Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jan. 31, 2018 | Mar. 07, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | Avid Bioservices, Inc. | |
Entity Central Index Key | 704,562 | |
Document Type | 10-Q | |
Document Period End Date | Jan. 31, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --04-30 | |
Is Entity a Well-known Seasoned Issuer? | No | |
Is Entity a Voluntary Filer? | No | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 55,552,233 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,018 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Jan. 31, 2018 | Apr. 30, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 17,938,000 | $ 46,799,000 |
Trade and other receivables | 7,967,000 | 7,742,000 |
Inventories | 14,218,000 | 33,099,000 |
Prepaid expenses | 906,000 | 1,460,000 |
Total current assets | 41,029,000 | 89,100,000 |
Property and equipment, net | 26,325,000 | 26,515,000 |
Restricted cash | 1,150,000 | 1,150,000 |
Other assets | 1,353,000 | 1,347,000 |
Total assets | 69,857,000 | 118,112,000 |
Current liabilities: | ||
Accounts payable | 1,911,000 | 5,779,000 |
Accrued clinical trial and related fees | 5,503,000 | 4,558,000 |
Accrued payroll and related costs | 3,876,000 | 6,084,000 |
Deferred revenue | 6,633,000 | 28,500,000 |
Customer deposits | 17,602,000 | 17,017,000 |
Other current liabilities | 749,000 | 993,000 |
Total current liabilities | 36,274,000 | 62,931,000 |
Deferred rent, less current portion | 2,064,000 | 1,599,000 |
Commitments and contingencies | ||
STOCKHOLDERS' EQUITY: | ||
Preferred stock - $0.001 par value; authorized 5,000,000 shares; 1,647,760 issued and outstanding at January 31, 2018 and April 30, 2017, respectively | 2,000 | 2,000 |
Common stock - $0.001 par value; authorized 500,000,000 shares; 45,257,180 and 44,014,040 issued and outstanding at January 31, 2018 and April 30, 2017, respectively | 45,000 | 44,000 |
Additional paid-in-capital | 593,621,000 | 590,971,000 |
Accumulated deficit | (562,149,000) | (537,435,000) |
Total stockholders' equity | 31,519,000 | 53,582,000 |
Total liabilities and stockholders' equity | $ 69,857,000 | $ 118,112,000 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jan. 31, 2018 | Apr. 30, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 1,647,760 | 1,647,760 |
Preferred stock, shares outstanding | 1,647,760 | 1,647,760 |
Common stock par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 45,257,180 | 44,014,040 |
Common stock, shares outstanding | 45,257,180 | 44,014,040 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Jan. 31, 2018 | Jan. 31, 2017 | Jan. 31, 2018 | Jan. 31, 2017 | ||
Income Statement [Abstract] | |||||
Contract manufacturing revenue | $ 6,819,000 | $ 10,747,000 | $ 46,678,000 | $ 39,726,000 | |
Cost of contract manufacturing | 10,951,000 | 7,974,000 | 47,641,000 | 26,477,000 | |
Gross profit (loss) | (4,132,000) | 2,773,000 | (963,000) | 13,249,000 | |
Operating expenses: | |||||
Selling, general and administrative | 4,824,000 | 4,365,000 | 12,273,000 | 13,602,000 | |
Restructuring charges | 0 | 0 | 1,258,000 | 0 | |
Total operating expenses | 4,824,000 | 4,365,000 | 13,531,000 | 13,602,000 | |
Operating loss | (8,956,000) | (1,592,000) | (14,494,000) | (353,000) | |
Other income (expense): | |||||
Interest and other income | 42,000 | 25,000 | 83,000 | 71,000 | |
Interest and other expense | (14,000) | (2,000) | (18,000) | (2,000) | |
Loss from continuing operations | (8,928,000) | (1,569,000) | (14,429,000) | (284,000) | |
Loss from discontinued operations | (2,076,000) | (6,205,000) | (10,404,000) | (22,603,000) | |
Net loss | (11,004,000) | (7,774,000) | (24,833,000) | (22,887,000) | |
Comprehensive loss | (11,004,000) | (7,774,000) | (24,833,000) | (22,887,000) | |
Series E preferred stock accumulated dividends | (1,442,000) | (1,442,000) | (3,604,000) | (3,558,000) | |
Net loss attributable to common stockholders | $ (12,446,000) | $ (9,216,000) | $ (28,437,000) | $ (26,445,000) | |
Basic and diluted weighted average common shares outstanding | [1] | 45,225,804 | 37,258,794 | 45,032,335 | 35,486,782 |
Basic and diluted net loss per common share attributable to common stockholders - Continuing operations | $ (0.23) | $ (0.08) | $ (0.40) | $ (0.11) | |
Basic and diluted net loss per common share attributable to common stockholders - Discontinued operations | (.05) | (.17) | (0.23) | (.64) | |
Net loss per share attributable to common stockholders | [1] | $ (.28) | $ (.25) | $ (0.63) | $ (0.75) |
[1] | All share and per share amounts of our common stock for all prior fiscal year periods presented have been retroactively adjusted to reflect the one-for-seven reverse stock split of our issued and outstanding common stock, which took effect on July 10, 2017 (Note 1). |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 9 Months Ended | |
Jan. 31, 2018 | Jan. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (24,833,000) | $ (22,887,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Share-based compensation | 1,206,000 | 2,591,000 |
Depreciation and amortization | 1,945,000 | 1,850,000 |
Loss on disposal of property and equipment | 401,000 | 0 |
Changes in operating assets and liabilities: | ||
Trade and other receivables | (225,000) | (3,024,000) |
Inventories | 18,881,000 | (17,643,000) |
Prepaid expenses | 554,000 | (396,000) |
Other non-current assets | 9,000 | 233,000 |
Accounts payable | (3,895,000) | (1,153,000) |
Accrued clinical trial and related fees | 945,000 | (4,467,000) |
Accrued payroll and related expenses | (2,208,000) | (184,000) |
Deferred revenue | (21,867,000) | 16,337,000 |
Customer deposits | 585,000 | 1,998,000 |
Other accrued expenses and current liabilities | (64,000) | (801,000) |
Deferred rent, less current portion | 465,000 | (70,000) |
Net cash used in operating activities | (28,101,000) | (27,616,000) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Property and equipment acquisitions | (2,129,000) | (2,644,000) |
(Increase) decrease in other assets | (15,000) | 205,000 |
Net cash used in investing activities | (2,144,000) | (2,439,000) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of common stock, net of issuance costs of $111,000 and $340,000, respectively | 4,193,000 | 11,604,000 |
Proceeds from issuance of Series E preferred stock, net of issuance costs of nil and $58,000, respectively | 0 | 1,576,000 |
Proceeds from issuance of common stock under Employee Stock Purchase Plan | 217,000 | 254,000 |
Proceeds from exercise of stock options | 398,000 | 0 |
Dividends paid on Series E preferred stock | (3,244,000) | (3,198,000) |
Principal payments on capital lease | (180,000) | (65,000) |
Net cash provided by financing activities | 1,384,000 | 10,171,000 |
NET DECREASE IN CASH AND CASH EQUIVALENTS | (28,861,000) | (19,884,000) |
CASH AND CASH EQUIVALENTS, beginning of period | 46,799,000 | 61,412,000 |
CASH AND CASH EQUIVALENTS, end of period | 17,938,000 | 41,528,000 |
SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Accounts payable for purchase of property and equipment | 27,000 | 420,000 |
Property and equipment acquired under capital lease | $ 0 | $ 319,000 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) | 9 Months Ended | |
Jan. 31, 2018 | Jan. 31, 2017 | |
Common Stock [Member] | ||
Stock Issuance costs | $ 111,000 | $ 340,000 |
Series E Preferred Stock [Member] | ||
Stock Issuance costs | $ 0 | $ 58,000 |
1. ORGANIZATION AND BUSINESS DE
1. ORGANIZATION AND BUSINESS DESCRIPTION | 9 Months Ended |
Jan. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND BUSINESS DESCRIPTION | Business Description Sale of Research and Development Assets Corporate Name Change Reverse Stock Split The reverse stock split affected all issued and outstanding shares of our common stock, as well as the shares of common stock underlying our stock options, employee stock purchase plan, warrants and the general conversion right with respect to our 10.50% Series E Convertible Preferred Stock (the “Series E Preferred Stock”). |
2. SUMMARY OF SIGNIFICANT ACCOU
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Jan. 31, 2018 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) related to quarterly reports on Form 10-Q. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for a complete set of financial statements. These unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended April 30, 2017. The condensed consolidated balance sheet at April 30, 2017 has been derived from audited financial statements at that date. The unaudited financial information for the interim periods presented herein reflects all adjustments which, in the opinion of management, are necessary for a fair presentation of the financial condition and results of operations for the periods presented, with such adjustments consisting only of normal recurring adjustments. Results of operations for interim periods covered by this Quarterly Report on Form 10-Q may not necessarily be indicative of results of operations for the full fiscal year or any other interim period. The unaudited condensed consolidated financial statements include the accounts of Avid Bioservices, Inc., and its subsidiaries. All intercompany accounts and transactions among the consolidated entities have been eliminated in the unaudited condensed consolidated financial statements. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts, as well as disclosures of commitments and contingencies in the financial statements and accompanying notes. Actual results could differ materially from those estimates and assumptions. Discontinued Operations As of January 31, 2018, our research and development segment met all the conditions to be classified as a discontinued operation (Note 1). Accordingly, the operating results of our research and development segment are reported as a loss from discontinued operations in the accompanying unaudited condensed consolidated financial statements for all periods presented. For additional information, see Note 10, “Sale of Research and Development Assets”. Going Concern The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The financial statements do not include any adjustments relating to the recoverability of the recorded assets or the classification of liabilities that may be necessary should it be determined that we are unable to continue as a going concern. We have expended substantial funds on our contract manufacturing business and, historically, on the research and development of pharmaceutical product candidates. As a result, we have historically experienced losses and negative cash flows from operations since our inception and, although we have discontinued our research and development segment (Note 1), we expect negative cash flows from operations to continue for the foreseeable future until we can generate sufficient revenue to achieve profitability. Therefore, unless and until we are able to generate sufficient revenue, we expect such losses to continue during the remainder of fiscal year 2018 and in the foreseeable future. Our ability to fund our operations is dependent on the amount of cash on hand and our ability to generate sufficient revenue to cover our operations. At January 31, 2018, we had $17,938,000 in cash and cash equivalents and during February 