under ASC 820, the Company’s assets and liabilities that are measured at fair value on a recurring basis: The fair value amounts as of September 30, 2023 are: SCHEDULE OF FAIR VALUE ON A RECURRING BASIS (in thousands) Total Level 1 Level 2 Level 3 Marketable securities : Corporate debt securities $ 100 $ 100 $ - $ - Government securities 10,863 10,863 - - Mutual funds 14,500 14,500 - - Total assets measured and recorded at fair value $ 25,463 $ 25,463 $ - $ - Liabilities : Warrant liability $ 238 $ - $ - $ 238 Derivative liability 349 - - 349 Total liabilities measured and recorded at fair value $ 588 $ 0 $ - $ 588 The fair value amounts as of March 31, 2023 are: (in thousands) Total Level 1 Level 2 Level 3 Marketable securities : Corporate debt securities $ 1,597 $ 1,597 $ - $ - Government securities 1,013 1,013 - - Mutual funds 14,114 14,114 - - Total assets measured and recorded at fair value $ 16,724 $ 16,724 $ - $ - Liabilities : Warrant liability $ - $ - $ - $ - Derivative liability - - - - Total liabilities measured and recorded at fair value $ - $ - $ - $ - Level 3 Valuation The common stock warrants issued in connection with the Loan and Security Agreement (as defined below) in June 2023 (Note 10) are recorded as a warrant liability within the unaudited condensed consolidated balance sheet as of September 30, 2023 as the warrants contain certain settlement features that are not indexed to the Company’s own stock. In addition, the conversion feature embedded within the long term debt required bifurcation as certain adjustments to the conversion price were not indexed to the Company’s own stock and recorded as a derivative liability. The warrants and derivative liability are remeasured each reporting period with the change in fair value recorded to other income (expense) in the condensed consolidated statement of operations and comprehensive loss until the warrants and derivative are exercised, expired, reclassified or otherwise settled. The significant assumptions used in valuing the warrants and derivative were as follows: SCHEDULE OF VALUING THE WARRANTS AND DERIVATIVES Warrants Derivative Expected term (in years) 4.75 3.75 Volatility 76 % 76 % Risk-free rate 4.63 % 4.63 % The table presented below is a summary of changes in the fair value of the Company’s Level 3 valuation for the warrants and derivatives for the six months ended September 30, 2023 (in thousands): SCHEDULE OF CHANGES IN FAIR VALUE OF WARRANTS AND DERIVATIVES Warrants Derivative Issuances $ 885 $ 1,361 Change in fair value (647 ) (1,012 ) Balance at September 30, 2023 $ 238 $ 349 BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (continued) Warrant Liability The Company classifies warrants as equity any contracts that (i) require physical settlement or net-share settlement or (ii) gives the Company a choice of net-cash settlement or settlement in its own shares (physical settlement or net-share settlement). The Company classifies warrants as assets or liabilities any contracts that (i) require net-cash settlement (including a requirement to net-cash settle the contract if an event occurs and if that event is outside the control of the Company) or (ii) gives the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement). Such warrants are subject to remeasurement at each condensed consolidated balance sheet date and any change in fair value is recognized as a component of other expense on the condensed consolidated statements of operations. The Company will continue to adjust the liability for changes in fair value until the earlier of the exercise or expiration of such warrants. At that time, the portion of the warrant liability related to warrants will be reclassified to additional paid-in capital. Derivative Liability The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC 815, Derivatives and Hedging. For derivative financial instruments that are accounted for as assets or liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued at each reporting date, with changes in the fair value reported in the condensed consolidated statements of operations and comprehensive loss. The classification of derivative instruments, including whether such instruments should be recorded as assets or liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities classified in the condensed consolidated balance sheets as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date. Cash and Cash Equivalents, Short-Term Investments and Restricted Cash The Company considers all highly liquid investments with original maturities of three months or less at the date of purchase and an investment in a U.S. government money market fund to be cash equivalents. The Company maintains its cash and cash equivalents in highly rated financial institutions in Australia, Israel, Ireland and the U.S., the balances of which, at times, may exceed federally insured limits. Marketable securities include investment in fixed income bonds and U.S. Treasury securities that are considered to be highly liquid and easily tradeable. The marketable securities are considered trading securities and are measured at fair value and are accounted for in accordance with ASC 320. The marketable securities are valued using inputs observable in active markets for identical securities and are therefore classified as Level 1 within the Company’s fair value hierarchy. As of September 30, 2023 and March 31, 2023, restricted cash included approximately $ 5.2 10.1 4.9 7.4 Empery Asset Master, Ltd., et. al. vs. AIT Therapeutics, Inc. 2.5 The following table is the reconciliation of the presentation and disclosure of cash, cash equivalents, marketable securities by major security type and restricted cash as shown on the Company’s condensed consolidated statements of cash flows for: SCHEDULE OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH (in thousands) September 30, 2023 March 31, 2023 Cash and cash equivalents $ 13,179 $ 29,158 Restricted cash 5,231 10,129 Total cash, cash equivalents and restricted cash $ 18,410 $ 39,287 Marketable securities: Marketable debt securities - - Corporate debt securities $ 100 $ 1,597 U.S. government securities 10,863 1,013 Mutual fund (ultra-short-term income) 14,500 14,114 Total marketable securities $ 25,463 $ 16,724 Total cash, cash equivalents, marketable securities and restricted cash $ 43,874 $ 56,011 BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (continued) The following table summarizes the Company’s short-term marketable securities with unrealized gains and losses as of September 30, 2023, aggregated by major security type: SUMMARY OF SHORT-TERM MARKETABLE SECURITIES WITH UNREALIZED GAINS AND LOSSES (in thousands) Fair Value Unrealized (Losses) Corporate debt securities $ 100 $ 3 U.S. government securities 10,863 88 Mutual fund (ultra-short-term income) 14,500 14 Total short-term marketable securities $ 25,463 $ 105 All marketable securities are A- or higher rated. No Revenue Recognition The Company recognizes revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. To determine revenue recognition for contracts with customers, the Company performs the following five steps: (i) identify the contract(s) with a customer, (ii) identify the performance obligation(s) in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligation(s) in the contract and (v) recognize revenue when (or as) the Company satisfies the performance obligation(s). At contract inception, the Company assesses the goods or services promised within each contract, assesses whether each promised good or service is distinct and identifies those promised goods or services that are performance obligations. The Company will be required to use judgment to determine (a) the number of performance obligations based on the determination under step (ii) above and whether those performance obligations are distinct from other performance obligations in the contract (b) the transaction price under step (iii) above and (c) the stand-alone selling price for each performance obligation identified in the contract for the allocation of the transaction price in step (iv) above. The Company will also be required to use judgment to determine whether variable consideration should be included in the transaction price. The transaction price is allocated to each performance obligation on an estimated stand-alone selling price basis, for which the Company recognizes revenue as or when the performance obligations under contract are satisfied. Segment Reporting Commencing with the creation of Beyond Cancer in November 2021, the Company’s operations became classified into two segments, Beyond Air and Beyond Cancer. Each segment has its own management team, board of directors, corporate officers and legal entities. As of September 30, 2023, Beyond Air, Inc. owns 80% of the common stock of Beyond Cancer. The segment reporting is based on the manner in which the Company’s CEO as chief operating decision maker assesses performance and allocates resources across the organization. The Beyond Air segment includes unallocated corporate expenses associated with the public company fees as well as all corporate related assets and liabilities. The following table summarizes segment financial information by business segment as of September 30, 2023: SCHEDULE OF SEGMENT FINANCIAL INFORMATION BY BUSINESS SEGMENT (in thousands) Beyond Air Beyond Cancer Total Cash, cash equivalents, marketable securities and certain restricted cash $ 27,286 $ 16,588 $ 43,874 All other assets 14,113 18 14,131 Total assets $ 41,399 $ 16,607 $ 58,005 Total liabilities $ (28,015 ) $ (1,159 ) $ (29,173 ) Net assets $ 13,384 $ 15,448 $ 28,831 Non-controlling interests $ - $ 3,085 $ 3,085 BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (continued) The following table summarizes segment financial information by business segment as of March 31, 2023: (in thousands) Beyond Air Beyond Cancer Total Cash, cash equivalents, marketable securities and certain restricted cash $ 25,388 $ 20,494 $ 45,882 All other assets 22,310 557 22,867 Total assets $ 47,699 $ 21,051 $ 68,749 Total liabilities $ (26,201 ) $ (520 ) $ (26,721 ) Net assets $ 21,498 $ 20,530 $ 42,028 Non-controlling interests $ - $ 4,113 $ 4,113 The following table summarizes segment financial performance by business segment for the six months ended September 30, 2023: (in thousands) Beyond Air Beyond Cancer Total Revenue $ 298 $ - $ 298 Net loss for the six months ended September 30, 2023 $ (21,654 ) $ (10,827 ) $ (32,481 ) The following table summarizes segment financial performance by business segment for the three months ended September 30, 2023: (in thousands) Beyond Air Beyond Cancer Total Revenue $ 239 $ - $ 239 Net loss for the three months ended September 30, 2023 $ (11,398 ) $ (6,027 ) $ (17,426 ) The following table summarizes segment financial performance by business segment for the six months ended September 30, 2022: (in thousands) Beyond Air Beyond Cancer Total Revenue $ - $ - $ - Net loss for the six months ended September 30, 2022 $ (16,703 ) $ (7,749 ) $ (24,452 ) The following table summarizes segment financial performance by business segment for the three months ended September 30, 2022: (in thousands) Beyond Air Beyond Cancer Total Revenue $ - $ - $ - Net loss for the three months ended September 30, 2022 $ (8,650 ) $ (4,148 ) $ (12,797 ) Research and Development Research and development expenses are charged to the condensed consolidated statements of operations and comprehensive loss as incurred. Research and development expenses include salaries, benefits, stock-based compensation and costs incurred by outside laboratories, manufacturers, clinical research organizations, consultants, and accredited facilities in connection with preclinical studies and clinical trials. Research and development expenses are partially offset by the benefit of tax incentive payments for qualified research and development expenditures