Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jun. 30, 2017 | Sep. 21, 2017 | Dec. 31, 2016 | |
Document And Entity Information | |||
Entity Registrant Name | PALATIN TECHNOLOGIES INC | ||
Entity Central Index Key | 911,216 | ||
Document Type | 10-K | ||
Document Period End Date | Jun. 30, 2017 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --06-30 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 67,224,210 | ||
Entity Common Stock, Shares Outstanding | 179,045,453 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,017 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 40,200,324 | $ 8,002,668 |
Available-for-sale investments | 249,837 | 1,380,556 |
Accounts receivable | 15,116,822 | 0 |
Prepaid expenses and other current assets | 1,011,221 | 1,313,841 |
Total current assets | 56,578,204 | 10,697,065 |
Property and equipment, net | 198,153 | 97,801 |
Other assets | 56,916 | 63,213 |
Total assets | 56,833,273 | 10,858,079 |
Current liabilities: | ||
Accounts payable | 1,551,367 | 713,890 |
Accrued expenses | 10,521,098 | 7,767,733 |
Notes payable, net of discount | 7,824,935 | 5,374,951 |
Capital lease obligations | 14,324 | 27,424 |
Deferred revenue | 35,050,572 | 0 |
Total current liabilities | 54,962,296 | 13,883,998 |
Notes payable, net of discount | 6,281,660 | 14,106,594 |
Capital lease obligations | 0 | 14,324 |
Other non-current liabilities | 753,961 | 439,130 |
Total liabilities | 61,997,917 | 28,444,046 |
Commitments and contengencies (Note 12) | ||
Stockholders' deficiency: | ||
Preferred stock of $0.01 par value – authorized 10,000,000 shares: Series A Convertible: issued and outstanding 4,030 shares as of June 30, 2017 and June 30, 2016 | 40 | 40 |
Common stock of $0.01 par value – authorized 300,000,000 shares; issued and outstanding 160,515,361 shares as of June 30, 2017 and 68,568,055 as of June 30, 2016, respectively | 1,605,153 | 685,680 |
Additional paid-in capital | 349,974,538 | 325,142,509 |
Accumulated other comprehensive loss | (590) | (1,944) |
Accumulated deficit | (356,743,785) | (343,412,252) |
Total stockholders' (deficiency) equity | (5,164,644) | (17,585,967) |
Total liabilities and stockholders' equity | $ 56,833,273 | $ 10,858,079 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2017 | Jun. 30, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, Series A Convertible, shares issued | 4,030 | 4,030 |
Preferred stock, Series A Convertible, shares outstanding | 4,030 | 4,030 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 160,515,361 | 68,568,055 |
Common stock, shares outstanding | 160,515,361 | 68,568,055 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Statement [Abstract] | |||
License and contract | $ 44,723,827 | $ 0 | $ 12,951,730 |
OPERATING EXPENSES: | |||
Research and development | 45,683,174 | 43,071,051 | 24,560,233 |
General and administrative | 9,610,147 | 6,179,084 | 5,677,654 |
Total operating expenses | 55,293,321 | 49,250,135 | 30,237,887 |
Loss from operations | (10,569,494) | (49,250,135) | (17,286,157) |
OTHER INCOME (EXPENSE): | |||
Investment income | 26,270 | 50,226 | 35,439 |
Interest expense | (2,288,309) | (2,513,027) | (661,697) |
Foreign exchange transaction loss | 0 | 0 | (284,656) |
Total other expense, net | (2,262,039) | (2,462,801) | (910,914) |
Loss before income taxes | (12,831,533) | (51,712,936) | (18,197,071) |
Income tax (expense) benefit | (500,000) | 0 | 531,508 |
NET LOSS | $ (13,331,533) | $ (51,712,936) | $ (17,665,563) |
Basic and diluted net loss per common share | $ (0.07) | $ (0.33) | $ (0.15) |
Weighted average number of common shares outstanding used in computing basic and diluted net loss per common share | 184,087,719 | 156,553,534 | 121,014,506 |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Loss - USD ($) | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Consolidated Statement Of Comprehensive Loss | |||
Net loss | $ (13,331,533) | $ (51,712,936) | $ (17,665,563) |
Other comprehensive loss | |||