2018, we raised $23,163,000 in gross proceeds from the sale of our common stock pursuant to an underwritten public offering (Note 13). In addition, we expect to receive an aggregate of $8,000,000 in upfront payments over the next six (6) months from the recent sale of certain of our research and development assets (Note 10). In the event we are unable to secure sufficient business to support our operations beyond the next twelve months, we may need to raise additional capital in the future. Our ability to raise additional capital in the equity markets to fund our obligations in future periods is dependent on a number of factors, including, but not limited to, the market demand for our common stock. The market demand or liquidity of our common stock is subject to a number of risks and uncertainties, including but not limited to, negative economic conditions, adverse market conditions, and adverse financial results. If we are unable to either raise sufficient capital in the equity markets or generate additional revenue, we may need to further restructure, or cease, our operations. In addition, even if we are able to raise additional capital, it may not be at a price or on terms that are favorable to us. As a result, we have concluded that there is substantial doubt about our ability to continue as a going concern within one year after the date that our accompanying unaudited condensed consolidated financial statements are issued. Reclassification Certain prior year amounts related to other assets have been reclassified to property and equipment in our accompanying condensed consolidated balance sheet for the fiscal year ended April 30, 2017 and in our accompanying unaudited condensed consolidated statement of cash flows for the nine months ended January 31, 2017 to conform to the current period presentation. This reclassification had no effect on previously reported net loss. In addition, certain amounts related to corporate overhead costs that were allocated to the research and development segment have been reclassified from research and development expense to selling, general and administrative expense in our accompanying unaudited condensed consolidated statements of operations and comprehensive loss for all periods presented (Note 10). This reclassification had no effect on previously reported net loss. Restructuring Restructuring charges consist of one-time termination benefits, including severance and other employee related costs related to a workforce reduction pursuant to a restructuring plan we implemented in August 2017 (Note 9). One-time termination benefits are expensed at the date we notified the employee, unless the employee was required to provide future service, in which case the benefits are expensed ratably over the future service period. Cash and Cash Equivalents We consider all short-term investments readily convertible to cash with an initial maturity of three months or less to be cash equivalents. Restricted Cash Under the terms of three separate operating leases related to our facilities, we are required to maintain, as collateral, letters of credit during the terms of such leases. At January 31, 2018 and April 30, 2017, restricted cash of $1,150,000 was pledged as collateral under these letters of credit. Concentrations of Credit Risk and Customer Base Financial instruments that potentially subject us to a significant concentration of credit risk consist of cash and cash equivalents, restricted cash and trade receivables. We maintain our cash and restricted cash balances primarily with one major commercial bank and our deposits held with the bank exceed the amount of government insurance limits provided on our deposits. We are exposed to credit risk in the event of default by the major commercial bank holding our cash and restricted cash balances to the extent of the cash and restricted cash amounts recorded on the accompanying unaudited condensed consolidated balance sheet. Our trade receivables from amounts billed for contract manufacturing services have historically been derived from a small customer base. Most contracts require up-front payments and installment payments during the service period. We perform periodic evaluations of the financial condition of our customers and generally do not require collateral, but we can terminate any contract if a material default occurs. At January 31, 2018 and April 30, 2017, approximately 94% and 93%, respectively, of our trade receivables were due from four customers. In addition, contract manufacturing revenue has historically been derived from a small customer base. Historically, these customers have not entered into long-term contracts because their need for drug supply depends on a variety of factors, including the product’s stage of development, the timing of regulatory filings and approvals, the product needs of their collaborators, if applicable, their financial resources and the market demand with respect to commercial products. During the three and nine months ended January 31, 2018, approximately, 53% and 78%, respectively, of our contract manufacturing revenue was derived from our two largest customers. Based on our current commitments for manufacturing services from our two largest customers, we expect our future results of operations to be adversely affected until we are able to further expand and diversify our customer base. Comprehensive Loss Comprehensive loss is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources. Comprehensive loss is equal to our net loss for all periods presented. Impairment Long-lived assets are reviewed for impairment in accordance with authoritative guidance for impairment or disposal of long-lived assets. Long-lived assets are reviewed for events or changes in circumstances, which indicate that their carrying value may not be recoverable. Long-lived assets are reported at the lower of carrying amount or fair value less cost to sell. For the nine months ended January 31, 2018 and 2017, there were no indicators of impairment of the value of our long-lived assets. Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The guidance prioritizes the inputs used in measuring fair value into the following hierarchy: · Level 1 – Observable inputs, such as unadjusted quoted prices in active markets for identical assets or liabilities. · Level 2 – Observable inputs other than quoted prices included in Level 1, such as assets or liabilities whose values are based on quoted market prices in markets where trading occurs infrequently or whose values are based on quoted prices of instruments with similar attributes in active markets. · Level 3 – Unobservable inputs that are supported by little or no market activity and significant to the overall fair value measurement of the assets or liabilities; therefore, requiring the company to develop its own valuation techniques and assumptions. As of January 31, 2018 and April 30, 2017, we do not have any Level 2 or Level 3 financial assets or liabilities and our cash equivalents, which are primarily invested in money market funds with one major commercial bank, are carried at fair value based on quoted market prices for identical securities (Level 1 input). In addition, there were no transfers between any Levels of the fair value hierarchy during the three and nine months ended January 31, 2018 and 2017. Customer Deposits Customer deposits primarily represent advance billings and/or payments received for services or raw materials from our third-party customers prior to the initiation of contract manufacturing services. Revenue Recognition We derive revenue from contract manufacturing services provided to our third-party customers. We recognize revenue in accordance with the authoritative guidance for revenue recognition when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred or services have been rendered, (iii) the seller’s price to the buyer is fixed or determinable, and (iv) collectability is reasonably assured. We also comply with the authoritative guidance for revenue recognition regarding arrangements with multiple elements. Revenue arrangements with multiple elements are divided into separate units of accounting if certain criteria are met, including whether the delivered element has stand-alone value to the customer. When deliverables are separable, consideration received is allocated among the separate units based on their respective fair values, and the applicable revenue recognition criteria are applied to each of the separate units, which may require the use of significant judgement. Deliverables are considered separate units of accounting if (1) the delivered item(s) has value to the customer on a stand-alone basis and (2) the arrangement includes a general right of return relative to the delivered item(s), delivery or performance of the undelivered item(s) is considered probable and substantially in our control. Arrangement consideration is allocated at the inception of the agreement to all identified units of accounting based on their relative selling price. The relative selling price for each deliverable is determined using vendor specific objective evidence (“VSOE”) of selling price or third-party evidence of selling price if VSOE does not exist. If neither VSOE nor third-party evidence of selling price exists, we use our best estimate of the selling price for the deliverable. The amount of allocable arrangement consideration is limited to amounts that are fixed or determinable. The consideration received is allocated among the separate units of accounting, and the applicable revenue recognition criteria are applied to each of the separate units. Changes in the allocation of the sales price between delivered and undelivered elements can impact revenue recognition but do not change the total revenue recognized under any agreement. On occasion, we receive requests from customers to hold product that we have manufactured on a “bill-and-hold” basis. Revenue is recognized for these “bill-and-hold” arrangements in accordance with the authoritative guidance, which requires, among other things, the existence of a valid business purpose for the arrangement; the “bill-and-hold” arrangement is at the request of the customer; title and risk of ownership must pass to the customer; the product is complete and ready for shipment; a fixed delivery date that is reasonable and consistent with the customer’s business practices; the product has been separated from our inventory; and no further performance obligations by us exist. In addition, we also follow the authoritative guidance when reporting revenue as gross when we act as a principal versus reporting revenue as net when we act as an agent. For transactions in which we act as a principal, have discretion to choose suppliers, bear credit and inventory risk and perform a substantive part of the services, revenue is recorded at the gross amount billed to a customer and costs associated with these reimbursements are reflected as a component of cost of sales for contract manufacturing services. Any amounts received prior to satisfying our revenue recognition criteria are recorded as deferred revenue or customer deposits in the accompanying unaudited condensed consolidated financial statements. We also record a provision