from the Australian tax authority (“AU Tax Rebates”). The Company does not record AU Tax Rebates until payment is received due to the uncertainty of receipt. In the six months ended September 30, 2023 and September 30, 2022, the Company received $ 0 182 BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (continued) Stock-Based Compensation The Company measures the cost of employee and non-employee services received in exchange for an award of equity instruments based on the grant date fair value of the award. Fair value for restricted stock unit awards is valued using the closing price of the Company’s common stock on the date of grant. The grant date fair value is recognized over the requisite service period during which an employee and non-employee is required to provide service in exchange for the award, using the accelerated method with each tranche being expensed over its vesting period. The grant date fair value of employee and non-employee share options is estimated using the Black-Scholes option pricing model. The risk-free interest rate assumptions were based upon the observed interest rates appropriate for the expected term of the equity instruments. The expected dividend yield was assumed to be zero as the Company has not paid any dividends since its inception and does not anticipate paying dividends in the foreseeable future. Starting in 2023, Beyond Air solely used its own historical volatility as the input for expected volatility, but due to Beyond Cancer’s lack of marketability, the Company utilizes the implied volatility based on an aggregate of guideline companies for expected volatility. The Company uses the simplified method to estimate the expected term. Supplier Concentration The Company relies on third-party suppliers to provide materials for its devices and consumables. In the three months ended September 30, 2023, the Company purchased approximately 88 80 8 80 59 21 In the six months ended September 30, 2023, the Company purchased approximately 86 73 13 69 53 16 Recently Adopted Accounting Standards In August 2020, the FASB issued ASU 2020-06 (“ASU 2020-06”), Debt — Debt with Conversion and Other Options (“Subtopic 470-20”), to address the complexity associated with applying GAAP to certain financial instruments with characteristics of liabilities and equity, which the Company adopted on April 1, 2023. ASU 2020-06 eliminated the beneficial conversion (and cash conversion) accounting models in Subtopic 470-20 that require separate accounting for embedded conversion features, and simplified the settlement assessment to determine whether it qualifies for equity classification. In addition, the new guidance requires entities to use the if-converted method to calculate earnings per share for all convertible instruments and to include the effect of share settlement for instruments that may be settled in cash or shares. The Company adopted ASU 2020-06 using the modified retrospective approach and applied the guidance to all financial instruments that were outstanding as of the beginning of 2023. As the Company had not previously separated any financial instruments under the beneficial conversion or cash conversion accounting models, there was no cumulative effect adjustment to the opening balance of retained earnings as a result of adopting ASU 2020-06. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 6 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 3 PROPERTY AND EQUIPMENT Property and equipment consist of the following: SCHEDULE OF PROPERTY AND EQUIPMENT (in thousands) September 30, 2023 March 31, Clinical and medical equipment $ 1,446 $ 1,365 Equipment deployable as part of a service offering 5,305 3,027 Computer equipment 840 779 Furniture and fixtures 534 505 Leasehold improvements 607 581 Property and equipment, gross 8,733 6,256 Accumulated depreciation (1,909 ) (1,254 ) Property and equipment, net $ 6,824 $ 5,003 Depreciation and amortization for the three months ended September 30, 2023 and September 30, 2022 was $ 0.4 0.1 Depreciation and amortization for the six months ended September 30, 2023 and September 30, 2022 was $ 0.7 0.2 BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 6 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | NOTE 4 STOCKHOLDERS’ EQUITY On February 4, 2022, the Company entered into an At-The-Market Equity Offering Sales Agreement with Truist Securities, Inc. and Oppenheimer & Co, Inc. (the “2022 ATM”), allowing the Company to sell its common stock for aggregate sales proceeds of up to $ 50.0 3 For the six months ended September 30, 2023, the Company received net proceeds of $ 6.5 1,191,349 39.8 0.2 19,300 The Company received net proceeds of $ 0.2 42,500 Stock Option Plans The Company’s Fifth Amended and Restated 2013 Beyond Air Equity Incentive Plan (the “2013 BA Plan”) allows for awards to officers, directors, employees, and consultants of stock options, restricted stock units and restricted shares of the Company’s common stock. On January 9, 2023, the Company’s Board of Directors approved an amendment to the 2013 BA Plan to increase the number of shares in the 2013 BA Plan by 3,000,000 10,600,000 417,376 Restricted Stock Units The fair value for the restricted stock unit awards was valued at the closing price of the Company’s common stock on the date of grant. Restricted stock units vest annually over five years. A summary of the Company’s restricted stock unit awards for the quarterly period ended September 30, 2023 is as follows: SCHEDULE OF RESTRICTED STOCK AWARDS Number Of Shares Weighted Average Grant Date Fair Value Unvested as of April 1, 2023 1,101,100 $ 6.78 Granted 1,000 5.65 Vested - - Forfeited (6,800 ) 5.06 Unvested as of September 30, 2023 1,095,300 $ 6.79 Stock-based compensation expense related to these stock issuances for the three months ended September 30, 2023 and September 30, 2022 was $ 0.7 0.7 Stock-based compensation expense related to these stock issuances for the six months ended September 30, 2023 and September 30, 2022 was $ 1.5 1.4 3.6 1.6 BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 4 STOCKHOLDERS’ EQUITY (continued) A summary of the change in options for the six months ended September 30, 2023,is as follows: SCHEDULE OF STOCK OPTION ACTIVITY Number of Options Weighted Average Exercise Price of Options Weighted Average Remaining Contractual Life of Options Aggregate Intrinsic Value (in thousands) Options outstanding as of April 1, 2023 8,198,881 $ 5.83 8.4 $ 8,306 Granted 102,500 4.48 - - Exercised (42,500 ) 5.10 - - Forfeited (130,855 ) 6.58 - - Outstanding as of September 30, 2023 8,128,026 $ 5.83 7.6 $ - Exercisable as of September 30, 2023 3,580,901 $ 5.14 5.9 $ - The Company’s 2021 Beyond Cancer Ltd Equity Incentive Plan (the “2021 BC Plan”) allows for awards to officers, directors, employees, and consultants of stock options, restricted stock units and restricted shares of Beyond Cancer’s common shares. The vesting terms of the options issued under the 2021 BC Plan are generally four years and expire ten years 2,000,000 2,000,000 4,000,000 237,250 SCHEDULE OF STOCK OPTION ACTIVITY Number of Options Weighted Average Exercise Price of Options Weighted Average Remaining Contractual Life of Options Aggregate Intrinsic Value (thousands) Options outstanding as of April 1, 2023 3,817,000 $ 2.88 9.2 $ 23,486 Granted 80,000 5.50 - - Exercised - - - - Forfeited (134,250 ) 5.50 - - Outstanding as of September 30, 2023 3,762,750 $ 5.50 8.7 $ - Exercisable as of September 30, 2023 455,500 $ 5.50 8.3 $ - As of September 30, 2023, the Company had unrecognized stock-based compensation expense in the 2013 BA Plan of approximately $ 11.5 1.5 As of September 30, 2023, the Company had unrecognized stock-based compensation expense in the 2021 BC Plan of approximately $ 13.6 1.5 5.50 4.59 5.98 BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 4 STOCKHOLDERS’ EQUITY (continued) The following was utilized to calculate the fair value of options on the date of grant: SCHEDULE OF FAIR VALUE OF OPTION September 30, 2023 September 30, 2022 Risk-free interest rate 4.3 4.5 % 2.5 3.7 % Expected volatility (Beyond Air) 81.7 81.9 % 87.4 89.1 % Expected volatility (Beyond Cancer) 104.3 106.2 % 104.7 106.7 % Dividend yield 0 % 0 % Expected terms (in years) 6.25 6.25 The following summarizes the components of stock-based compensation expense which included stock options and restricted stock units for the three and six months ended September 30, 2023 and September 30, 2022: SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE (in thousands) 2023 2022 2023 2022 Three Months Ended Six Months Ended September 30, September 30, (in thousands) 2023 2022 2023 2022 Research and development $ 1,379 $ 1,002 $ 2,585 $ 1,957 General and administrative 5,081 3,713 9,990 7,381 Total stock-based compensation expense $ 6,460 $ 4,714 $ 12,575 $ 9,338 Warrants A summary of the Company’s outstanding warrants as of September 30, 2023 is as follows: SUMMARY OF COMPANY’S OUTSTANDING WARRANTS Warrant Holders Number of Warrants Exercise Price Intrinsic Value (in thousands) Date of Expiration Third-party license agreement 208,333 $ 4.80 $ - January 2024 March 2020 loan 172,187 $ 7.26 - March 2025 NitricGen agreement 80,000 $ 6.90 - January 2028 Avenue agreement 233,843 $ 5.88 - June 2028 Total 694,363 $ 6.02 $ - Warrants to purchase up to 233,843 zero BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) |
OTHER CURRENT ASSETS AND PREPAI
OTHER CURRENT ASSETS AND PREPAID EXPENSES | 6 Months Ended |
Sep. 30, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
OTHER CURRENT ASSETS AND PREPAID EXPENSES | NOTE 5 OTHER CURRENT ASSETS AND PREPAID EXPENSES A summary of current assets and prepaid expenses as of September 30, 2023 and March 31, 2023 is as follows (in thousands): SCHEDULE OF CURRENT ASSETS AND PREPAID EXPENSES September 30, 2023 March 31, 2023 Research and development $ 295 $ 128 Insurance 376 908 Prepaid rents and tenant improvement 48 - Prepaid marketing materials 114 - Value added tax receivable 223 231 Demonstration materials 277 245 Other 149 337 Total $ 1,481 $ 1,850 |
ACCRUED EXPENSES
ACCRUED EXPENSES | 6 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES | NOTE 6 ACCRUED EXPENSES A summary of the accrued expenses as of September 30, 2023 and March 31, 2023 is as follows (in thousands): SUMMARY OF ACCRUED EXPENSES September 30, 2023 March 31, 2023 Research and development $ 1,180 $ 426 Professional fees 581 1,221 Employee salaries and benefits 1,397 985 Contingent litigation and settlements (Note 10) 400 10,298 Circassia settlement – current portion (Note 8) 4,500 3,500 Goods received not invoiced 180 - Other 258 184 Total short-term accrued expenses $ 8,496 $ 16,613 Circassia settlement – long-term portion (Note 8) $ - $ 4,500 Total other long-term liabilities $ - $ 4,500 BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) |
BASIC AND DILUTED NET INCOME (L
BASIC AND DILUTED NET INCOME (LOSS) PER SHARE OF COMMON STOCK | 6 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
BASIC AND DILUTED NET INCOME (LOSS) PER SHARE OF COMMON STOCK | NOTE 7 BASIC AND DILUTED NET INCOME (LOSS) PER SHARE OF COMMON STOCK The following potentially dilutive securities were not included in the calculation of diluted net income (loss) per share attributable to common stockholders of Beyond Air because their effect would have been anti-dilutive for the periods presented: SCHEDULE OF POTENTIAL ANTI-DILUTIVE SECURITIES September 30, 2023 September 30, 2022 Common stock warrants 694,363 460,520 Common stock options 8,128,026 5,581,631 Restricted shares 1,095,300 949,600 Loan and Security – conversion feature 392,465 - Total 10,310,154 6,991,751 |
LICENSE AGREEMENT
LICENSE AGREEMENT | 6 Months Ended |
Sep. 30, 2023 | |
License Agreement | |