Unrealized gain (loss) on available-for-sale investments | 1,354 | (1,944) | 0 |
Total comprehensive loss | $ (13,330,179) | $ (51,714,880) | $ (17,665,563) |
Consolidated Statements Shareho
Consolidated Statements Shareholders Equity - USD ($) | Preferred Stock | Common Stock | Additional Paid-In Capital | Comprehensive Loss | Accumulated Deficit | Total |
Stockholders' equity (deficit) - beginning at Jun. 30, 2014 | $ 47 | $ 394,166 | $ 283,428,356 | $ (274,033,753) | $ 9,788,816 | |
Preferred stock, shares - beginning at Jun. 30, 2014 | 4,697 | 4,697 | ||||
Common stock, shares - beginning at Jun. 30, 2014 | 39,416,595 | 39,416,595 | ||||
Sale of common stock units, net of costs | $ 0 | $ 20,500 | 18,535,611 | 0 | $ 18,556,111 | |
Sale of common stock units, net of costs, shares | 0 | 2,050,000 | ||||
Issuance of warrants on debt | $ 0 | $ 0 | 267,820 | 0 | 267,820 | |
Warrant exercises | $ 0 | $ 151,306 | 102,842 | 0 | 254,148 | |
Warrant exercises, shares | 0 | 15,130,573 | ||||
Stock-based compensation | $ 0 | $ 7,058 | 1,160,221 | 0 | 1,167,279 | |
Stock-based compensation, shares | 0 | 705,833 | ||||
Payment of witholding taxes related to restricted stock units | $ 0 | $ (1,746) | (162,390) | 0 | (164,136) | |
Payment of witholding taxes related to restricted stock units, shares | 0 | (174,568) | ||||
Comprehensive loss: | ||||||
NET LOSS | $ 0 | $ 0 | 0 | (17,665,563) | (17,665,563) | |
Total comprehensive loss | (17,665,563) | |||||
Stockholders' equity (deficit) - ending at Jun. 30, 2015 | $ 47 | $ 571,284 | 303,332,460 | (291,699,316) | $ 12,204,475 | |
Preferred stock, shares outstanding at Jun. 30, 2015 | 4,697 | 4,697 | ||||
Common stock, shares - ending at Jun. 30, 2015 | 57,128,433 | 57,128,433 | ||||
Sale of common stock units, net of costs | 19,834,278 | $ 19,834,278 | ||||
Issuance of warrants on debt | 305,196 | 305,196 | ||||
Warrant exercises | $ 108,909 | (108,909) | ||||
Warrant exercises, shares | 10,890,889 | |||||
Stock-based compensation | $ 6,622 | 1,836,743 | 1,843,365 | |||
Stock-based compensation, shares | 662,186 | |||||
Series A Conversion | $ (7) | $ 100 | (93) | |||
Series A Conversion, shares | (667) | 10,030 | ||||
Taxes withheld related to restricted stock units | $ (1,235) | (57,166) | (58,401) | |||
Taxes withheld related to restricted stock units, shares | (123,483) | |||||
Comprehensive loss: | ||||||
Unrealized loss on investments | $ (1,944) | (1,944) | ||||
NET LOSS | $ 0 | $ 0 | 0 | 0 | (51,712,936) | (51,712,936) |
Total comprehensive loss | (51,714,880) | |||||
Stockholders' equity (deficit) - ending at Jun. 30, 2016 | $ 40 | $ 685,680 | 325,142,509 | (1,944) | (343,412,252) | $ (17,585,967) |
Preferred stock, shares outstanding at Jun. 30, 2016 | 4,030 | 4,030 | ||||
Common stock, shares - ending at Jun. 30, 2016 | 68,568,055 | 68,568,055 | ||||
Sale of common stock units, net of costs | $ 368,661 | 23,488,312 | $ 23,856,973 | |||
Sale of common stock units, net of costs, shares | 36,866,097 | |||||
Warrant exercises | $ 545,778 | (381,420) | 164,358 | |||
Warrant exercises, shares | 54,577,802 | |||||
Stock-based compensation | $ 5,794 | 1,751,465 | 1,757,259 | |||
Stock-based compensation, shares | 579,400 | |||||
Taxes withheld related to restricted stock units | $ (760) | (26,328) | (27,088) | |||
Taxes withheld related to restricted stock units, shares | (75,993) | |||||
Comprehensive loss: | ||||||
Unrealized loss on investments | 1,354 | 1,354 | ||||
NET LOSS | (13,331,533) | (13,331,533) | ||||
Total comprehensive loss | (13,330,179) | |||||
Stockholders' equity (deficit) - ending at Jun. 30, 2017 | $ 40 | $ 1,605,153 | $ 349,974,538 | $ (590) | $ (356,743,785) | $ (5,164,644) |
Preferred stock, shares outstanding at Jun. 30, 2017 | 4,030 | 4,030 | ||||
Common stock, shares - ending at Jun. 30, 2017 | 160,515,361 | 160,515,361 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net loss | $ (13,331,533) | $ (51,712,936) | $ (17,665,563) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 33,051 | 43,052 | 117,590 |