for estimated contract losses, if any, in the period in which they are determined. Share-based Compensation We account for stock options and other share-based awards granted under our equity compensation plans in accordance with the authoritative guidance for share-based compensation. The estimated fair value of share-based payments to employees in exchange for services is measured at the grant date, using a fair value based method, such as a Black-Scholes option valuation model, and is recognized as expense on a straight-line basis over the requisite service periods. The fair value of modifications to share-based awards, if any, is generally estimated using a Black-Scholes option valuation model, unless a lattice model is required. Forfeitures are recognized as a reduction of share-based compensation expense as they occur. As of January 31, 2018, there were no outstanding share-based awards with market or performance conditions. Income Taxes On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act makes broad and complex changes to the U.S. tax code, including, but not limited to, reducing the U.S. federal corporate tax rate from the maximum federal statutory rate of 35% to 21%. The Tax Act states that the 21% U.S. federal corporate tax rate is effective for tax years beginning on or after January 1, 2018. However, existing tax law, which was not amended under the Tax Act, governs when a change in tax rate is effective. Existing tax law provides that if the taxable year includes the effective date of any rate change (unless the change is the first date of the taxable year), taxes should be calculated by applying a blended rate to the taxable income for the year. Section 15 of the Internal Revenue Code stipulates that our blended federal rate is 29.73% for fiscal year 2018. We have not yet determined the impact the rate reduction will have on our gross deferred tax asset and liabilities and offsetting valuation allowance. However, we have a full allowance against the deferred tax asset and as a result there was no impact to income tax expense for the quarter ended January 31, 2018. In conjunction with the tax law changes, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. The ultimate impact, which is expected to be recorded by April 30, 2018, may differ from any provisional amounts, due to, among other things, additional analysis, changes in interpretations and assumptions we have made, additional regulatory guidance that may be issued, and actions we may take as a result of the tax Act, and the fact that we cannot definitively predict what our deferred tax balance will ultimately be as of April 30, 2018. Basic and Dilutive Net Loss Per Common Share Basic net loss per common share is computed by dividing our net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period excluding the dilutive effects of stock options, shares of common stock expected to be issued under our Employee Stock Purchase Plan (the “ESPP”), warrants, and Series E Preferred Stock outstanding during the period. Diluted net loss per common share is computed by dividing our net loss attributable to common stockholders by the sum of the weighted average number of shares of common stock outstanding during the period plus the potential dilutive effects of stock options, shares of common stock expected to be issued under our ESPP, warrants, and Series E Preferred Stock outstanding during the period. Net loss attributable to common stockholders represents our net loss plus Series E Preferred Stock accumulated dividends. Series E Preferred Stock accumulated dividends include dividends declared for the period (regardless of whether or not the dividends have been paid) and dividends accumulated for the period (regardless of whether or not the dividends have been declared). The potential dilutive effect of stock options, shares of common stock expected to be issued under our ESPP, and warrants outstanding during the period are calculated in accordance with the treasury stock method, but are excluded if their effect is anti-dilutive. The potential dilutive effect of our Series E Preferred Stock outstanding during the period was calculated using the if-converted method assuming the conversion of Series E Preferred Stock as of the earliest period reported or at the date of issuance, if later, but are excluded if their effect is anti-dilutive. However, because the impact of stock options, shares of common stock expected to be issued under our ESPP, warrants, and Series E Preferred Stock are anti-dilutive during periods of net loss, there was no difference between basic and diluted loss per common share amounts for the three and nine months ended January 31, 2018 and 2017. The calculation of weighted average diluted shares outstanding for the three and nine months ended January 31, 2018 and 2017 excludes the dilutive effect of the following weighted average outstanding stock options and shares of common stock expected to be issued under our ESPP as their impact are anti-dilutive during periods of net loss: Three Months Ended January 31, Nine Months Ended January 31, 2018 2017 2018 2017 Stock Options 115,425 – 78,427 – ESPP 1,202 5,198 466 27,661 Total 116,627 5,198 78,893 27,661 The calculation of weighted average diluted shares outstanding for the three and nine months ended January 31, 2018 and 2017 also excludes the following weighted average outstanding stock options, warrants, shares of common stock expected to be issued under our ESPP, and Series E Preferred Stock (assuming the if-converted method), as their exercise price, purchase price and/or conversion price were greater than the average market price of our common stock during the respective periods, resulting in an anti-dilutive effect: Three Months Ended January 31, Nine Months Ended January 31, 2018 2017 2018 2017 Stock Options 3,214,694 4,231,073 3,663,102 4,156,497 Warrants 39,040 39,040 39,040 39,040 Series E Preferred Stock 1,978,783 1,978,784 1,978,783 1,948,109 Total 5,232,517 6,248,897 5,680,925 6,143,646 During February 2018, we sold an aggregate of 10,294,445 shares of our common stock in connection with an underwritten public offering (Note 13), which are not included in the calculation of basic and dilutive net loss per common share for the three and nine months ended January 31, 2018. Recently Adopted Accounting Pronouncements Effective May 1, 2017, we adopted Accounting Standards Update (“ASU”) 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory Effective May 1, 2017, we adopted ASU 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes Effective May 1, 2017, we adopted ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting Pending Adoption of Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606): Revenue from Contracts with Customers In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). ASU 2016-2 requires an entity to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. ASU 2016-02 offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. ASU 2016-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, which will be our fiscal year 2020 beginning May 1, 2019. Early adoption is permitted. We are currently in the process of evaluating the impact of adoption of ASU 2016-02 on our condensed consolidated financial statements and related disclosures. In November 2016, FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting |
3. TRADE AND OTHER RECEIVABLES
3. TRADE AND OTHER RECEIVABLES | 9 Months Ended |
Jan. 31, 2018 | |
Receivables [Abstract] | |
TRADE AND OTHER RECEIVABLES | Trade receivables are recorded at the invoiced amount net of an allowance for doubtful accounts, if necessary. Other receivables are reported at amounts expected to be collected net of an allowance for doubtful accounts, if necessary. Trade and other receivables consist of the following: January 31, 2018 April 30, 2017 Trade receivables (1) $ 7,967,000 $ 7,274,000 Other receivables – 468,000 Total trade and other receivables $ 7,967,000 $ 7,742,000 ______________ (1) We continually monitor our allowance for doubtful accounts for all receivables. We apply judgment in assessing the ultimate realization of our receivables and we estimate an allowance for doubtful accounts based on various factors, such as, the aging of accounts receivable balances, historical experience, and the financial condition of our customers. Based on our analysis of our receivables as of January 31, 2018 and April 30, 2017, we determined no allowance for doubtful accounts was necessary. |
4. PROPERTY AND EQUIPMENT
4. PROPERTY AND EQUIPMENT | 9 Months Ended |
Jan. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | Property and equipment is recorded at cost, less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the related asset, generally ranging from three to ten years. Amortization of leasehold improvements is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the remaining lease term. Construction-in-progress, which represents direct costs related to the construction of various equipment and leasehold improvements associated with our manufacturing facilities, are not depreciated until the asset is completed and placed into service. No interest was incurred or capitalized as construction-in-progress as of January 31, 2018. Property and equipment, net, consists of the following: January 31, 2018 April 30, 2017 Leasehold improvements $ 20,579,000 $ 20,098,000 Laboratory equipment 10,683,000 10,777,000 Furniture, fixtures, office equipment and software 4,688,000 4,499,000 Construction-in-progress 2,558,000 2,841,000 Total property and equipment 38,508,000 38,215,000 Less accumulated depreciation and amortization (12,183,000 ) (11,700,000 ) Total property and equipment, net $ 26,325,000 $ 26,515,000 Depreciation and amortization expense for the three and nine months ended January 31, 2018 was $645,000 and $1,945,000, respectively. Depreciation and amortization expense for the three and nine months ended January 31, 2017 was $631,000 and $1,850,000, respectively. |
5. INVENTORIES
5. INVENTORIES | 9 Months Ended |
Jan. 31, 2018 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | Inventories are recorded at the lower of cost or market (net realizable value) and primarily include raw materials, work-in-process (comprised of raw materials, direct labor and overhead costs associated with in-process manufacturing services), and finished goods (representing manufacturing services completed and ready for shipment) associated with contract manufacturing services. Overhead costs allocated to work-in-process inventory are based on the normal capacity of our production facilities and do not include costs from abnormally low production or idle capacity, which are expensed directly to cost of contract manufacturing in the period incurred. During the three and nine months ended January 31, 2018, we expensed $5,344,000 and $11,182,000, respectively, in idle capacity costs directly to cost of contract manufacturing in the accompanying condensed consolidated financial statements. No idle capacity costs were incurred during the same prior year periods. Cost is determined by the first-in, first-out method. Inventories consist of the following: January 31, 2018 April 30, 2017 Raw materials $ 8,799,000 $ 11,304,000 Work-in-process 5,419,000 13,755,000 Finished goods – 8,040,000 Total inventories $ 14,218,000 $ 33,099,000 |