LICENSE AGREEMENT | NOTE 8 LICENSE AGREEMENT On January 23, 2019, the Company entered into an agreement for commercial rights (the “Circassia Agreement”) with Circassia Limited and its affiliates (collectively, “Circassia”) for PPHN and future related indications at concentrations of < 80 ppm in the hospital setting in the United States and China. On December 18, 2019, the Company terminated the Circassia Agreement. On May 25, 2021, the Company and Circassia entered into a settlement agreement (the “Settlement Agreement”) resolving all claims by and between both parties and mutually terminating the Circassia Agreement. Pursuant to the terms of the Settlement Agreement, the Company agreed to pay Circassia $ 10.5 2.5 3.5 4.5 5 ® 6 2.5 3.5 4.5 4.5 8.0 |
GRANT COLLABORATION AGREEMENT
GRANT COLLABORATION AGREEMENT | 6 Months Ended |
Sep. 30, 2023 | |
Grant Collaboration Agreement | |
GRANT COLLABORATION AGREEMENT | NOTE 9 GRANT COLLABORATION AGREEMENT On February 10, 2021, the Company received a grant for up to $ 2.2 ® 10 1.7 1.7 BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 10 COMMITMENTS AND CONTINGENCIES License Agreements In August 2015, Beyond Air Ltd., a wholly-owned subsidiary of the Company (“BA Ltd.”) entered into an Option Agreement (the “Option Agreement”) with Pulmonox whereby BA Ltd. acquired the option (the “Option”) to purchase certain intellectual property assets and rights. On January 13, 2017, BA Ltd. exercised the Option and paid $ 500 87 83 On January 31, 2018, the Company entered into an agreement (the “NitricGen Agreement”) with NitricGen, Inc. (“NitricGen”) to acquire a global, exclusive, transferable license and associated assets including intellectual property, know-how, trade secrets and confidential information from NitricGen related to the LungFit ® 2.0 ® 100 100 1.5 ® 100,000 295 0.3 Supply Agreement and Purchase Order In August 2020, the Company entered into a supply agreement expiring on December 31, 2024. The agreement will renew automatically for successive three-year periods unless and until the Company provides 12 months’ notice of intent not to renew. The Company has opened several non-cancellable purchase orders and the outstanding amount remaining under the purchase order as of September 30, 2023 was approximately $ 4.7 5.1 Contingencies In April 2023, the Company paid a total of $ 7.6 Empery Asset Master, Ltd. Et AL, vs AIT Therapeutics Inc In December 2021, Hudson Bay Master Fund (“Hudson”) filed a lawsuit in the Supreme Court on the State of New York against the Company relating to the notice of adjustment of the exercise price of and the number of warrant shares issuable under warrants issued to Hudson in January 2017. Hudson received 83,334 warrants in connection with the January 2017 offering. Hudson’s complaint alleged breach of contract and that Hudson is entitled to damages and interest as a result of certain adjustments to the exercise price and number of warrant shares issuable following a February 2018 financing transaction. The lawsuit was settled in July 2023 and $ 3.1 million was paid for defense and indemnity costs in the current fiscal quarter ended September 30, 2023. As of September 30, 2023 and March 31, 2023 $ 0 and $ 2.7 million respectively are included in accrued liabilities. From time to time, the Company is involved in various legal matters arising in the normal course of business. The Company does not expect the outcome of such proceedings, either individually or in the aggregate, to have a material effect on its financial position, cash flows or results of operations. BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 10 COMMITMENTS AND CONTINGENCIES (continued) Loan and Security Agreement On June 15, 2023 (the “Closing Date”), the Company entered into a Loan and Security Agreement (the “Loan and Security Agreement”) with Avenue Capital Management II, L.P., as administrative agent and collateral agent (the “Agent”), and the Lenders. Also on June 15, 2023, the Company entered into a Supplement to the Loan and Security Agreement (collectively with the Agreement, the “Loan Agreement”) with the Agent and the Lenders. The Loan Agreement provides for senior secured term loans (the “Loans”) in an aggregate principal amount up to $ 40 17.5 10 ® 85 12.5 June 1, 2027 additional 6 to 18 months 40 (i) the prime rate, as published by the Wall Street Journal from time to time, plus 3.75% and (ii) 12.00%. The Company may, subject to certain parameters, voluntarily prepay the Loans, in whole or in part, at any time. If prepayment occurs on or before the one-year anniversary of the Closing Date, the Company is required to pay a fee equal to the principal amount of the Loans prepaid multiplied by 3.00%; if prepayment occurs after the one-year anniversary of the Closing Date and on or before the two-year anniversary of the Closing Date, the Company is required to pay a fee equal to the principal amount of the Loans prepaid multiplied by 2.00%; if prepayment occurs after the two-year anniversary and on or before the three-year anniversary of the Closing Date, the Company is required to pay a fee equal to the principal amount of the Loans prepaid multiplied by 1.50%; and if prepayment occurs after the three-year anniversary of the Closing Date and before the Maturity Date, the Company is required to pay a fee equal to the principal amount of the Loans prepaid multiplied by 1.00%. 3.50 Pursuant to the Loan Agreement, the Company is subject to a financial covenant requiring the Company to maintain at all times $ 5,000,000 The Loan Agreement also includes events of default customary for financings of this type, in certain cases subject to customary periods to cure, following which the Agent may accelerate all amounts outstanding under the Loans. The Company granted the Lenders warrants to purchase an aggregate of 233,843 5.88 The Company also granted the Lenders conversion rights for up to $ 3.0 130 392,465 7.644 The warrants are freestanding liability classified financial instruments to which a portion of the debt proceeds were allocated to warrants and based on the warrants estimated fair value at issuance. The remaining proceeds were allocated to the long-term debt. Costs allocated to the warrants were expensed immediately and costs allocated to the debt are recorded as a debt discount and are amortized into interest expense over the life of the debt using the effective interest method. The conversion feature was bifurcated from the debt and is accounted for as a derivative liability. (Note 2). BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 10 COMMITMENTS AND CONTINGENCIES (continued) The Company received $ 15.8 SCHEDULE OF MATURITY OF LONG TERM LOAN Maturity of Long-Term Loan (in thousands) September 30, 2023 2025 $ 1,750 2026 7,000 2027 7,000 2028 1,750 Total $ 17,500 Components of Loan and Security Agreement SCHEDULE OF LOAN AND SECURITY AGREEMENT September 30, 2023 June 15, 2023 (Closing) Amount outstanding $ 17,500 $ 17,500 Debt discount (4,541 ) (4,541 ) Amortization of debt discount 413 - Final payment liability 613 613 Total $ 13,985 $ 13,572 |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (Policies) | 6 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) for interim financial information and with the instructions to the Form 10-Q. Accordingly, they do not include all the information and footnotes required to be presented for complete financial statements. The accompanying unaudited condensed consolidated financial statements reflect all adjustments (consisting only of normal recurring items) which are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. The accompanying unaudited condensed consolidated balance sheet as of September 30, 2023 has been derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended March 31, 2023 (the “2023 Annual Report”), filed with the U.S. Securities and Exchange Commission on June 22, 2023. The unaudited condensed consolidated financial statements and related disclosures should be read in conjunction with the Company’s audited consolidated financial statements and the related notes thereto included in the 2023 Annual Report |
Principles of Consolidation | Principles of Consolidation These unaudited condensed consolidated financial statements include the accounts of the Company and the accounts of all of the Company’s subsidiaries and a variable interest entity (“VIE”) for which the Company is the primary beneficiary. As the Company has both the power to direct activities of Beyond Cancer that most significantly impact Beyond Cancer’s economic performance and the right to receive benefits and losses that may potentially be significant, these financial statements are fully consolidated with those of the Company. The non-controlling owners’ 20 |
Reclassifications | Reclassifications Certain prior period amounts have been reclassified to conform to the current period presentation. These reclassifications had no effect on the reported results of operations. |
Use of Estimates | Use of Estimates The preparation of 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 financial statements and the reported amounts of revenues and expenses for the reporting period. Actual results could differ from those estimates. On an ongoing basis, the Company evaluates its significant estimates including accruals for expenses under consulting, licensing agreements, and clinical trials, stock-based compensation, contingency recognition and the determination of deferred tax attributes and the valuation allowance thereon. |
Liquidity Risks and Uncertainties | Liquidity Risks and Uncertainties The Company used cash in operating activities of $ 31.5 209.8 38.6 The Company’s future capital needs and the adequacy of its available funds will depend on many factors, including, but not necessarily limited to the success and costs of commercialization of the Company’s approved product and the actual cost and time necessary for current and anticipated preclinical studies, clinical trials and other actions needed to obtain certification or regulatory approval of the Company’s product candidates. On February 4, 2022 the Company entered into an At-The-Market Offering Sales Agreement, with Truist Securities, Inc and Oppenheimer & Co, Inc. (the “2022 ATM”) for $ 50 39.8 The Company may be required to raise additional funds through equity or debt securities offerings or strategic collaboration and/or licensing agreements in order to fund operations if it is unable to generate enough product or royalty revenues, if any. Such financing may not be available on acceptable terms, or at all, and the Company’s failure to raise capital when needed could have a material adverse effect on its strategic objectives, results of operations and financial condition. BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (continued) |
Other Risks and Uncertainties | Other Risks and Uncertainties The Company is subject to risks common to development and early-stage medical device companies including, but not limited to, new technological innovations, certifications or regulatory approval, dependence on key personnel, protection of proprietary technology, compliance with government regulations, product liability, uncertainty of market acceptance of approved products and the potential need to obtain additional financing. The Company is also dependent on third-party suppliers and, in some cases, single-source suppliers. The Company’s products require approval or clearance from the FDA prior to commencement of commercial sales in the United States. There can be no assurance that the Company’s products beyond LungFit ® Conditions in Israel may materially and adversely affect the Company’s business. In October 2023, Hamas conducted several terrorist attacks in Israel resulting in ongoing war across the country, forcing the closure of the Company’s offices in Israel for several days. Any armed conflicts, terrorist activities or political instability involving Israel or other countries in the region could adversely affect the Company’s business. Moreover, the Company has a significant number of employees located in Israel. The Company’s operations could also be disrupted by the absence for significant periods of one or more key employees or a significant number of other employees because of military service. While there are business continuity plans in place to address the military call-ups, any of these circumstances could have a material adverse effect on the Company’s business. |