Non-cash interest expense | 298,790 | 327,479 | 87,087 |
Stock-based compensation | 1,757,259 | 1,843,365 | 1,167,279 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (15,116,822) | 0 | 0 |
Prepaid expenses and other assets | 308,917 | 503,785 | (1,667,139) |
Accounts payable | 837,477 | (392,594) | 845,204 |
Accrued expenses | 2,728,985 | 1,676,209 | 4,666,196 |
Deferred revenue | 35,050,572 | 0 | (1,000,000) |
Other non-current liabilities | 314,831 | 347,826 | 91,304 |
Net cash provided by (used in) operating activities | 12,881,527 | (47,363,814) | (13,358,042) |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Proceeds from sale/maturity of investments | 1,124,999 | 0 | 0 |
Purchases of investments | 0 | (1,387,022) | 0 |
Purchases of property and equipment | (133,403) | (17,695) | 0 |
Net cash provided by (used in) investing activities | 991,596 | (1,404,717) | 0 |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Payments on capital lease obligations | (27,424) | (25,872) | (12,380) |
Payment of withholding taxes related to restricted stock units | (2,708) | (190,360) | (115,808) |
Payment on debt obligations | (5,666,666) | 0 | 0 |
Proceeds from exercise of common stock warrants | 164,358 | 0 | 254,148 |
Proceeds from the sale of common stock and warrants, net of costs | 23,856,973 | 19,834,278 | 18,556,111 |
Proceeds from the issuance of notes payable and warrants | 0 | 10,000,000 | 10,000,000 |
Payment of debt issuance costs | 0 | (146,115) | (209,366) |
Net cash provided by financing activities | 18,324,533 | 29,471,931 | 28,472,705 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 32,197,656 | (19,296,600) | 15,114,663 |
CASH AND CASH EQUIVALENTS, beginning of period | 8,002,668 | 27,299,268 | 12,184,605 |
CASH AND CASH EQUIVALENTS, end of period | 40,200,324 | 8,002,668 | 27,299,268 |
SUPPLEMENTAL CASH FLOW INFORMATION: | |||
Cash paid for interest | 1,676,954 | 1,836,743 | 483,306 |
Equipment acquired under capital lease | 0 | 0 | 80,000 |
Issuance of warrants in connection with debt financing | $ 0 | $ 305,196 | $ 267,820 |
1. ORGANIZATION
1. ORGANIZATION | 12 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
1. ORGANIZATION | Nature of Business The Company’s primary product in development is bremelanotide for the treatment of hypoactive sexual desire disorder (“HSDD”), which is a type of female sexual dysfunction (“FSD”). The Company also has drug candidates or development programs for cardiovascular diseases, including heart failure and fibrosis, and inflammatory diseases, including inflammatory bowel disease and ocular indications. Key elements of the Company’s business strategy include using its technology and expertise to develop and commercialize therapeutic products; entering into alliances and partnerships with pharmaceutical companies to facilitate the development, manufacture, marketing, sale and distribution of product candidates that the Company is developing; and partially funding its product candidate development programs with the cash flow generated from third parties. Business Risk and Liquidity – On January 8, 2017, the Company entered into an exclusive license agreement (“License Agreement”) with AMAG for bremelanotide for North America (Note 5). The License Agreement became effective on February 2, 2017, and the Company received an upfront payment of $60,000,000 pursuant to the License Agreement on that date. As of June 30, 2017, the Company’s cash, cash equivalents, accounts receivable and investments were $55,566,983 and current liabilities were $19,911,724, net of deferred revenue of $35,050,572. The Company intends to utilize existing capital resources for general corporate purposes and working capital, including required ancillary studies with bremelanotide for HSDD preparatory to filing a New Drug Application (“NDA”) with the U.S. Food and Drug Administration (“FDA”), and preclinical and clinical development of our other product candidates and programs, including natriuretic