6. STOCKHOLDERS' EQUITY
6. STOCKHOLDERS' EQUITY | 9 Months Ended |
Jan. 31, 2018 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | Our ability to continue to fund our operations is highly dependent on the amount of cash and cash equivalents on hand combined with our ability to raise additional capital to support our future operations through one or more methods, including but not limited to, issuing additional equity. On January 12, 2018, we filed a universal shelf registration statement with the SEC on Form S-3, File number 333-222548 (“January 2018 Shelf”), which was declared effective by the SEC on January 25, 2018, under which we may issue, from time to time, in one or more offerings, offer and sale either individually or in combination up to $125,000,000 of our securities, including common stock, preferred stock, debt securities and warrants. As of January 31, 2018, we had not issued any of our securities under the January 2018 Shelf. Subsequent to January 31, 2018, we issued securities under the January 2018 Shelf as further discussed in Note 13, “Subsequent Events”. Sale of Common Stock On August 7, 2015, we entered into an At Market Issuance Sales Agreement (“AMI Sales Agreement”) with MLV & Co. LLC (“MLV”), pursuant to which we were able to sell shares of our common stock through MLV, as agent, for aggregate gross proceeds of up to $30,000,000, in registered transactions from our shelf registration statement on Form S-3 (File No. 333-201245), which was declared effective by the SEC on January 15, 2015. Sales of our common stock through MLV were made by any method that was deemed an “at the market offering” as defined in Rule 415 of the Securities Act. We paid MLV a commission equal to 2.5% of the gross proceeds from the sale of our common stock pursuant to the AMI Sales Agreement. During the quarter ended July 31, 2017, we sold 1,051,258 shares of our common stock at market prices under the AMI Sales Agreement, for aggregate gross proceeds of $4,304,000 before deducting commissions and other issuance costs of $111,000. As of July 31, 2017, we had raised the full amount of gross proceeds available to us under the AMI Sales Agreement. Series E Preferred Stock Dividend The following table summarizes the Series E Preferred Stock quarterly dividend activity during the nine months ended January 31, 2018: Declaration Date Record Date Payment Date Dividends Paid Dividend Per Share 6/6/2017 6/19/2017 7/3/2017 $ 1,081,000 $ 0.65625 9/5/2017 9/18/2017 10/2/2017 $ 1,081,000 $ 0.65625 12/7/2017 12/18/2017 1/2/2018 $ 1,081,000 $ 0.65625 Shares of Common Stock Authorized and Reserved for Future Issuance We are authorized to issue up to 500,000,000 shares of our common stock. As of January 31, 2018, 45,257,180 shares of our common stock were issued and outstanding. In addition, our common stock outstanding as of January 31, 2018 excluded the following shares of our common stock reserved for future issuance: · 5,433,646 shares of common stock reserved for issuance under outstanding option grants and available for issuance under our stock incentive plans; · 1,303,770 shares of common stock reserved for and available for issuance under our ESPP; · 39,040 shares of common stock issuable upon exercise of outstanding warrants; and · 6,826,435 shares of common stock issuable upon conversion of our outstanding Series E Preferred Stock (1) _____________ (1) The Series E Preferred Stock is convertible into a number of shares of our common stock determined by dividing the liquidation preference of $25.00 per share by the conversion price, currently $21.00 per share. If all of our outstanding Series E Preferred Stock were converted at the $21.00 per share conversion price, the holders of our Series E Preferred Stock would receive an aggregate of 1,961,619 shares of our common stock. However, we have reserved the maximum number of shares of our common stock that could be issued upon a change of control event assuming our shares of common stock are acquired for consideration of $5.985 per share or less. In this scenario, each outstanding share of our Series E Preferred Stock could be converted into 4.18 shares of our common stock, representing the Share Cap. |
7. EQUITY COMPENSATION PLANS
7. EQUITY COMPENSATION PLANS | 9 Months Ended |
Jan. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
EQUITY COMPENSATION PLANS | Stock Incentive Plans As of January 31, 2018, we had an aggregate of 5,433,646 shares of our common stock reserved for issuance under our stock incentive plans, of which, 3,989,356 shares were subject to outstanding options and 1,444,290 shares were available for future grants of share-based awards. The following summarizes our stock option transaction activity for the nine months ended January 31, 2018: Stock Options Shares Weighted Average Exercisable Price Outstanding, May 1, 2017 4,081,548 $ 8.77 Granted 679,497 $ 4.17 Exercised (117,019) $ 3.40 Canceled or expired (654,670) $ 8.42 Outstanding, January 31, 2018 3,989,356 $ 8.70 Employee Stock Purchase Plan (ESPP) We have reserved a total of 2,142,857 shares of our common stock to be purchased under our ESPP, of which 1,303,770 shares remained available to purchase at January 31, 2018, and are subject to adjustment as provided in the ESPP for stock splits, stock dividends, recapitalizations and other similar events. Under the ESPP, we sell shares to participants at a price equal to the lesser of 85% of the fair market value of our common stock at the (i) beginning of a six-month offering period, or (ii) end of the six-month offering period. The ESPP provides for two six-month offering periods each year; the first offering period begins on the first trading day on or after each May 1; the second offering period begins on the first trading day on or after each November 1. During the nine months ended January 31, 2018, 55,966 shares of our common stock were purchased under the ESPP at a purchase price of $3.87 per share. Share-Based Compensation Total share-based compensation expense related to share-based awards issued under our equity compensation plans is included in the accompanying unaudited condensed consolidated statements of operations as follows: Three Months Ended January 31, Nine Months Ended January 31, 2018 2017 2018 2017 Cost of contract manufacturing $ 139,000 $ 23,000 $ 277,000 $ 89,000 Selling, general and administrative 259,000 389,000 589,000 1,183,000 Discontinued operations 14,000 457,000 340,000 1,319,000 Total $ 412,000 $ 869,000 $ 1,206,000 $ 2,591,000 Share-based compensation from: Stock options $ 374,000 $ 815,000 $ 1,070,000 $ 2,369,000 ESPP 38,000 54,000 136,000 222,000 $ 412,000 $ 869,000 $ 1,206,000 $ 2,591,000 As of January 31, 2018, the total estimated unrecognized compensation cost related to non-vested employee stock options was $2,605,000. This cost is expected to be recognized over a weighted average vesting period of 2.67 years based on current assumptions. |
8. WARRANTS
8. WARRANTS | 9 Months Ended |
Jan. 31, 2018 | |
Warrants and Rights Note Disclosure [Abstract] | |
WARRANTS | No warrants were issued or exercised during the three and nine months ended January 31, 2018. As of January 31, 2018, warrants to purchase 39,040 shares of our common stock at an exercise price of $17.29 were outstanding and are exercisable through August 30, 2018. |
9. RESTRUCTURING
9. RESTRUCTURING | 9 Months Ended |
Jan. 31, 2018 | |
Restructuring Costs [Abstract] | |
Restructuring | On August 9, 2017, our Board of Directors approved, and our management implemented, a restructuring plan intended to reduce operating costs and improve cost efficiencies while we pursued strategic options for our research and development assets and focus our efforts on growing our CDMO business. Under this restructuring plan, which we completed in October 2017, we reduced our overall workforce by 57 employees. As a result, during the quarter ended October 31, 2017, we incurred an aggregate of $1,588,000 in restructuring costs consisting of one-time termination benefits, including severance, and other employee-related costs, of which $330,000 related to our research and development segment and $1,258,000 related to our contract manufacturing services segment. The restructuring costs associated with our research and development segment are included in loss from discontinued operations in the accompanying unaudited condensed consolidated financial statements for the nine months ended January 31, 2018 (Note 10). The restructuring costs associated with our contract manufacturing services segment are included in operating expenses in the accompanying unaudited condensed consolidated financial statements for the nine months ended January 31, 2018. All restructuring costs were paid as of January 31, 2018. |
10. SALE OF RESEARCH AND DEVELO
10. SALE OF RESEARCH AND DEVELOPMENT ASSETS | 9 Months Ended |
Jan. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
SALE OF RESEARCH AND DEVELOPMENT ASSETS | Asset Assignment and Purchase Agreement On February 12, 2018, we entered into an Asset Assignment and Purchase Agreement (the “Purchase Agreement”) with a third-party oncology therapeutics company (the “Buyer”) pursuant to which we sold to the Buyer the majority of our research and development assets, which included the assignment of certain exclusive licenses related to our former PS-targeting program, as well as certain other licenses and assets useful and/or necessary for the potential commercialization of bavituximab. Pursuant to the Purchase Agreement, we expect to receive an aggregate of $8 million from the Buyer, payable in three installments over a period of approximately six and one-half months following the date of the Purchase Agreement, the first of which is due by March 14, 2018. We are also eligible to receive up to an additional $95 million in the event that the Buyer achieves certain development, regulatory and commercialization milestones with respect to bavituximab. In addition, we are eligible to receive royalties on net sales that are upward tiering into the mid-teens in the event that the Buyer commercializes and sells products utilizing bavituximab or the other transferred assets. The Buyer is responsible for all future research, development and commercialization of bavituximab, including all related intellectual property costs and all other future liabilities and obligations arising out of the ownership of the transferred assets (i.e., we remain obligated for all liabilities associated with the research and development assets associated with the Purchase Agreement incurred or arising prior to February 13, 2018). In addition, as part of the transaction, we and the Buyer agreed to diligently work in good faith to negotiate and enter into, within 90 days after the date of the Purchase Agreement, an agreement for us to provide future contract development and manufacturing activities to the Buyer in support of bavituximab. Discontinued Operations As a result of (i) the sale of our PS-targeting program, (ii) the held for sale classification of our R84 technology, (iii) the abandonment of our remaining research and development assets (including our intent to return