Fair Value Measurements | Fair Value Measurements ASC 820, Fair Value Measurements and Disclosures Level 1—inputs to the valuation methodology are quoted prices (unadjusted) for an identical asset or liability in an active market. Level 2—inputs to the valuation methodology include quoted prices for a similar asset or liability in an active market or model-derived valuations in which all significant inputs are observable for substantially the full term of the asset or liability. Level 3—inputs to the valuation methodology are unobservable and significant to the fair value measurement of the asset or liability. As of September 30, 2023 and March 31, 2023, the Company’s financial instruments included cash and cash equivalents, restricted cash, marketable securities, accounts payable, long term debt, liability classified warrants and derivative liabilities. The carrying amounts reported in the accompanying unaudited condensed consolidated financial statements for cash and cash equivalents, restricted cash and marketable securities approximate their respective fair values because of the short-term nature of these accounts. The carrying value of the Company’s long term debt approximates fair value based on current interest rates for similar types of borrowings and is in Level 3 of the fair value hierarchy. The liability classified warrants and derivative liabilities are each recorded at their fair value and are Level 3 of the fair value hierarchy. BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (continued) The following table presents, for each of the fair value hierarchy levels required under ASC 820, the Company’s assets and liabilities that are measured at fair value on a recurring basis: The fair value amounts as of September 30, 2023 are: SCHEDULE OF FAIR VALUE ON A RECURRING BASIS (in thousands) Total Level 1 Level 2 Level 3 Marketable securities : Corporate debt securities $ 100 $ 100 $ - $ - Government securities 10,863 10,863 - - Mutual funds 14,500 14,500 - - Total assets measured and recorded at fair value $ 25,463 $ 25,463 $ - $ - Liabilities : Warrant liability $ 238 $ - $ - $ 238 Derivative liability 349 - - 349 Total liabilities measured and recorded at fair value $ 588 $ 0 $ - $ 588 The fair value amounts as of March 31, 2023 are: (in thousands) Total Level 1 Level 2 Level 3 Marketable securities : Corporate debt securities $ 1,597 $ 1,597 $ - $ - Government securities 1,013 1,013 - - Mutual funds 14,114 14,114 - - Total assets measured and recorded at fair value $ 16,724 $ 16,724 $ - $ - Liabilities : Warrant liability $ - $ - $ - $ - Derivative liability - - - - Total liabilities measured and recorded at fair value $ - $ - $ - $ - Level 3 Valuation The common stock warrants issued in connection with the Loan and Security Agreement (as defined below) in June 2023 (Note 10) are recorded as a warrant liability within the unaudited condensed consolidated balance sheet as of September 30, 2023 as the warrants contain certain settlement features that are not indexed to the Company’s own stock. In addition, the conversion feature embedded within the long term debt required bifurcation as certain adjustments to the conversion price were not indexed to the Company’s own stock and recorded as a derivative liability. The warrants and derivative liability are remeasured each reporting period with the change in fair value recorded to other income (expense) in the condensed consolidated statement of operations and comprehensive loss until the warrants and derivative are exercised, expired, reclassified or otherwise settled. The significant assumptions used in valuing the warrants and derivative were as follows: SCHEDULE OF VALUING THE WARRANTS AND DERIVATIVES Warrants Derivative Expected term (in years) 4.75 3.75 Volatility 76 % 76 % Risk-free rate 4.63 % 4.63 % The table presented below is a summary of changes in the fair value of the Company’s Level 3 valuation for the warrants and derivatives for the six months ended September 30, 2023 (in thousands): SCHEDULE OF CHANGES IN FAIR VALUE OF WARRANTS AND DERIVATIVES Warrants Derivative Issuances $ 885 $ 1,361 Change in fair value (647 ) (1,012 ) Balance at September 30, 2023 $ 238 $ 349 BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (continued) |
Warrant Liability | Warrant Liability The Company classifies warrants as equity any contracts that (i) require physical settlement or net-share settlement or (ii) gives the Company a choice of net-cash settlement or settlement in its own shares (physical settlement or net-share settlement). The Company classifies warrants as assets or liabilities any contracts that (i) require net-cash settlement (including a requirement to net-cash settle the contract if an event occurs and if that event is outside the control of the Company) or (ii) gives the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement). Such warrants are subject to remeasurement at each condensed consolidated balance sheet date and any change in fair value is recognized as a component of other expense on the condensed consolidated statements of operations. The Company will continue to adjust the liability for changes in fair value until the earlier of the exercise or expiration of such warrants. At that time, the portion of the warrant liability related to warrants will be reclassified to additional paid-in capital. |
Derivative Liability | Derivative Liability The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC 815, Derivatives and Hedging. For derivative financial instruments that are accounted for as assets or liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued at each reporting date, with changes in the fair value reported in the condensed consolidated statements of operations and comprehensive loss. The classification of derivative instruments, including whether such instruments should be recorded as assets or liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities classified in the condensed consolidated balance sheets as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date. |
Cash and Cash Equivalents, Short-Term Investments and Restricted Cash | Cash and Cash Equivalents, Short-Term Investments and Restricted Cash The Company considers all highly liquid investments with original maturities of three months or less at the date of purchase and an investment in a U.S. government money market fund to be cash equivalents. The Company maintains its cash and cash equivalents in highly rated financial institutions in Australia, Israel, Ireland and the U.S., the balances of which, at times, may exceed federally insured limits. Marketable securities include investment in fixed income bonds and U.S. Treasury securities that are considered to be highly liquid and easily tradeable. The marketable securities are considered trading securities and are measured at fair value and are accounted for in accordance with ASC 320. The marketable securities are valued using inputs observable in active markets for identical securities and are therefore classified as Level 1 within the Company’s fair value hierarchy. As of September 30, 2023 and March 31, 2023, restricted cash included approximately $ 5.2 10.1 4.9 7.4 Empery Asset Master, Ltd., et. al. vs. AIT Therapeutics, Inc. 2.5 The following table is the reconciliation of the presentation and disclosure of cash, cash equivalents, marketable securities by major security type and restricted cash as shown on the Company’s condensed consolidated statements of cash flows for: SCHEDULE OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH (in thousands) September 30, 2023 March 31, 2023 Cash and cash equivalents $ 13,179 $ 29,158 Restricted cash 5,231 10,129 Total cash, cash equivalents and restricted cash $ 18,410 $ 39,287 Marketable securities: Marketable debt securities - - Corporate debt securities $ 100 $ 1,597 U.S. government securities 10,863 1,013 Mutual fund (ultra-short-term income) 14,500 14,114 Total marketable securities $ 25,463 $ 16,724 Total cash, cash equivalents, marketable securities and restricted cash $ 43,874 $ 56,011 BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (continued) The following table summarizes the Company’s short-term marketable securities with unrealized gains and losses as of September 30, 2023, aggregated by major security type: SUMMARY OF SHORT-TERM MARKETABLE SECURITIES WITH UNREALIZED GAINS AND LOSSES (in thousands) Fair Value Unrealized (Losses) Corporate debt securities $ 100 $ 3 U.S. government securities 10,863 88 Mutual fund (ultra-short-term income) 14,500 14 Total short-term marketable securities $ 25,463 $ 105 All marketable securities are A- or higher rated. No |
Revenue Recognition | Revenue Recognition The Company recognizes revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. To determine revenue recognition for contracts with customers, the Company performs the following five steps: (i) identify the contract(s) with a customer, (ii) identify the performance obligation(s) in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligation(s) in the contract and (v) recognize revenue when (or as) the Company satisfies the performance obligation(s). At contract inception, the Company assesses the goods or services promised within each contract, assesses whether each promised good or service is distinct and identifies those promised goods or services that are performance obligations. The Company will be required to use judgment to determine (a) the number of performance obligations based on the determination under step (ii) above and whether those performance obligations are distinct from other performance obligations in the contract (b) the transaction price under step (iii) above and (c) the stand-alone selling price for each performance obligation identified in the contract for the allocation of the transaction price in step (iv) above. The Company will also be required to use judgment to determine whether variable consideration should be included in the transaction price. The transaction price is allocated to each performance obligation on an estimated stand-alone selling price basis, for which the Company recognizes revenue as or when the performance obligations under contract are satisfied. |
Segment Reporting | Segment Reporting Commencing with the creation of Beyond Cancer in November 2021, the Company’s operations became classified into two segments, Beyond Air and Beyond Cancer. Each segment has its own management team, board of directors, corporate officers and legal entities. As of September 30, 2023, Beyond Air, Inc. owns 80% of the common stock of Beyond Cancer. The segment reporting is based on the manner in which the Company’s CEO as chief operating decision maker assesses performance and allocates resources across the organization. The Beyond Air segment includes unallocated corporate expenses associated with the public company fees as well as all corporate related assets and liabilities. The following table summarizes segment financial information by business segment as of September 30, 2023: SCHEDULE OF SEGMENT FINANCIAL INFORMATION BY BUSINESS SEGMENT (in thousands) Beyond Air Beyond Cancer Total Cash, cash equivalents, marketable securities and certain restricted cash $ 27,286 $ 16,588 $ 43,874 All other assets 14,113 18 14,131 Total assets $ 41,399 $ 16,607 $ 58,005 Total liabilities $ (28,015 ) $ (1,159 ) $ (29,173 ) Net assets $ 13,384 $ 15,448 $ 28,831 Non-controlling interests $ - $ 3,085 $ 3,085 BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (continued) The following table summarizes segment financial information by business segment as of March 31, 2023: (in thousands) Beyond Air Beyond Cancer Total Cash, cash equivalents, marketable securities and certain restricted cash $ 25,388 $ 20,494 $ 45,882 All other assets 22,310 557 22,867 Total assets $ 47,699 $ 21,051 $ 68,749 Total liabilities $ (26,201 ) $ (520 ) $ (26,721 ) Net assets $ 21,498 $ 20,530 $ 42,028 Non-controlling interests $ - $ 4,113 $ 4,113 The following table summarizes segment financial performance by business segment for the six months ended September 30, 2023: (in thousands) Beyond Air Beyond Cancer Total Revenue $ 298 $ - $ 298 Net loss for the six months ended September 30, 2023 $ (21,654 ) $ (10,827 ) $ (32,481 ) The following table summarizes segment financial performance by business segment for the three months ended September 30, 2023: (in thousands) Beyond Air Beyond Cancer Total Revenue $ 239 $ - $ 239 Net loss for the three months ended September 30, 2023 $ (11,398 ) $ (6,027 ) $ (17,426 ) The following table summarizes segment financial performance by business segment for the six months ended September 30, 2022: (in thousands) Beyond Air Beyond Cancer Total Revenue $ - $ - $ - Net loss for the six months ended September 30, 2022 $ (16,703 ) $ (7,749 ) $ (24,452 ) The following table summarizes segment financial performance by business segment for the three months ended September 30, 2022: (in thousands) Beyond Air Beyond Cancer Total Revenue $ - $ - $ - Net loss for the three months ended September 30, 2022 $ (8,650 ) $ (4,148 ) $ (12,797 ) |
Research and Development | Research and Development Research and development expenses are charged to the condensed consolidated statements of operations and comprehensive loss as incurred. Research and development expenses include salaries, benefits, stock-based compensation and costs incurred by outside laboratories, manufacturers, clinical research organizations, consultants, and accredited facilities in connection with preclinical studies and clinical trials. Research and development expenses are partially offset by the benefit of tax incentive payments for qualified research and development expenditures from the Australian tax authority (“AU Tax Rebates”). The Company does not record AU Tax Rebates until payment is received due to the uncertainty of receipt. In the six months ended September 30, 2023 and September 30, 2022, the Company received $ 0 182 BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (continued) |
Stock-Based Compensation | Stock-Based Compensation The Company measures the cost of employee and non-employee services received in exchange for an award of equity instruments based on the grant date fair value of the award. Fair value for restricted stock unit awards is valued using the closing price of the Company’s common stock on the date of grant. The grant date fair value is recognized over the requisite service period during which an employee and non-employee is required to provide service in exchange for the award, using the accelerated method with each tranche being expensed over its vesting period. The grant date fair value of employee and non-employee share options is estimated using the Black-Scholes option pricing model. The risk-free interest rate assumptions were based upon the observed interest rates appropriate for the expected term of the equity instruments. The expected dividend yield was assumed to be zero as the Company has not paid any dividends since its inception and does not anticipate paying dividends in the foreseeable future. Starting in 2023, Beyond Air solely used its own historical volatility as the input for expected volatility, but due to Beyond Cancer’s lack of marketability, the Company utilizes the implied volatility based on an aggregate of guideline companies for expected volatility. The Company uses the simplified method to estimate the expected term. |
Supplier Concentration | Supplier Concentration The Company relies on third-party suppliers to provide materials for its devices and consumables. In the three months ended September 30, 2023, the Company purchased approximately 88 80 8 80 59 21 In the six months ended September 30, 2023, the Company purchased approximately 86 73 13 69 53 16 |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards In August 2020, the FASB issued ASU 2020-06 (“ASU 2020-06”), Debt — Debt with Conversion and Other Options (“Subtopic 470-20”), to address the complexity associated with applying GAAP to certain financial instruments with characteristics of liabilities and equity, which the Company adopted on April 1, 2023. ASU 2020-06 eliminated the beneficial conversion (and cash conversion) accounting models in Subtopic 470-20 that require separate accounting for embedded conversion features, and simplified the settlement assessment to determine whether it qualifies for equity classification. In addition, the new guidance requires entities to use the if-converted method to calculate earnings per share for all convertible instruments and to include the effect of share settlement for instruments that may be settled in cash or shares. The Company adopted ASU 2020-06 using the modified retrospective approach and applied the guidance to all financial instruments that were outstanding as of the beginning of 2023. As the Company had not previously separated any financial instruments under the beneficial conversion or cash conversion accounting models, there was no cumulative effect adjustment to the opening balance of retained earnings as a result of adopting ASU 2020-06. |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (Tables) | 6 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
SCHEDULE OF FAIR VALUE ON A RECURRING BASIS | The following table presents, for each of the fair value hierarchy levels required under ASC 820, the Company’s assets and liabilities that are measured at fair value on a recurring basis: The fair value amounts as of September 30, 2023 are: SCHEDULE OF FAIR VALUE ON A RECURRING BASIS (in thousands) Total Level 1 Level 2 Level 3 Marketable securities : Corporate debt securities $ 100 $ 100 $ - $ - Government securities 10,863 10,863 - - Mutual funds 14,500 14,500 - - Total assets measured and recorded at fair value $ 25,463 $ 25,463 $ - $ - Liabilities : Warrant liability $ 238 $ - $ - $ 238 Derivative liability 349 - - 349 Total liabilities measured and recorded at fair value $ 588 $ 0 $ - $ 588 The fair value amounts as of March 31, 2023 are: (in thousands) Total Level 1 Level 2 Level 3 Marketable securities : Corporate debt securities $ 1,597 $ 1,597 $ - $ - Government securities 1,013 1,013 - - Mutual funds 14,114 14,114 - - Total assets measured and recorded at fair value $ 16,724 $ 16,724 $ - $ - Liabilities : Warrant liability $ - $ - $ - $ - Derivative liability - - - - Total liabilities measured and recorded at fair value $ - $ - $ - $ - |
SCHEDULE OF VALUING THE WARRANTS AND DERIVATIVES | SCHEDULE OF VALUING THE WARRANTS AND DERIVATIVES Warrants Derivative Expected term (in years) 4.75 3.75 Volatility 76 % 76 % Risk-free rate 4.63 % 4.63 % |
SCHEDULE OF CHANGES IN FAIR VALUE OF WARRANTS AND DERIVATIVES | The table presented below is a summary of changes in the fair value of the Company’s Level 3 valuation for the warrants and derivatives for the six months ended September 30, 2023 (in thousands): SCHEDULE OF CHANGES IN FAIR VALUE OF WARRANTS AND DERIVATIVES Warrants Derivative Issuances $ 885 $ 1,361 Change in fair value (647 ) (1,012 ) Balance at September 30, 2023 $ 238 $ 349 |
SCHEDULE OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | The following table is the reconciliation of the presentation and disclosure of cash, cash equivalents, marketable securities by major security type and restricted cash as shown on the Company’s condensed consolidated statements of cash flows for: SCHEDULE OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH (in thousands) September 30, 2023 March 31, 2023 Cash and cash equivalents $ 13,179 $ 29,158 Restricted cash 5,231 10,129 Total cash, cash equivalents and restricted cash $ 18,410 $ 39,287 Marketable securities: Marketable debt securities - - Corporate debt securities $ 100 $ 1,597 U.S. government securities 10,863 1,013 Mutual fund (ultra-short-term income) 14,500 14,114 Total marketable securities $ 25,463 $ 16,724 Total cash, cash equivalents, marketable securities and restricted cash $ 43,874 $ 56,011 |
SUMMARY OF SHORT-TERM MARKETABLE SECURITIES WITH UNREALIZED GAINS AND LOSSES | The following table summarizes the Company’s short-term marketable securities with unrealized gains and losses as of September 30, 2023, aggregated by major security type: SUMMARY OF SHORT-TERM MARKETABLE SECURITIES WITH UNREALIZED GAINS AND LOSSES (in thousands) Fair Value Unrealized (Losses) Corporate debt securities $ 100 $ 3 U.S. government securities 10,863 88 Mutual fund (ultra-short-term income) 14,500 14 Total short-term marketable securities $ 25,463 $ 105 |
SCHEDULE OF SEGMENT FINANCIAL INFORMATION BY BUSINESS SEGMENT | The following table summarizes segment financial information by business segment as of September 30, 2023: SCHEDULE OF SEGMENT FINANCIAL INFORMATION BY BUSINESS SEGMENT (in thousands) Beyond Air Beyond Cancer Total Cash, cash equivalents, marketable securities and certain restricted cash $ 27,286 $ 16,588 $ 43,874 All other assets 14,113 18 14,131 Total assets $ 41,399 $ 16,607 $ 58,005 Total liabilities $ (28,015 ) $ (1,159 ) $ (29,173 ) Net assets $ 13,384 $ 15,448 $ 28,831 Non-controlling interests $ - $ 3,085 $ 3,085 BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (continued) The following table summarizes segment financial information by business segment as of March 31, 2023: (in thousands) Beyond Air Beyond Cancer Total Cash, cash equivalents, marketable securities and certain restricted cash $ 25,388 $ 20,494 $ 45,882 All other assets 22,310 557 22,867 Total assets $ 47,699 $ 21,051 $ 68,749 Total liabilities $ (26,201 ) $ (520 ) $ (26,721 ) Net assets $ 21,498 $ 20,530 $ 42,028 Non-controlling interests $ - $ 4,113 $ 4,113 The following table summarizes segment financial performance by business segment for the six months ended September 30, 2023: (in thousands) Beyond Air Beyond Cancer Total Revenue $ 298 $ - $ 298 Net loss for the six months ended September 30, 2023 $ (21,654 ) $ (10,827 ) $ (32,481 ) The following table summarizes segment financial performance by business segment for the three months ended September 30, 2023: (in thousands) Beyond Air Beyond Cancer Total Revenue $ 239 $ - $ 239 Net loss for the three months ended September 30, 2023 $ (11,398 ) $ (6,027 ) $ (17,426 ) The following table summarizes segment financial performance by business segment for the six months ended September 30, 2022: (in thousands) Beyond Air Beyond Cancer Total Revenue $ - $ - $ - Net loss for the six months ended September 30, 2022 $ (16,703 ) $ (7,749 ) $ (24,452 ) The following table summarizes segment financial performance by business segment for the three months ended September 30, 2022: (in thousands) Beyond Air Beyond Cancer Total Revenue $ - $ - $ - Net loss for the three months ended September 30, 2022 $ (8,650 ) $ (4,148 ) $ (12,797 ) |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 6 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF PROPERTY AND EQUIPMENT | Property and equipment consist of the following: SCHEDULE OF PROPERTY AND EQUIPMENT (in thousands) September 30, 2023 March 31, Clinical and medical equipment $ 1,446 $ 1,365 Equipment deployable as part of a service offering 5,305 3,027 Computer equipment 840 779 Furniture and fixtures 534 505 Leasehold improvements 607 581 Property and equipment, gross 8,733 6,256 Accumulated depreciation (1,909 ) (1,254 ) Property and equipment, net $ 6,824 $ 5,003 |
STOCKHOLDERS_ EQUITY (Tables)
STOCKHOLDERS’ EQUITY (Tables) | 6 Months Ended |