the exosome technology back to the original licensor), and (iv) the strategic shift in our corporate direction to focus solely on our CDMO business that will have a major effect on our operations and financial results as we will no longer incur costs associated with research and development, the operating results from our research and development segment are reported as a loss from discontinued operations in the accompanying unaudited condensed consolidated financial statements for all periods presented (Note 1). Accordingly, the accompanying unaudited condensed consolidated financial statements for the three and nine months ended January 31, 2018 and 2017 reflect the operations of our research and development segment as a discontinued operation. The results of operations presented below include certain allocations that management believes fairly reflect the utilization of services to the research and development segment. The allocations do not include amounts related to general corporate administrative expenses or interest expense. Therefore, the results of operations from the research and development segment do not necessarily reflect what the results of operations would have been had the research and development segment operated as a stand-alone segment. The following table summarizes the results of discontinued operations for the three and nine months ended January 31, 2018 and 2017: Three Months Ended January 31, Nine Months Ended January 31, 2018 2017 2018 2017 Operating expenses: Research and development $ 374,000 $ 5,912,000 $ 7,590,000 $ 21,347,000 Selling, general and administrative 1,315,000 293,000 2,097,000 1,256,000 Restructuring charges – – 330,000 – Total operating expenses 1,689,000 6,205,000 10,017,000 22,603,000 Other expense 387,000 – 387,000 – Loss from discontinued operations $ 2,076,000 $ 6,205,000 $ 10,404,000 $ 22,603,000 We will complete the accounting for the Purchase Agreement during the fourth quarter of our current fiscal year ending April 30, 2018. In addition, we expect to use a portion of our net operating losses to offset the taxable gain from the Purchase Agreement, if any, which could result in a partial release of our valuation allowance. Assets Held for Sale The carrying value of the assets and liabilities deemed a component of the discontinued research and development segment were not classified as “assets held for sale” in the accompanying unaudited condensed consolidated balance sheets at January 31, 2018 and April 30, 2017 since there were no related assets reported as of the respective balance sheet dates and the Buyer did not assume any liabilities under the Purchase Agreement. |
11. SEGMENT REPORTING
11. SEGMENT REPORTING | 9 Months Ended |
Jan. 31, 2018 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | Changes in our Organizational Structure Historically, our business had been organized into two reportable operating segments: (i) our research and development segment, and (ii) our contract manufacturing services segment. However, as a result of the aforementioned discontinued operation (Note 10), management has determined that the Company now operates in only one operating segment. Accordingly, effective January 31, 2018, we reported our financial results for one reportable segment to reflect this new organizational structure. In addition, the financial results of our discontinued research and development segment are reflected as a loss from discontinued operations in the accompanying unaudited condensed consolidated financial statements for all periods presented (Note 10). |
12. COMMITMENTS AND CONTINGENCI
12. COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Jan. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | Legal Proceedings On October 10, 2013, a derivative and class action complaint, captioned Michaeli v. Steven W. King, et al. |
13. SUBSEQUENT EVENTS
13. SUBSEQUENT EVENTS | 9 Months Ended |
Jan. 31, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | Sale of Research and Development Assets On February 12, 2018, we sold the majority of our research and development assets to a third-party oncology therapeutics company (Note 10). Public Offering of Common Stock On February 14, 2018, we entered into an underwriting agreement (the “Underwriting Agreement”) with Wells Fargo Securities, LLC, as representative for the underwriters identified therein (collectively, the “Underwriters”), relating to the issuance and sale in an underwritten public offering of 9,000,000 shares of our common stock, par value $0.001 per share, at a public offering price of $2.25 per share (the “Offering”). In addition, pursuant to the Underwriting Agreement, we also granted the Underwriters a 30-day option to purchase up to an additional 1,350,000 shares of our Common Stock under this Offering at the public offering price of $2.25 per share less the underwriting discounts and commissions to cover over-allotments, if any (the “Overallotment Option”). On February 20, 2018, we completed the Offering pursuant to which we sold 10,294,445 shares of our Common Stock, including 1,294,445 shares sold pursuant to the Underwriter’s Overallotment Option at the public offering price of $2.25 per share. The aggregate gross proceeds we received from the Offering, including the shares sold pursuant to the Overallotment Option, was $23,163,000, before deducting underwriting discounts and commissions and other offering related expenses. We intend to use the net proceeds from the offering for the expansion of our contract manufacturing business and for general corporate purposes. The Offering was made pursuant to a prospectus supplement filed with the SEC on February 14, 2018 under our January 2018 Shelf (Note 6). As of March 12, 2018, aggregate gross proceeds of up to $101,837,000 remained available to us under the January 2018 Shelf. Series E Preferred Stock Dividend On March 7, 2018, our Board of Directors declared a quarterly cash dividend of $0.65625 per share on our Series E Preferred Stock. The dividend payment is equivalent to an annualized 10.50% per share, based on the $25.00 per share stated liquidation preference, accruing from January 1, 2018 through March 31, 2018. The cash dividend is payable on April 2, 2018 to holders of the Series E Preferred Stock of record on March 19, 2018. |
2. SUMMARY OF SIGNIFICANT ACC20
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Jan. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) related to quarterly reports on Form 10-Q. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for a complete set of financial statements. These unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended April 30, 2017. The condensed consolidated balance sheet at April 30, 2017 has been derived from audited financial statements at that date. The unaudited financial information for the interim periods presented herein reflects all adjustments which, in the opinion of management, are necessary for a fair presentation of the financial condition and results of operations for the periods presented, with such adjustments consisting only of normal recurring adjustments. Results of operations for interim periods covered by this Quarterly Report on Form 10-Q may not necessarily be indicative of results of operations for the full fiscal year or any other interim period. The unaudited condensed consolidated financial statements include the accounts of Avid Bioservices, Inc., and its subsidiaries. All intercompany accounts and transactions among the consolidated entities have been eliminated in the unaudited condensed consolidated financial statements. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts, as well as disclosures of commitments and contingencies in the financial statements and accompanying notes. Actual results could differ materially from those estimates and assumptions. |
Discontinued Operations | Discontinued Operations As of January 31, 2018, our research and development segment met all the conditions to be classified as a discontinued operation (Note 1). Accordingly, the operating results of our research and development segment are reported as a loss from discontinued operations in the accompanying unaudited condensed consolidated financial statements for all periods presented. For additional information, see Note 10, “Sale of Research and Development Assets”. |
Going Concern | Going Concern The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The financial statements do not include any adjustments relating to the recoverability of the recorded assets or the classification of liabilities that may be necessary should it be determined that we are unable to continue as a going concern. We have expended substantial funds on our contract manufacturing business and, historically, on the research and development of pharmaceutical product candidates. As a result, we have historically experienced losses and negative cash flows from operations since our inception and, although we have discontinued our research and development segment (Note 1), we expect negative cash flows from operations to continue for the foreseeable future until we can generate sufficient revenue to achieve profitability. Therefore, unless and until we are able to generate sufficient revenue, we expect such losses to continue during the remainder of fiscal year 2018 and in the foreseeable future. Our ability to fund our operations is dependent on the amount of cash on hand and our ability to generate sufficient revenue to cover our operations. At January 31, 2018, we had $17,938,000 in cash and cash equivalents and during February 2018, we raised $23,163,000 in gross proceeds from the sale of our common stock pursuant to an underwritten public offering (Note 13). In addition, we expect to receive an aggregate of $8,000,000 in upfront payments over the next six (6) months from the recent sale of certain of our research and development assets (Note 10). In the event we are unable to secure sufficient business to support our operations beyond the next twelve months, we may need to raise additional capital in the future. Our ability to raise additional capital in the equity markets to fund our obligations in future periods is dependent on a number of factors, including, but not limited to, the market demand for our common stock. The market demand or liquidity of our common stock is subject to a number of risks and uncertainties, including but not limited to, negative economic conditions, adverse market conditions, and adverse financial results. If we are unable to either raise sufficient capital in the equity markets or generate additional revenue, we may need to further restructure, or cease, our operations. In addition, even if we are able to raise additional capital, it may not be at a price or on terms that are favorable to us. As a result, we have concluded that there is substantial doubt about our ability to continue as a going concern within one year after the date that our accompanying unaudited condensed consolidated financial statements are issued. |