Sep. 30, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
SCHEDULE OF RESTRICTED STOCK AWARDS | A summary of the Company’s restricted stock unit awards for the quarterly period ended September 30, 2023 is as follows: SCHEDULE OF RESTRICTED STOCK AWARDS Number Of Shares Weighted Average Grant Date Fair Value Unvested as of April 1, 2023 1,101,100 $ 6.78 Granted 1,000 5.65 Vested - - Forfeited (6,800 ) 5.06 Unvested as of September 30, 2023 1,095,300 $ 6.79 |
SCHEDULE OF FAIR VALUE OF OPTION | The following was utilized to calculate the fair value of options on the date of grant: SCHEDULE OF FAIR VALUE OF OPTION September 30, 2023 September 30, 2022 Risk-free interest rate 4.3 4.5 % 2.5 3.7 % Expected volatility (Beyond Air) 81.7 81.9 % 87.4 89.1 % Expected volatility (Beyond Cancer) 104.3 106.2 % 104.7 106.7 % Dividend yield 0 % 0 % Expected terms (in years) 6.25 6.25 |
SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE | The following summarizes the components of stock-based compensation expense which included stock options and restricted stock units for the three and six months ended September 30, 2023 and September 30, 2022: SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE (in thousands) 2023 2022 2023 2022 Three Months Ended Six Months Ended September 30, September 30, (in thousands) 2023 2022 2023 2022 Research and development $ 1,379 $ 1,002 $ 2,585 $ 1,957 General and administrative 5,081 3,713 9,990 7,381 Total stock-based compensation expense $ 6,460 $ 4,714 $ 12,575 $ 9,338 |
SUMMARY OF COMPANY’S OUTSTANDING WARRANTS | A summary of the Company’s outstanding warrants as of September 30, 2023 is as follows: SUMMARY OF COMPANY’S OUTSTANDING WARRANTS Warrant Holders Number of Warrants Exercise Price Intrinsic Value (in thousands) Date of Expiration Third-party license agreement 208,333 $ 4.80 $ - January 2024 March 2020 loan 172,187 $ 7.26 - March 2025 NitricGen agreement 80,000 $ 6.90 - January 2028 Avenue agreement 233,843 $ 5.88 - June 2028 Total 694,363 $ 6.02 $ - |
2013 Beyond Air Equity Incentive Plan [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
SCHEDULE OF STOCK OPTION ACTIVITY | A summary of the change in options for the six months ended September 30, 2023,is as follows: SCHEDULE OF STOCK OPTION ACTIVITY Number of Options Weighted Average Exercise Price of Options Weighted Average Remaining Contractual Life of Options Aggregate Intrinsic Value (in thousands) Options outstanding as of April 1, 2023 8,198,881 $ 5.83 8.4 $ 8,306 Granted 102,500 4.48 - - Exercised (42,500 ) 5.10 - - Forfeited (130,855 ) 6.58 - - Outstanding as of September 30, 2023 8,128,026 $ 5.83 7.6 $ - Exercisable as of September 30, 2023 3,580,901 $ 5.14 5.9 $ - |
2021 Beyond Cancer Ltd Equity Incentive Plan [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
SCHEDULE OF STOCK OPTION ACTIVITY | SCHEDULE OF STOCK OPTION ACTIVITY Number of Options Weighted Average Exercise Price of Options Weighted Average Remaining Contractual Life of Options Aggregate Intrinsic Value (thousands) Options outstanding as of April 1, 2023 3,817,000 $ 2.88 9.2 $ 23,486 Granted 80,000 5.50 - - Exercised - - - - Forfeited (134,250 ) 5.50 - - Outstanding as of September 30, 2023 3,762,750 $ 5.50 8.7 $ - Exercisable as of September 30, 2023 455,500 $ 5.50 8.3 $ - |
OTHER CURRENT ASSETS AND PREP_2
OTHER CURRENT ASSETS AND PREPAID EXPENSES (Tables) | 6 Months Ended |
Sep. 30, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
SCHEDULE OF CURRENT ASSETS AND PREPAID EXPENSES | A summary of current assets and prepaid expenses as of September 30, 2023 and March 31, 2023 is as follows (in thousands): SCHEDULE OF CURRENT ASSETS AND PREPAID EXPENSES September 30, 2023 March 31, 2023 Research and development $ 295 $ 128 Insurance 376 908 Prepaid rents and tenant improvement 48 - Prepaid marketing materials 114 - Value added tax receivable 223 231 Demonstration materials 277 245 Other 149 337 Total $ 1,481 $ 1,850 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 6 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
SUMMARY OF ACCRUED EXPENSES | A summary of the accrued expenses as of September 30, 2023 and March 31, 2023 is as follows (in thousands): SUMMARY OF ACCRUED EXPENSES September 30, 2023 March 31, 2023 Research and development $ 1,180 $ 426 Professional fees 581 1,221 Employee salaries and benefits 1,397 985 Contingent litigation and settlements (Note 10) 400 10,298 Circassia settlement – current portion (Note 8) 4,500 3,500 Goods received not invoiced 180 - Other 258 184 Total short-term accrued expenses $ 8,496 $ 16,613 Circassia settlement – long-term portion (Note 8) $ - $ 4,500 Total other long-term liabilities $ - $ 4,500 |
BASIC AND DILUTED NET INCOME _2
BASIC AND DILUTED NET INCOME (LOSS) PER SHARE OF COMMON STOCK (Tables) | 6 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
SCHEDULE OF POTENTIAL ANTI-DILUTIVE SECURITIES | The following potentially dilutive securities were not included in the calculation of diluted net income (loss) per share attributable to common stockholders of Beyond Air because their effect would have been anti-dilutive for the periods presented: SCHEDULE OF POTENTIAL ANTI-DILUTIVE SECURITIES September 30, 2023 September 30, 2022 Common stock warrants 694,363 460,520 Common stock options 8,128,026 5,581,631 Restricted shares 1,095,300 949,600 Loan and Security – conversion feature 392,465 - Total 10,310,154 6,991,751 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 6 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
SCHEDULE OF MATURITY OF LONG TERM LOAN | The Company received $ 15.8 SCHEDULE OF MATURITY OF LONG TERM LOAN Maturity of Long-Term Loan (in thousands) September 30, 2023 2025 $ 1,750 2026 7,000 2027 7,000 2028 1,750 Total $ 17,500 |
SCHEDULE OF LOAN AND SECURITY AGREEMENT | Components of Loan and Security Agreement SCHEDULE OF LOAN AND SECURITY AGREEMENT September 30, 2023 June 15, 2023 (Closing) Amount outstanding $ 17,500 $ 17,500 Debt discount (4,541 ) (4,541 ) Amortization of debt discount 413 - Final payment liability 613 613 Total $ 13,985 $ 13,572 |
ORGANIZATION AND BUSINESS (Deta
ORGANIZATION AND BUSINESS (Details Narrative) | Nov. 04, 2021 |
Beyond Cancer Ltd [Member] | |
Ownership percentage | 80% |
SCHEDULE OF FAIR VALUE ON A REC
SCHEDULE OF FAIR VALUE ON A RECURRING BASIS (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Mar. 31, 2023 |
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | $ 25,463 | $ 16,724 |
Warrant liability | 238 | |
Derivative liability | 349 | |
Total liabilities measured and recorded at fair value | 588 | |
Fair Value, Inputs, Level 1 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | 25,463 | 16,724 |
Total liabilities measured and recorded at fair value | 0 | |
Fair Value, Inputs, Level 2 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | ||
Total liabilities measured and recorded at fair value | ||
Fair Value, Inputs, Level 3 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | ||
Total liabilities measured and recorded at fair value | 588 | |
Corporate Debt Securities [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | 100 | 1,597 |
Corporate Debt Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | 100 | 1,597 |
Corporate Debt Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | ||
Corporate Debt Securities [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | ||
US Government Agencies Debt Securities [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | 10,863 | 1,013 |
US Government Agencies Debt Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | 10,863 | 1,013 |
US Government Agencies Debt Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | ||
US Government Agencies Debt Securities [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | ||
Mutual Funds [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | 14,500 | 14,114 |
Mutual Funds [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | 14,500 | 14,114 |
Mutual Funds [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | ||
Mutual Funds [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Total assets measured and recorded at fair value | ||
Warrant Liability [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Warrant liability | 238 | |
Warrant Liability [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Warrant liability | ||
Warrant Liability [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Warrant liability | ||
Warrant Liability [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Warrant liability | 238 | |
Derivative Liability [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Derivative liability | 349 | |
Derivative Liability [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Derivative liability | ||
Derivative Liability [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Derivative liability | ||
Derivative Liability [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Derivative liability | $ 349 |
SCHEDULE OF VALUING THE WARRANT
SCHEDULE OF VALUING THE WARRANTS AND DERIVATIVES (Details) | 6 Months Ended |
Sep. 30, 2023 | |
Measurement Input, Expected Term [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Expected term warrants | 4 years 9 months |
Expected term derivatives | 3 years 9 months |
Measurement Input, Price Volatility [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants risk free rate | 0.76 |
Derivative risk free rate | 0.76 |
Measurement Input, Risk Free Interest Rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants risk free rate | 4.63 |
Derivative risk free rate | 4.63 |
SCHEDULE OF CHANGES IN FAIR VAL
SCHEDULE OF CHANGES IN FAIR VALUE OF WARRANTS AND DERIVATIVES (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Mar. 31, 2023 | |
Accounting Policies [Abstract] | |||||
Warrants issuance | $ 885 | ||||
Derivative issuance | 1,361 | ||||
Change in fair value of warrants | $ (324) | (647) | |||
Change in fair value of derivatives | (500) | (1,012) | |||
Warrants | 238 | 238 | |||
Derivative | $ 349 | $ 349 |
SCHEDULE OF CASH AND CASH EQUIV
SCHEDULE OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Mar. 31, 2023 |
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Cash and cash equivalents | $ 13,179 | $ 29,158 |
Restricted cash | 5,231 | 10,129 |
Total cash, cash equivalents and restricted cash | 18,410 | 39,287 |
Marketable securities: | ||
Total marketable securities | 25,463 | 16,724 |
Total cash, cash equivalents, marketable securities and restricted cash | 43,874 | 56,011 |
Marketable Debt Securities [Member] | ||
Marketable securities: | ||
Total marketable securities | ||
Corporate Debt Securities [Member] | ||
Marketable securities: | ||
Total marketable securities | 100 | 1,597 |
US Government Agencies Debt Securities [Member] | ||
Marketable securities: | ||
Total marketable securities | 10,863 | 1,013 |
Mutual Fund [Member] | ||
Marketable securities: | ||
Total marketable securities | $ 14,500 | $ 14,114 |
SUMMARY OF SHORT-TERM MARKETABL
SUMMARY OF SHORT-TERM MARKETABLE SECURITIES WITH UNREALIZED GAINS AND LOSSES (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Mar. 31, 2023 | |
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||
Marketable securities | $ 25,463 | $ 16,724 | |
Total short-term marketable securities, unrealized loss | (105) | ||
Total short-term marketable securities, Unrealized gains and (losses) | 105 | ||
Corporate Debt Securities [Member] | |||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||
Marketable securities | 100 | 1,597 | |
Total short-term marketable securities, unrealized loss | 3 | ||
Total short-term marketable securities, Unrealized gains and (losses) | (3) | ||
US Government Agencies Debt Securities [Member] | |||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||
Marketable securities | 10,863 | 1,013 | |
Total short-term marketable securities, unrealized loss | 88 | ||
Total short-term marketable securities, Unrealized gains and (losses) | (88) | ||
Mutual Fund [Member] | |||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||
Marketable securities | 14,500 | $ 14,114 | |
Total short-term marketable securities, unrealized loss | 14 | ||
Total short-term marketable securities, Unrealized gains and (losses) | $ (14) |
SCHEDULE OF SEGMENT FINANCIAL I
SCHEDULE OF SEGMENT FINANCIAL INFORMATION BY BUSINESS SEGMENT (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Mar. 31, 2023 | |
Cash, cash equivalents, marketable securities and certain restricted cash | $ 43,874 | $ 43,874 | $ 56,011 | ||
Total assets | 58,005 | 58,005 | 68,749 | ||
Total liabilities | (29,173) | (29,173) | (26,721) | ||
Non-controlling interests | 3,085 | 3,085 | 4,113 | ||
Net loss for the three months ended September 30, 2022 | (16,220) | $ (11,968) | (30,315) | $ (22,902) | |
Business Segment [Member] | |||||
Cash, cash equivalents, marketable securities and certain restricted cash | 43,874 | 43,874 | 45,882 | ||
All other assets | 14,131 | 14,131 | 22,867 | ||
Total assets | 58,005 | 58,005 | 68,749 | ||
Total liabilities | (29,173) | (29,173) | (26,721) | ||
Net assets | 28,831 | 28,831 | 42,028 | ||
Non-controlling interests | 3,085 | 3,085 | 4,113 | ||
Revenue | 239 | 298 | |||
Net loss for the three months ended September 30, 2022 | (17,426) | (12,797) | (32,481) | (24,452) | |
Business Segment [Member] | Beyond Air [Member] | |||||
Cash, cash equivalents, marketable securities and certain restricted cash | 27,286 | 27,286 | 25,388 | ||
All other assets | 14,113 | 14,113 | 22,310 | ||
Total assets | 41,399 | 41,399 | 47,699 | ||
Total liabilities | (28,015) | (28,015) | (26,201) | ||
Net assets | 13,384 | 13,384 | 21,498 | ||
Non-controlling interests | |||||
Revenue | 239 | 298 | |||
Net loss for the three months ended September 30, 2022 | (11,398) | (8,650) | (21,654) | (16,703) | |
Business Segment [Member] | Beyond Cancer [Member] | |||||
Cash, cash equivalents, marketable securities and certain restricted cash | 16,588 | 16,588 | 20,494 | ||
All other assets | 18 | 18 | 557 | ||
Total assets | 16,607 | 16,607 | 21,051 | ||
Total liabilities | (1,159) | (1,159) | (520) | ||
Net assets | 15,448 | 15,448 | 20,530 | ||
Non-controlling interests | 3,085 | 3,085 | $ 4,113 | ||
Revenue | |||||
Net loss for the three months ended September 30, 2022 | $ (6,027) | $ (4,148) | $ (10,827) | $ (7,749) |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES AND OTHER RISKS AND UNCERTAINTIES (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Feb. 04, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Mar. 31, 2023 | |
Product Information [Line Items] | ||||||
Net cash used in operating activities | $ 31,472 | $ 16,059 | ||||
Accumulated deficit | $ 209,770 | 209,770 | $ 179,455 | |||
Cash equivalents | 38,600 | 38,600 | ||||
Decline in restricted cash | 4,900 | |||||
Incremental amount to third party | 2,500 | |||||
Marketable securities non-current | $ 0 | $ 0 | ||||
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Two Third-party Vendors [Member] | ||||||
Product Information [Line Items] | ||||||
Concentration risk percentage | 88% | 80% | 86% | 69% | ||
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Third-Party Vendor One [Member] | ||||||
Product Information [Line Items] | ||||||
Concentration risk percentage | 80% | 59% | 73% | 53% | ||
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Third-Party Vendor Two [Member] | ||||||
Product Information [Line Items] | ||||||
Concentration risk percentage | 8% | 21% | 13% | 16% | ||
Australian Taxation Office [Member] | ||||||
Product Information [Line Items] | ||||||
Tax Rebate | $ 182 | |||||
Empery Asset Master Ltd [Member] | ||||||
Product Information [Line Items] | ||||||
Decline in restricted cash | 7,400 | |||||
Contract Manufacturer [Member] | ||||||
Product Information [Line Items] | ||||||
Restricted cash | $ 5,200 | 5,200 | $ 10,100 | |||
At-The-Market Equity Offering Sales Agreement [Member] | ||||||
Product Information [Line Items] | ||||||
Proceeds from issuance or sale of equity | $ 50,000 | $ 39,800 | ||||
Beyond Cancer Ltd [Member] | ||||||
Product Information [Line Items] | ||||||
Non-controlling owners interest | 20% | 20% |
SCHEDULE OF PROPERTY AND EQUIPM
SCHEDULE OF PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Mar. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 8,733 | $ 6,256 |
Accumulated depreciation | (1,909) | (1,254) |
Property and equipment, net | 6,824 | 5,003 |
Clinical And Medical Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,446 | 1,365 |
Equipment Deployable As Part Of Service Offering [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 5,305 | 3,027 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 840 | 779 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 534 | 505 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 607 | $ 581 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation and amortization | $ 400 | $ 100 | $ 682 | $ 235 |
SCHEDULE OF RESTRICTED STOCK AW
SCHEDULE OF RESTRICTED STOCK AWARDS (Details) | 6 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Equity [Abstract] | |
Unvested number of shares, beginning balance | shares | 1,101,100 |
Weighted average grant date fair value, beginning balance | $ / shares | $ 6.78 |
Number of shares, granted | shares | 1,000 |
Weighted average grant date fair value, granted | $ / shares | $ 5.65 |
Number of shares, vested | shares | |
Weighted average grant date fair value, vested | $ / shares | |
Number of shares, forfeited | shares | (6,800) |
Weighted average grant date fair value, forfeited | $ / shares | $ 5.06 |
Unvested number of shares, ending balance | shares | 1,095,300 |
Weighted average grant date fair value, ending balance | $ / shares | $ 6.79 |
SCHEDULE OF STOCK OPTION ACTIVI
SCHEDULE OF STOCK OPTION ACTIVITY (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Mar. 31, 2023 | |
2013 Beyond Air Equity Incentive Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of Options, Outstanding at beginning of period | 8,198,881 | |
Weighted Average Exercise Price - Options, Outstanding at beginning of period | $ 5.83 | |
Weighted average remaining contractual life - options, outstanding at end of period | 7 years 7 months 6 days | 8 years 4 months 24 days |
Aggregate Intrinsic Value, Outstanding at beginning of period | $ 8,306 | |
Number of Options Outstanding, Granted | 102,500 | |
Weighted Average Exercise Price - Options, Granted | $ 4.48 | |
Number of Options Outstanding, Exercised | (42,500) | |
Weighted Average Exercise Price - Options, Exercised | $ 5.10 | |
Number of Options Outstanding, Forfeited | (130,855) | |
Weighted Average Exercise Price - Options, Forfeited | $ 6.58 | |
Number of options outstanding at ending of period | 8,128,026 | 8,198,881 |
Weighted Average Exercise Price - Options, Outstanding at ending of period | $ 5.83 | $ 5.83 |
Aggregate Intrinsic Value, Outstanding at end of period | $ 8,306 | |
Number of Options Outstanding, Exercisable | 3,580,901 | |
Weighted Average Exercise Price - Options, Exercisable | $ 5.14 | |
Weighted average remaining contractual life - options, exercisable | 5 years 10 months 24 days | |
Aggregate Intrinsic Value, Exercisable | ||
2021 Beyond Cancer Ltd Equity Incentive Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of Options, Outstanding at beginning of period | 3,817,000 | |
Weighted Average Exercise Price - Options, Outstanding at beginning of period | $ 2.88 | |
Weighted average remaining contractual life - options, outstanding at end of period | 8 years 8 months 12 days | 9 years 2 months 12 days |
Aggregate Intrinsic Value, Outstanding at beginning of period | $ 23,486 | |
Number of Options Outstanding, Granted | 80,000 | |
Weighted Average Exercise Price - Options, Granted | $ 5.50 | |
Number of Options Outstanding, Exercised | ||
Weighted Average Exercise Price - Options, Exercised | ||
Number of Options Outstanding, Forfeited | (134,250) | |
Weighted Average Exercise Price - Options, Forfeited | $ 5.50 | |
Number of options outstanding at ending of period | 3,762,750 | 3,817,000 |
Weighted Average Exercise Price - Options, Outstanding at ending of period | $ 5.50 | $ 2.88 |
Aggregate Intrinsic Value, Outstanding at end of period | $ 23,486 | |
Number of Options Outstanding, Exercisable | 455,500 | |
Weighted Average Exercise Price - Options, Exercisable | $ 5.50 | |
Weighted average remaining contractual life - options, exercisable | 8 years 3 months 18 days | |
Aggregate Intrinsic Value, Exercisable |
SCHEDULE OF FAIR VALUE OF OPTIO
SCHEDULE OF FAIR VALUE OF OPTION (Details) | 6 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Dividend yield | 0% | 0% |
Expected term (in years) | 6 years 3 months | 6 years 3 months |
Minimum [Member] | ||
Risk-free interest rate | 4.30% | 2.50% |
Minimum [Member] | Beyond Air [Member] | ||
Expected volatility | 81.70% | 87.40% |
Minimum [Member] | Beyond Cancer Ltd [Member] | ||
Expected volatility | 104.30% | 104.70% |
Maximum [Member] | ||
Risk-free interest rate | 4.50% | 3.70% |
Maximum [Member] | Beyond Air [Member] | ||
Expected volatility | 81.90% | 89.10% |
Maximum [Member] | Beyond Cancer Ltd [Member] | ||
Expected volatility | 106.20% | 106.70% |
SCHEDULE OF STOCK-BASED COMPENS
SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Total stock-based compensation expense | $ 6,460 | $ 4,714 | $ 12,575 | $ 9,338 |
Research and Development Expense [Member] | ||||
Total stock-based compensation expense | 1,379 | 1,002 | 2,585 | 1,957 |
General and Administrative Expense [Member] | ||||
Total stock-based compensation expense | $ 5,081 | $ 3,713 | $ 9,990 | $ 7,381 |
SUMMARY OF COMPANY_S OUTSTANDIN
SUMMARY OF COMPANY’S OUTSTANDING WARRANTS (Details) - USD ($) | 6 Months Ended | |
Sep. 30, 2023 | Jun. 15, 2023 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Number of Warrants | 694,363 | 233,843 |
Exercise Price | $ 6.02 | $ 5.88 |
Intrinsic Value | ||
Third Party License Agreement [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Number of Warrants | 208,333 | |
Exercise Price | $ 4.80 | |
Intrinsic Value | ||
Date of Expiration | January 2024 | |
March 2020 loan [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Number of Warrants | 172,187 | |
Exercise Price | $ 7.26 | |
Intrinsic Value | ||
Date of Expiration | March 2025 | |
NitricGen Agreement [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Number of Warrants | 80,000 | |
Exercise Price | $ 6.90 | |
Intrinsic Value | ||
Date of Expiration | January 2028 | |
Avenue Capital [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Number of Warrants | 233,843 | |
Exercise Price | $ 5.88 | |
Intrinsic Value | ||
Date of Expiration | June 2028 |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||||||
Feb. 04, 2022 | Sep. 30, 2023 | Jun. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 07, 2023 | Mar. 31, 2023 | Nov. 03, 2022 | Dec. 01, 2021 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Proceeds from Issuance of Common Stock | $ 6,501 | $ 214 | |||||||||
Proceeds from common stock | $ 217 | $ 200 | |||||||||
Exercise of stock options | 42,500 | ||||||||||
Shares authorized for issuance | 100,000,000 | 100,000,000 | 100,000,000 | ||||||||
Employee benefits and share based compensation | $ 700 | $ 700 | $ 1,500 | $ 1,400 | |||||||
Unrecognized compensation cost | $ 3,600 | ||||||||||
Weighted average remaining service period | 1 year 7 months 6 days | ||||||||||
Warrant [Member] | |||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Number of warrants exercised | |||||||||||
Beyond Air Equity Incentive Plan [Member] | |||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Stock options excercised | 3,000,000 | 3,000,000 | |||||||||
Two Thousand Thirteen BA Plan [Member] | |||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Shares authorized for issuance | 10,600,000 | 10,600,000 | |||||||||
Common stock shares available | 417,376 | 417,376 | |||||||||