Reclassification | Reclassification Certain prior year amounts related to other assets have been reclassified to property and equipment in our accompanying condensed consolidated balance sheet for the fiscal year ended April 30, 2017 and in our accompanying unaudited condensed consolidated statement of cash flows for the nine months ended January 31, 2017 to conform to the current period presentation. This reclassification had no effect on previously reported net loss. In addition, certain amounts related to corporate overhead costs that were allocated to the research and development segment have been reclassified from research and development expense to selling, general and administrative expense in our accompanying unaudited condensed consolidated statements of operations and comprehensive loss for all periods presented (Note 10). This reclassification had no effect on previously reported net loss. |
Restructuring | Restructuring Restructuring charges consist of one-time termination benefits, including severance and other employee related costs related to a workforce reduction pursuant to a restructuring plan we implemented in August 2017 (Note 9). One-time termination benefits are expensed at the date we notified the employee, unless the employee was required to provide future service, in which case the benefits are expensed ratably over the future service period. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all short-term investments readily convertible to cash with an initial maturity of three months or less to be cash equivalents. |
Restricted Cash | Restricted Cash Under the terms of three separate operating leases related to our facilities, we are required to maintain, as collateral, letters of credit during the terms of such leases. At January 31, 2018 and April 30, 2017, restricted cash of $1,150,000 was pledged as collateral under these letters of credit. |
Concentrations of Credit Risk and Customer Base | Concentrations of Credit Risk and Customer Base Financial instruments that potentially subject us to a significant concentration of credit risk consist of cash and cash equivalents, restricted cash and trade receivables. We maintain our cash and restricted cash balances primarily with one major commercial bank and our deposits held with the bank exceed the amount of government insurance limits provided on our deposits. We are exposed to credit risk in the event of default by the major commercial bank holding our cash and restricted cash balances to the extent of the cash and restricted cash amounts recorded on the accompanying unaudited condensed consolidated balance sheet. Our trade receivables from amounts billed for contract manufacturing services have historically been derived from a small customer base. Most contracts require up-front payments and installment payments during the service period. We perform periodic evaluations of the financial condition of our customers and generally do not require collateral, but we can terminate any contract if a material default occurs. At January 31, 2018 and April 30, 2017, approximately 94% and 93%, respectively, of our trade receivables were due from four customers. In addition, contract manufacturing revenue has historically been derived from a small customer base. Historically, these customers have not entered into long-term contracts because their need for drug supply depends on a variety of factors, including the product’s stage of development, the timing of regulatory filings and approvals, the product needs of their collaborators, if applicable, their financial resources and the market demand with respect to commercial products. During the three and nine months ended January 31, 2018, approximately, 53% and 78%, respectively, of our contract manufacturing revenue was derived from our two largest customers. Based on our current commitments for manufacturing services from our two largest customers, we expect our future results of operations to be adversely affected until we are able to further expand and diversify our customer base. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources. Comprehensive loss is equal to our net loss for all periods presented. |
Impairment | Impairment Long-lived assets are reviewed for impairment in accordance with authoritative guidance for impairment or disposal of long-lived assets. Long-lived assets are reviewed for events or changes in circumstances, which indicate that their carrying value may not be recoverable. Long-lived assets are reported at the lower of carrying amount or fair value less cost to sell. For the nine months ended January 31, 2018 and 2017, there were no indicators of impairment of the value of our long-lived assets. |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The guidance prioritizes the inputs used in measuring fair value into the following hierarchy: · Level 1 – Observable inputs, such as unadjusted quoted prices in active markets for identical assets or liabilities. · Level 2 – Observable inputs other than quoted prices included in Level 1, such as assets or liabilities whose values are based on quoted market prices in markets where trading occurs infrequently or whose values are based on quoted prices of instruments with similar attributes in active markets. · Level 3 – Unobservable inputs that are supported by little or no market activity and significant to the overall fair value measurement of the assets or liabilities; therefore, requiring the company to develop its own valuation techniques and assumptions. As of January 31, 2018 and April 30, 2017, we do not have any Level 2 or Level 3 financial assets or liabilities and our cash equivalents, which are primarily invested in money market funds with one major commercial bank, are carried at fair value based on quoted market prices for identical securities (Level 1 input). In addition, there were no transfers between any Levels of the fair value hierarchy during the three and nine months ended January 31, 2018 and 2017. |
Customer Deposits | Customer Deposits Customer deposits primarily represent advance billings and/or payments received for services or raw materials from our third-party customers prior to the initiation of contract manufacturing services. |
Revenue Recognition | Revenue Recognition We derive revenue from contract manufacturing services provided to our third-party customers. We recognize revenue in accordance with the authoritative guidance for revenue recognition when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred or services have been rendered, (iii) the seller’s price to the buyer is fixed or determinable, and (iv) collectability is reasonably assured. We also comply with the authoritative guidance for revenue recognition regarding arrangements with multiple elements. Revenue arrangements with multiple elements are divided into separate units of accounting if certain criteria are met, including whether the delivered element has stand-alone value to the customer. When deliverables are separable, consideration received is allocated among the separate units based on their respective fair values, and the applicable revenue recognition criteria are applied to each of the separate units, which may require the use of significant judgement. Deliverables are considered separate units of accounting if (1) the delivered item(s) has value to the customer on a stand-alone basis and (2) the arrangement includes a general right of return relative to the delivered item(s), delivery or performance of the undelivered item(s) is considered probable and substantially in our control. Arrangement consideration is allocated at the inception of the agreement to all identified units of accounting based on their relative selling price. The relative selling price for each deliverable is determined using vendor specific objective evidence (“VSOE”) of selling price or third-party evidence of selling price if VSOE does not exist. If neither VSOE nor third-party evidence of selling price exists, we use our best estimate of the selling price for the deliverable. The amount of allocable arrangement consideration is limited to amounts that are fixed or determinable. The consideration received is allocated among the separate units of accounting, and the applicable revenue recognition criteria are applied to each of the separate units. Changes in the allocation of the sales price between delivered and undelivered elements can impact revenue recognition but do not change the total revenue recognized under any agreement. On occasion, we receive requests from customers to hold product that we have manufactured on a “bill-and-hold” basis. Revenue is recognized for these “bill-and-hold” arrangements in accordance with the authoritative guidance, which requires, among other things, the existence of a valid business purpose for the arrangement; the “bill-and-hold” arrangement is at the request of the customer; title and risk of ownership must pass to the customer; the product is complete and ready for shipment; a fixed delivery date that is reasonable and consistent with the customer’s business practices; the product has been separated from our inventory; and no further performance obligations by us exist. In addition, we also follow the authoritative guidance when reporting revenue as gross when we act as a principal versus reporting revenue as net when we act as an agent. For transactions in which we act as a principal, have discretion to choose suppliers, bear credit and inventory risk and perform a substantive part of the services, revenue is recorded at the gross amount billed to a customer and costs associated with these reimbursements are reflected as a component of cost of sales for contract manufacturing services. Any amounts received prior to satisfying our revenue recognition criteria are recorded as deferred revenue or customer deposits in the accompanying unaudited condensed consolidated financial statements. We also record a provision for estimated contract losses, if any, in the period in which they are determined. |
Share-based Compensation | Share-based Compensation We account for stock options and other share-based awards granted under our equity compensation plans in accordance with the authoritative guidance for share-based compensation. The estimated fair value of share-based payments to employees in exchange for services is measured at the grant date, using a fair value based method, such as a Black-Scholes option valuation model, and is recognized as expense on a straight-line basis over the requisite service periods. The fair value of modifications to share-based awards, if any, is generally estimated using a Black-Scholes option valuation model, unless a lattice model is required. Forfeitures are recognized as a reduction of share-based compensation expense as they occur. As of January 31, 2018, there were no outstanding share-based awards with market or performance conditions. |