2021 Beyond Cancer Ltd Equity Incentive Plan [Member] | |||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Stock options excercised | 455,500 | 455,500 | |||||||||
Weighted average remaining service period | 1 year 6 months | ||||||||||
Stock option vesting term, description | The vesting terms of the options issued under the 2021 BC Plan are generally four years and expire ten years from the grant date. | ||||||||||
Stock option vesting term | 10 years | ||||||||||
Stock option shares authorized for issuance | 4,000,000 | 4,000,000 | 2,000,000 | 2,000,000 | |||||||
Number of shares available for grant | 237,250 | 237,250 | |||||||||
Unrecognized stock-based compensation expense | $ 13,600 | $ 13,600 | |||||||||
Weighted average exercise price options | $ 5.50 | $ 5.50 | $ 5,500,000 | $ 2.88 | |||||||
Share based compensation arrangements by share based payment award options grants in period weighted average exercise price | $ 5.50 | ||||||||||
Number of warrants exercised | |||||||||||
2013 BA Plan [Member] | |||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Weighted average remaining service period | 1 year 6 months | ||||||||||
Unrecognized stock-based compensation expense | $ 11,500 | $ 11,500 | |||||||||
2021 BC Plan [Member] | |||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Share based compensation arrangements by share based payment award options grants in period weighted average exercise price | $ 4.59 | ||||||||||
2013 Beyond Air Equity Incentive Plan [Member] | |||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Stock options excercised | 3,580,901 | 3,580,901 | |||||||||
Weighted average exercise price options | $ 5.83 | $ 5.83 | $ 5.83 | ||||||||
Share based compensation arrangements by share based payment award options grants in period weighted average exercise price | $ 4.48 | ||||||||||
Number of warrants exercised | 42,500 | ||||||||||
2013 Beyond Air Equity Incentive Plan [Member] | Unvested Stock Options [Member] | |||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Share based compensation arrangements by share based payment award options grants in period weighted average exercise price | $ 5.98 | ||||||||||
At-The-Market Equity Offering Sales Agreement [Member] | |||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Proceeds from issuance sale of equity | $ 50,000 | $ 39,800 | |||||||||
Fees paid percentage | 3% | ||||||||||
Sale of Stock, Consideration Received on Transaction | $ 6,500 | ||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 1,191,349 | ||||||||||
2020 ATM [Member] | |||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 19,300 | ||||||||||
Proceeds from Issuance of Common Stock | $ 200 | ||||||||||
Avenue Capital [Member] | Warrant [Member] | |||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Number of warrants issued | 233,843 | 233,843 |
SCHEDULE OF CURRENT ASSETS AND
SCHEDULE OF CURRENT ASSETS AND PREPAID EXPENSES (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Mar. 31, 2023 |
Total | $ 1,481 | $ 1,850 |
Research and Development Expense [Member] | ||
Total | 295 | 128 |
Insurance [Member] | ||
Total | 376 | 908 |
Prepaid Rents And Tenant Improvement [Member] | ||
Total | 48 | |
Prepaid Marketing Materials [Member] | ||
Total | 114 | |
Value Added Tax Receivable [Member] | ||
Total | 223 | 231 |
Demonstration Materials [Member] | ||
Total | 277 | 245 |
Other [Member] | ||
Total | $ 149 | $ 337 |
SUMMARY OF ACCRUED EXPENSES (De
SUMMARY OF ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Mar. 31, 2023 |
Payables and Accruals [Abstract] | ||
Research and development | $ 1,180 | $ 426 |
Professional fees | 581 | 1,221 |
Employee salaries and benefits | 1,397 | 985 |
Contingent litigation and settlements (Note 10) | 400 | 10,298 |
Circassia settlement – current portion (Note 8) | 4,500 | 3,500 |
Goods received not invoiced | 180 | |
Other | 258 | 184 |
Total short-term accrued expenses | 8,496 | 16,613 |
Circassia settlement – long-term portion (Note 8) | 4,500 | |
Total other long-term liabilities | $ 4,500 |
SCHEDULE OF POTENTIAL ANTI-DILU
SCHEDULE OF POTENTIAL ANTI-DILUTIVE SECURITIES (Details) - shares | 6 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 10,310,154 | 6,991,751 |
Loan and Security – conversion feature | 392,465 | |
Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 694,363 | 460,520 |
Equity Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 8,128,026 | 5,581,631 |
Restricted Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 1,095,300 | 949,600 |
LICENSE AGREEMENT (Details Narr
LICENSE AGREEMENT (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | |||||
May 25, 2021 | May 25, 2021 | Aug. 31, 2023 | Jul. 31, 2022 | Sep. 30, 2025 | Sep. 30, 2023 | Mar. 31, 2023 | |
Loss Contingency Accrual, Payments | $ 2,500,000 | ||||||
Accrued Liabilities | $ 4,500,000 | $ 8,000,000 | |||||
Settlement Agreement [Member] | |||||||
Litigation Settlement, Amount Awarded to Other Party | $ 3,500,000 | ||||||
Royalty payment percentage | 5% | ||||||
Settlement Agreement [Member] | Forecast [Member] | |||||||
Litigation Settlement, Amount Awarded to Other Party | $ 4,500,000 | ||||||
Settlement Agreement [Member] | Cricassia Limited [Member] | |||||||
Payments for royalties | $ 6 | ||||||
Three Installments [Member] | Settlement Agreement [Member] | |||||||
Litigation Settlement, Amount Awarded to Other Party | $ 10,500,000 | ||||||
First Payment [Member] | Settlement Agreement [Member] | |||||||
Litigation Settlement, Amount Awarded to Other Party | 2,500,000 | ||||||
First Anniversary [Member] | Settlement Agreement [Member] | |||||||
Litigation Settlement, Amount Awarded to Other Party | 3,500,000 | ||||||
Second Anniversary [Member] | Settlement Agreement [Member] | |||||||
Litigation Settlement, Amount Awarded to Other Party | $ 4,500,000 |
GRANT COLLABORATION AGREEMENT (
GRANT COLLABORATION AGREEMENT (Details Narrative) - USD ($) $ in Thousands | 6 Months Ended | ||
Feb. 10, 2021 | Sep. 30, 2023 | Mar. 31, 2023 | |
Product Information [Line Items] | |||
Grants Receivable | $ 420 | ||
Cystic Fibrosis Foundation [Member] | |||
Product Information [Line Items] | |||
Grants Receivable | $ 2,200 | ||
Grants reduction expenses | 1,700 | ||
Payments for royalties | $ 1,700 | ||
Cystic Fibrosis Foundation [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | |||
Product Information [Line Items] | |||
Concentration risk percentage | 10% |
SCHEDULE OF MATURITY OF LONG TE
SCHEDULE OF MATURITY OF LONG TERM LOAN (Details) - USD ($) $ in Thousands | Jun. 15, 2023 | Sep. 30, 2023 |
Commitments and Contingencies Disclosure [Abstract] | ||
Interest, net proceeds | $ 15,800 | |
2025 | $ 1,750 | |
2026 | 7,000 | |
2027 | 7,000 | |
2028 | 1,750 | |
Total | $ 17,500 |
SCHEDULE OF LOAN AND SECURITY A
SCHEDULE OF LOAN AND SECURITY AGREEMENT (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 15, 2023 |
Commitments and Contingencies Disclosure [Abstract] | ||
Amount outstanding | $ 17,500 | $ 17,500 |
Debt discount | (4,541) | (4,541) |
Amortization of debt discount | 413 | |
Final payment liability | 613 | 613 |
Total | $ 13,985 | $ 13,572 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | 1 Months Ended | 6 Months Ended | |||||||
Jun. 15, 2023 | Apr. 12, 2023 | Jan. 31, 2018 | Jan. 13, 2017 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Mar. 31, 2023 | Dec. 28, 2021 | |
Loss Contingencies [Line Items] | |||||||||
Loss Contingency, Damages Paid, Value | $ 7,600,000 | ||||||||
Accrued Liabilities | $ 4,500,000 | $ 8,000,000 | |||||||
Class of Warrant or Right, Outstanding | 233,843 | 694,363 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 5.88 | $ 6.02 | |||||||
Conversion of shares | 392,465 | ||||||||
Loan and Security Agreement [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Loan, maturity date | Jun. 01, 2027 | ||||||||
Interest rate terms | (i) the prime rate, as published by the Wall Street Journal from time to time, plus 3.75% and (ii) 12.00%. The Company may, subject to certain parameters, voluntarily prepay the Loans, in whole or in part, at any time. If prepayment occurs on or before the one-year anniversary of the Closing Date, the Company is required to pay a fee equal to the principal amount of the Loans prepaid multiplied by 3.00%; if prepayment occurs after the one-year anniversary of the Closing Date and on or before the two-year anniversary of the Closing Date, the Company is required to pay a fee equal to the principal amount of the Loans prepaid multiplied by 2.00%; if prepayment occurs after the two-year anniversary and on or before the three-year anniversary of the Closing Date, the Company is required to pay a fee equal to the principal amount of the Loans prepaid multiplied by 1.50%; and if prepayment occurs after the three-year anniversary of the Closing Date and before the Maturity Date, the Company is required to pay a fee equal to the principal amount of the Loans prepaid multiplied by 1.00%. | ||||||||
Debt interest rate, stated percentage | 3.50% | ||||||||
Unrestricted cash | $ 5,000,000 | ||||||||
Loan and Security Agreement [Member] | Tranche 1 [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Secured debt | $ 17,500,000 | ||||||||
Loan and Security Agreement [Member] | Tranche 2 [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Principal payment term | additional 6 to 18 months | ||||||||
Revenues | $ 40,000,000 | ||||||||
Loan and Security Agreement [Member] | Maximum [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Secured debt | 40,000,000 | ||||||||
Loan and Security Agreement [Member] | Maximum [Member] | Tranche 2 [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Secured debt | $ 10,000,000 | ||||||||
Product revenue percentage | 85% | ||||||||
Loan and Security Agreement [Member] | Maximum [Member] | Tranche 3 [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Secured debt | $ 12,500,000 | ||||||||
Hudson Bay Master Fund [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Loss Contingency Accrual | $ 3,100,000 | ||||||||
Accrued Liabilities | 0 | $ 2,700,000 | |||||||
January 2017 Offering [Member] | Hudson Bay Master Fund [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Warrants to purchase common stock | 83,334 | ||||||||
Supplier Concentration Risk [Member] | Supplier [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Outstanding amount under purchase | 4,700,000 | ||||||||
Supplier Concentration Risk [Member] | Supplier [Member] | Cost of Goods and Service Benchmark [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Restricted cash | 5,100,000 | ||||||||
Avenue Capital Group [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Conversion principal amount | $ 3,000,000 | ||||||||
Conversion stock price | 130% | ||||||||
Avenue Capital Group [Member] | Common Stock [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Conversion of shares | 392,465 | ||||||||
Conversion amount | $ 7.644 | ||||||||
Option Agreement [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Payments for stock option exercised | $ 500,000 | ||||||||
Milestone payments | 87,000,000 | ||||||||
Sales related milestones payments | $ 83,000,000 | ||||||||
NitricGen Agreement [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Milestone payments | $ 300,000 | ||||||||
Class of Warrant or Right, Outstanding | 80,000 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 6.90 | ||||||||
NitricGen Agreement [Member] | NitricGen, Inc [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Milestone payments | 2,000,000 | ||||||||
Future payments based on certain milestones | $ 100,000 | $ 1,500,000 | |||||||
Warrants to purchase common stock | 100,000 | ||||||||
Warrants to purchase common stock, value | $ 295,000 | ||||||||
NitricGen Agreement [Member] | NitricGen, Inc [Member] | Next Milestones [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Future payments based on certain milestones | $ 100,000 |