Income Taxes | Income Taxes On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act makes broad and complex changes to the U.S. tax code, including, but not limited to, reducing the U.S. federal corporate tax rate from the maximum federal statutory rate of 35% to 21%. The Tax Act states that the 21% U.S. federal corporate tax rate is effective for tax years beginning on or after January 1, 2018. However, existing tax law, which was not amended under the Tax Act, governs when a change in tax rate is effective. Existing tax law provides that if the taxable year includes the effective date of any rate change (unless the change is the first date of the taxable year), taxes should be calculated by applying a blended rate to the taxable income for the year. Section 15 of the Internal Revenue Code stipulates that our blended federal rate is 29.73% for fiscal year 2018. We have not yet determined the impact the rate reduction will have on our gross deferred tax asset and liabilities and offsetting valuation allowance. However, we have a full allowance against the deferred tax asset and as a result there was no impact to income tax expense for the quarter ended January 31, 2018. In conjunction with the tax law changes, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. The ultimate impact, which is expected to be recorded by April 30, 2018, may differ from any provisional amounts, due to, among other things, additional analysis, changes in interpretations and assumptions we have made, additional regulatory guidance that may be issued, and actions we may take as a result of the tax Act, and the fact that we cannot definitively predict what our deferred tax balance will ultimately be as of April 30, 2018. |
Basic and Dilutive Net Loss Per Common Share | Basic and Dilutive Net Loss Per Common Share Basic net loss per common share is computed by dividing our net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period excluding the dilutive effects of stock options, shares of common stock expected to be issued under our Employee Stock Purchase Plan (the “ESPP”), warrants, and Series E Preferred Stock outstanding during the period. Diluted net loss per common share is computed by dividing our net loss attributable to common stockholders by the sum of the weighted average number of shares of common stock outstanding during the period plus the potential dilutive effects of stock options, shares of common stock expected to be issued under our ESPP, warrants, and Series E Preferred Stock outstanding during the period. Net loss attributable to common stockholders represents our net loss plus Series E Preferred Stock accumulated dividends. Series E Preferred Stock accumulated dividends include dividends declared for the period (regardless of whether or not the dividends have been paid) and dividends accumulated for the period (regardless of whether or not the dividends have been declared). The potential dilutive effect of stock options, shares of common stock expected to be issued under our ESPP, and warrants outstanding during the period are calculated in accordance with the treasury stock method, but are excluded if their effect is anti-dilutive. The potential dilutive effect of our Series E Preferred Stock outstanding during the period was calculated using the if-converted method assuming the conversion of Series E Preferred Stock as of the earliest period reported or at the date of issuance, if later, but are excluded if their effect is anti-dilutive. However, because the impact of stock options, shares of common stock expected to be issued under our ESPP, warrants, and Series E Preferred Stock are anti-dilutive during periods of net loss, there was no difference between basic and diluted loss per common share amounts for the three and nine months ended January 31, 2018 and 2017. The calculation of weighted average diluted shares outstanding for the three and nine months ended January 31, 2018 and 2017 excludes the dilutive effect of the following weighted average outstanding stock options and shares of common stock expected to be issued under our ESPP as their impact are anti-dilutive during periods of net loss: Three Months Ended January 31, Nine Months Ended January 31, 2018 2017 2018 2017 Stock Options 115,425 – 78,427 – ESPP 1,202 5,198 466 27,661 Total 116,627 5,198 78,893 27,661 The calculation of weighted average diluted shares outstanding for the three and nine months ended January 31, 2018 and 2017 also excludes the following weighted average outstanding stock options, warrants, shares of common stock expected to be issued under our ESPP, and Series E Preferred Stock (assuming the if-converted method), as their exercise price, purchase price and/or conversion price were greater than the average market price of our common stock during the respective periods, resulting in an anti-dilutive effect: Three Months Ended January 31, Nine Months Ended January 31, 2018 2017 2018 2017 Stock Options 3,214,694 4,231,073 3,663,102 4,156,497 Warrants 39,040 39,040 39,040 39,040 Series E Preferred Stock 1,978,783 1,978,784 1,978,783 1,948,109 Total 5,232,517 6,248,897 5,680,925 6,143,646 During February 2018, we sold an aggregate of 10,294,445 shares of our common stock in connection with an underwritten public offering (Note 13), which are not included in the calculation of basic and dilutive net loss per common share for the three and nine months ended January 31, 2018. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements Effective May 1, 2017, we adopted Accounting Standards Update (“ASU”) 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory Effective May 1, 2017, we adopted ASU 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes Effective May 1, 2017, we adopted ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting |
Pending Adoption of Recent Accounting Pronouncements | Pending Adoption of Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606): Revenue from Contracts with Customers In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). ASU 2016-2 requires an entity to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. ASU 2016-02 offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. ASU 2016-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, which will be our fiscal year 2020 beginning May 1, 2019. Early adoption is permitted. We are currently in the process of evaluating the impact of adoption of ASU 2016-02 on our condensed consolidated financial statements and related disclosures. In November 2016, FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting |
2. SUMMARY OF SIGNIFICANT ACC21
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICY (Tables) | 9 Months Ended |
Jan. 31, 2018 | |
ESPP [Member] | |
Schedule of antidilutive shares | Three Months Ended January 31, Nine Months Ended January 31, 2018 2017 2018 2017 Stock Options 115,425 – 78,427 – ESPP 1,202 5,198 466 27,661 Total 116,627 5,198 78,893 27,661 |
Stock Options, Warrants, and Series E Preferred Stock (assuming the if-converted method) [Member] | |
Schedule of antidilutive shares | Three Months Ended January 31, Nine Months Ended January 31, 2018 2017 2018 2017 Stock Options 3,214,694 4,231,073 3,663,102 4,156,497 Warrants 39,040 39,040 39,040 39,040 Series E Preferred Stock 1,978,783 1,978,784 1,978,783 1,948,109 Total 5,232,517 6,248,897 5,680,925 6,143,646 |
3. TRADE AND OTHER RECEIVABLES
3. TRADE AND OTHER RECEIVABLES (Tables) | 9 Months Ended |
Jan. 31, 2018 | |
Receivables [Abstract] | |
Schedule of trade and other receivables | January 31, 2018 April 30, 2017 Trade receivables (1) $ 7,967,000 $ 7,274,000 Other receivables – 468,000 Total trade and other receivables $ 7,967,000 $ 7,742,000 ______________ (1) |
4. PROPERTY AND EQUIPMENT (Tabl
4. PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
Jan. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | January 31, 2018 April 30, 2017 Leasehold improvements $ 20,579,000 $ 20,098,000 Laboratory equipment 10,683,000 10,777,000 Furniture, fixtures, office equipment and software 4,688,000 4,499,000 Construction-in-progress 2,558,000 2,841,000 Total property and equipment 38,508,000 38,215,000 Less accumulated depreciation and amortization (12,183,000 ) (11,700,000 ) Total property and equipment, net $ 26,325,000 $ 26,515,000 |
5. INVENTORIES (Tables)
5. INVENTORIES (Tables) | 9 Months Ended |
Jan. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | January 31, 2018 April 30, 2017 Raw materials $ 8,799,000 $ 11,304,000 Work-in-process 5,419,000 13,755,000 Finished goods – 8,040,000 Total inventories $ 14,218,000 $ 33,099,000 |
6. STOCKHOLDERS' EQUITY (Tables
6. STOCKHOLDERS' EQUITY (Tables) | 9 Months Ended |
Jan. 31, 2018 | |
Equity [Abstract] | |
Schedule of dividends | Declaration Date Record Date Payment Date Dividends Paid Dividend Per Share 6/6/2017 6/19/2017 7/3/2017 $ 1,081,000 $ 0.65625 9/5/2017 9/18/2017 10/2/2017 $ 1,081,000 $ 0.65625 12/7/2017 12/18/2017 1/2/2018 $ 1,081,000 $ 0.65625 |
7. EQUITY COMPENSATION PLANS (T
7. EQUITY COMPENSATION PLANS (Tables) | 9 Months Ended |
Jan. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of stock option transaction activity | Stock Options Shares Weighted Average Exercisable Price Outstanding, May 1, 2017 4,081,548 $ 8.77 Granted 679,497 $ 4.17 Exercised (117,019) $ 3.40 Canceled or expired (654,670) $ 8.42 Outstanding, January 31, 2018 3,989,356 $ 8.70 |
Schedule of share-based compensation expense | Three Months Ended January 31, Nine Months Ended January 31, 2018 2017 2018 2017 Cost of contract manufacturing $ 139,000 $ 23,000 $ 277,000 $ 89,000 Selling, general and administrative 259,000 389,000 589,000 1,183,000 Discontinued operations 14,000 457,000 340,000 1,319,000 Total $ 412,000 $ 869,000 $ 1,206,000 $ 2,591,000 Share-based compensation from: Stock options $ 374,000 $ 815,000 $ 1,070,000 $ 2,369,000 ESPP 38,000 54,000 136,000 222,000 $ 412,000 $ 869,000 $ 1,206,000 $ 2,591,000 |
10. SALE OF RESEARCH AND DEVE27
10. SALE OF RESEARCH AND DEVELOPMENT ASSETS (Tables) | 9 Months Ended |
Jan. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued operations summary | Three Months Ended January 31, Nine Months Ended January 31, 2018 2017 2018 2017 Operating expenses: Research and development $ 374,000 $ 5,912,000 $ 7,590,000 $ 21,347,000 Selling, general and administrative 1,315,000 293,000 2,097,000 1,256,000 Restructuring charges – – 330,000 – Total operating expenses 1,689,000 6,205,000 10,017,000 22,603,000 Other expense 387,000 – 387,000 – Loss from discontinued operations $ 2,076,000 $ 6,205,000 $ 10,404,000 $ 22,603,000 |
1. ORGANIZATION AND BUSINESS 28
1. ORGANIZATION AND BUSINESS DESCRIPTION (Details Narrative) | 9 Months Ended |
Jan. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Reverse stock split | On July 7, 2017, we effected a reverse stock split of our outstanding shares of common stock at a ratio of one-for-seven. The reverse stock split took effect with the opening of trading on July 10, 2017. |
2. SUMMARY OF SIGNIFICANT ACC29
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Antidilutive shares) - shares | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2018 | Jan. 31, 2017 | Jan. 31, 2018 | Jan. 31, 2017 | |
Stock Options [Member] | ||||
Antidilutive shares excluded from calculation of weighted average diluted shares outstanding | 115,425 | 0 | 78,427 | 0 |
ESPP [Member] | ||||
Antidilutive shares excluded from calculation of weighted average diluted shares outstanding | 1,202 | 5,198 | 466 | 27,661 |
Options and ESPP Warrants [Member] | ||||
Antidilutive shares excluded from calculation of weighted average diluted shares outstanding | 116,627 | 5,198 | 78,893 | 27,661 |
2. SUMMARY OF SIGNIFICANT ACC30
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Antidilutive shares, If-Converted) - If-Converted Method [Member] - shares | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2018 | Jan. 31, 2017 | Jan. 31, 2018 | Jan. 31, 2017 | |
Stock Options [Member] | ||||
Antidilutive shares excluded from calculation of weighted average diluted shares outstanding | 3,214,694 | 4,231,073 | 3,663,102 | 4,156,497 |
Warrants [Member] | ||||
Antidilutive shares excluded from calculation of weighted average diluted shares outstanding | 39,040 | 39,040 | 39,040 | 39,040 |
Series E Preferred Stock [Member] | ||||
Antidilutive shares excluded from calculation of weighted average diluted shares outstanding | 1,978,783 | 1,978,784 | 1,978,783 | 1,948,109 |
Options, ESPP, Warrants and Series E Preferred Stock [Member] | ||||
Antidilutive shares excluded from calculation of weighted average diluted shares outstanding | 5,232,517 | 6,248,897 | 5,680,925 | 6,143,646 |
2. SUMMARY OF SIGNIFICANT ACC31
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 10 Months Ended | 12 Months Ended | ||
Jan. 31, 2018 | Jan. 31, 2018 | Jan. 31, 2017 | Feb. 28, 2018 | Apr. 30, 2017 | Apr. 30, 2016 | |
Cash and cash equivalents | $ 17,938,000 | $ 17,938,000 | $ 41,528,000 | $ 46,799,000 | $ 61,412,000 | |
Restricted cash pledged as collateral | $ 1,150,000 | 1,150,000 | $ 1,150,000 | |||
Asset impairment charges | $ 0 | $ 0 | ||||
Accounts Receivable [Member] | Four Customers [Member] | ||||||
Concentration percentage | 94.00% | 93.00% | ||||
Sales Revenue, Net [Member] | Two Customers [Member] | ||||||
Concentration percentage | 53.00% | 78.00% | ||||
Common Stock [Member] | ||||||
Gross proceeds from issuance of equity | $ 23,163,000 |
3. TRADE AND OTHER RECEIVABLE32
3. TRADE AND OTHER RECEIVABLES (Details) - USD ($) | Jan. 31, 2018 | Apr. 30, 2017 | |
Receivables [Abstract] | |||
Trade receivables | [1] | $ 7,967,000 | $ 7,274,000 |
Other receivables | 0 | 468,000 | |
Total trade and other receivables | $ 7,967,000 | $ 7,742,000 | |
[1] | Represents amounts billed for contract manufacturing services provided by Avid. |
3. TRADE AND OTHER RECEIVABLE33
3. TRADE AND OTHER RECEIVABLES (Details Narrative) - USD ($) | Jan. 31, 2018 | Apr. 30, 2017 |
Receivables [Abstract] | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
4. PROPERTY AND EQUIPMENT (Deta
4. PROPERTY AND EQUIPMENT (Details) - USD ($) | Jan. 31, 2018 | Apr. 30, 2017 |
Property, Plant and Equipment [Abstract] | ||
Leasehold improvements | $ 20,579,000 | $ 20,098,000 |
Laboratory equipment | 10,683,000 | 10,777,000 |
Furniture, fixtures, office equipment and software | 4,688,000 | 4,499,000 |
Construction-in-progress | 2,558,000 | 2,841,000 |
Total property and equipment | 38,508,000 | 38,215,000 |
Less accumulated depreciation and amortization | (12,183,000) | (11,700,000) |
Total property and equipment, net | $ 26,325,000 | $ 26,515,000 |
4. PROPERTY AND EQUIPMENT (De35
4. PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2018 | Jan. 31, 2017 | Jan. 31, 2018 | Jan. 31, 2017 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation and amortization | $ 645,000 | $ 631,000 | $ 1,945,000 | $ 1,850,000 |
5. INVENTORIES (Details)
5. INVENTORIES (Details) - USD ($) | Jan. 31, 2018 | Apr. 30, 2017 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 8,799,000 | $ 11,304,000 |
Work-in-process | 5,419,000 | 13,755,000 |
Finished goods | 0 | 8,040,000 |
Total inventories | $ 14,218,000 | $ 33,099,000 |
5. INVENTORIES (Details Narrati
5. INVENTORIES (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2018 | Jan. 31, 2017 | Jan. 31, 2018 | Jan. 31, 2017 | |
Cost of contract manufacturing | $ 10,951,000 | $ 7,974,000 | $ 47,641,000 | $ 26,477,000 |
Idle Capacity Costs [Member] | ||||
Cost of contract manufacturing | $ 5,344,000 | $ 11,182,000 |
6. STOCKHOLDERS' EQUITY (Detail
6. STOCKHOLDERS' EQUITY (Details - Dividends) - Series E Preferred Stock [Member] | 9 Months Ended |
Jan. 31, 2018USD ($)$ / shares | |
June 2017 [Member] | |
Declaration Date | Jun. 6, 2017 |
Record date | Jun. 19, 2017 |
Payment date | Jul. 3, 2017 |
Dividend paid | $ | $ 1,081,000 |
Dividend per share | $ / shares | $ 0.65625 |
September 2017 [Member] | |
Declaration Date | Sep. 5, 2017 |
Record date | Sep. 18, 2017 |
Payment date | Oct. 2, 2017 |
Dividend paid | $ | $ 1,081,000 |
Dividend per share | $ / shares | $ 0.65625 |
December 2017 [Member] | |
Declaration Date | Dec. 7, 2017 |
Record date | Dec. 18, 2017 |
Payment date | Jan. 2, 2018 |
Dividend paid | $ | $ 1,081,000 |
Dividend per share | $ / shares | $ 0.65625 |
6. STOCKHOLDERS' EQUITY (Deta39
6. STOCKHOLDERS' EQUITY (Details Narrative) - $ / shares | 9 Months Ended | |
Jan. 31, 2018 | Apr. 30, 2017 | |
Common stock authorized | 500,000,000 | 500,000,000 |
Common stock outstanding | 45,257,180 | 44,014,040 |
Series E Preferred Stock [Member] | ||
Shares issuable upon conversion | 6,826,435 | |
Liquidation preference price per share | $ 25 | |
Conversion price per share | $ 21 | |
If converted, Series E Preferred stock holders would receive shares of common stock. Common shares to be issued | 1,961,619 | |
Each outstanding share that could be converted into common shares | 4.18 | |
Stock Incentive Plans [Member] | ||
Shares available for issuance | 5,433,646 | |
ESPP [Member] | ||
Shares available for issuance | 1,303,770 | |
Warrants [Member] | ||
Shares available for issuance | 39,040 |
7. EQUITY COMPENSATION PLANS (D
7. EQUITY COMPENSATION PLANS (Details - Option activity) | 9 Months Ended |
Jan. 31, 2018$ / sharesshares | |
Number of Options | |
Number of Options Outstanding, Beginning | shares | 4,081,548 |
Number of Options Granted | shares | 679,497 |
Number of Options Exercised | shares | (117,019) |
Number of Options Canceled or Expired | shares | (654,670) |
Number of Options Outstanding, Ending | shares | 3,989,356 |
Weighted Average Exercise Price | |
Weighted Average Exercise Price Outstanding, Beginning | $ / shares | $ 8.77 |
Weighted Average Exercise Price Granted | $ / shares | 4.17 |
Weighted Average Exercise Price Exercised | $ / shares | 3.40 |
Weighted Average Exercise Price Canceled or Expired | $ / shares | 8.42 |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 8.70 |
7. EQUITY COMPENSATION PLANS 41
7. EQUITY COMPENSATION PLANS (Details - Share based compensation) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2018 | Jan. 31, 2017 | Jan. 31, 2018 | Jan. 31, 2017 | |
Share based compensation | $ 412,000 | $ 869,000 | $ 1,206,000 | $ 2,591,000 |
Cost of contract manufacturing [Member] | ||||
Share based compensation | 139,000 | 23,000 | 277,000 | 89,000 |
Selling, general and administrative [Member] | ||||
Share based compensation | 259,000 | 389,000 | 589,000 | 1,183,000 |
Discontinued Operations [Member] | ||||
Share based compensation | 14,000 | 457,000 | 340,000 | 1,319,000 |
Stock Options [Member] | ||||
Share based compensation | 374,000 | 815,000 | 1,070,000 | 2,369,000 |
ESPP [Member] | ||||
Share based compensation | $ 38,000 | $ 54,000 | $ 136,000 | $ 222,000 |
7. EQUITY COMPENSATION PLANS 42
7. EQUITY COMPENSATION PLANS (Details Narrative) | 9 Months Ended |
Jan. 31, 2018USD ($)$ / sharesshares | |
Stock Incentive Plans [Member] | |
Shares available for grant | 5,433,646 |
Stock Options [Member] | |
Shares available for grant | 3,989,356 |
Future grants of share-based awards [Member] | |
Shares available for grant | 1,444,290 |
ESPP [Member] | |
Shares authorized under plan | 2,142,857 |
Shares available for grant | 1,303,770 |
Common stock purchased under plan | 55,966 |
Purchase price per share | $ / shares | $ 3.87 |
Non-Vested Employee Stock Options [Member] | |
Unrecognized compensation cost | $ | $ 2,605,000 |
Unrecognized cost amortization period | 2 years 8 months 1 day |
8. WARRANTS (Details Narrative)
8. WARRANTS (Details Narrative) | 3 Months Ended | 9 Months Ended |
Jan. 31, 2018$ / sharesshares | Jan. 31, 2018$ / sharesshares | |
Warrants and Rights Note Disclosure [Abstract] | ||
Warrants issued | 0 | 0 |
Warrants exercised | 0 | 0 |
Warrants outstanding | 39,040 | 39,040 |
Warrant exercise price | $ / shares | $ 17.29 | $ 17.29 |
Warrants exercisable expiration date | Aug. 30, 2018 |
9. RESTRUCTURING (Details Narra
9. RESTRUCTURING (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2018 | Jan. 31, 2017 | Jan. 31, 2018 | Jan. 31, 2017 | |
Aggregate restructuring costs | $ 0 | $ 0 | $ 1,258,000 | $ 0 |
Restructuring [Member] | ||||
Workforce reduction | We reduced our overall workforce by 57 employees | |||
Aggregate restructuring costs | $ 1,588,000 | |||
Restructuring [Member] | Research and Development Segment [Member] | ||||
Aggregate restructuring costs | 330,000 | |||
Restructuring [Member] | Contract Manufacturing Services Segment [Member] | ||||
Aggregate restructuring costs | $ 1,258,000 |
10. SALE OF RESEARCH AND DEVE45
10. SALE OF RESEARCH AND DEVELOPMENT ASSETS (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2018 | Jan. 31, 2017 | Jan. 31, 2018 | Jan. 31, 2017 | |
Operating expenses: | ||||
Selling, general and administrative | $ 4,824,000 | $ 4,365,000 | $ 12,273,000 | $ 13,602,000 |
Loss from discontinued operations | 2,076,000 | 6,205,000 | 10,404,000 | 22,603,000 |
Discontinued Operations [Member] | ||||
Operating expenses: | ||||
Research and development | 374,000 | 5,912,000 | 7,590,000 | 21,347,000 |
Selling, general and administrative | 1,315,000 | 293,000 | 2,097,000 | 1,256,000 |
Restructuring charges | 0 | 0 | 330,000 | 0 |
Total operating expenses | 1,689,000 | 6,205,000 | 10,017,000 | 22,603,000 |
Other expense | 387,000 | 0 | 387,000 | 0 |
Loss from discontinued operations | $ 2,076,000 | $ 6,205,000 | $ 10,404,000 | $ 22,603,000 |
10. SALE OF RESEARCH AND DEVE46
10. SALE OF RESEARCH AND DEVELOPMENT ASSETS (Details Narrative) | 10 Months Ended |
Mar. 14, 2018USD ($) | |
Discontinued Operations and Disposal Groups [Abstract] | |
Proceeds from sale of business segment | $ 8,000,000 |
Terms of sale | The $8 million is expected to be paid over a period of 6.5 months in three installments. |
12. COMMITMENTS AND CONTINGEN47
12. COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2018 | Jan. 31, 2017 | Jan. 31, 2018 | Jan. 31, 2017 | |
Selling, general and admin expense reimbursed | $ 4,824,000 | $ 4,365,000 | $ 12,273,000 | $ 13,602,000 |
Settled Litigation [Member] | ||||
Selling, general and admin expense reimbursed | $ (1,500,000) |
13. SUBSEQUENT EVENTS (Details
13. SUBSEQUENT EVENTS (Details Narrative) - USD ($) | 9 Months Ended | 10 Months Ended | |||
Jan. 31, 2018 | Jan. 31, 2017 | Mar. 07, 2018 | Feb. 20, 2018 | Mar. 12, 2018 | |
Proceeds from sale of stock | $ 4,193,000 | $ 11,604,000 | |||
Subsequent Event [Member] | |||||
Declaration Date | Mar. 7, 2018 | ||||
Dividend per share | $ 0.65625 | ||||
Dividend percentage rate | 10.50% | ||||
Liquidation preference | $ 25 | ||||
Dividends payable, accrual period | January 1, 2018 through March 31, 2018 | ||||
Record date | Mar. 19, 2018 | ||||
Payment date | Apr. 2, 2018 | ||||
Underwriting Agreement [Member] | |||||
Shares issued new, shares | 10,294,445 | ||||
Stock sale price | $ 2.25 | ||||
Proceeds from sale of stock | $ 23,163,000 | ||||
Amount remaining under offering | $ 101,837,000 | ||||
Underwriting Agreement [Member] | Underwriter's Overallotment Option [Member] | |||||
Shares issued new, shares | 1,294,445 |