peptide receptor and melanocortin receptor programs. On September 6, 2017, the Company entered into a collaboration and license agreement with Shanghai Fosun Pharmaceutical Industrial Development Co., Ltd., a subsidiary of Shanghai Fosun Pharmaceutical (Group) Co., Ltd. (“Fosun”), for exclusive rights to develop and commercialize bremelanotide for FSD indications in the territories of mainland China, Taiwan, Hong Kong S.A.R. and Macau S.A.R. (Note 16). Management believes that its existing capital resources, including the proceeds from the License Agreement with Fosun, will be adequate to fund its planned operations through at least the 2018 calendar year. The Company will need additional funding to complete required clinical trials for its other product candidates and, assuming those clinical trials are successful, as to which there can be no assurance, to complete submission of required applications to the FDA. If the Company is unable to obtain approval or otherwise advance in the FDA approval process, the Company’s ability to sustain its operations would be materially adversely affected. The Company may seek the additional capital necessary to fund its operations through public or private equity offerings, collaboration agreements, debt financings or licensing arrangements. Additional capital that is required by the Company may not be available on reasonable terms, or at all. Concentrations – |
2. SUMMARY OF SIGNIFICANT ACCOU
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Principles of Consolidation Use of Estimates Cash and Cash Equivalents Investments The fair value of substantially all securities is determined by quoted market prices. The estimated fair value of securities for which there are no quoted market prices is based on similar types of securities that are traded in the market. Fair Value of Financial Instruments Credit Risk Property and Equipment Impairment of Long-Lived Assets Revenue Recognition Revenue Recognition for Arrangements with Multiple Elements ● the delivered item has value to the customer on a stand-alone basis; and ● if the arrangement includes a general right of return relative to the delivered item, delivery or performance of the undelivered item is considered probable and substantially in control of the vendor. Under FASB ASC Topic 605-25, if both of the criteria above are not met, then separate accounting for the individual deliverables is not appropriate. The Company has determined that it is appropriate to recognize such revenue using the input-based proportional method during the period of Palatin’s development obligations as defined in the AMAG License Agreement. Refer to Note 5 for additional information. Revenue resulting from the achievement of development milestones is recorded in accordance with the accounting guidance for the milestone method of revenue recognition. Amounts received prior to satisfying the revenue recognition criteria are recorded as deferred revenue on the Company’s consolidated balance sheet. Amounts expected to be recognized as revenue in the next 12 months following the balance sheet date are classified as current liabilities. Research and Development Costs Accrued Expenses – Stock-Based Compensation – Income Taxes The Company incurred $500,000 in fiscal 2017 of federal alternative minimum tax (“AMT”) expense based on federal alternative minimum taxable income attributable to the $60,000,000 initial payment from AMAG. The Company did not have a sale of New Jersey state net operating loss carryforwards during the years ended June 30, 2017 and 2016 on account that it reached the state limits on the sale of New Jersey state net operating loss carryforwards and tax credits, and therefore did not record a tax benefit. During the year ended June 30, 2015, the Company sold New Jersey state net operating loss carryforwards, which resulted in the recognition of $531,508 in tax benefits. Net Loss per Common Share The Series B 2012 warrants issued on July 3, 2012 to purchase up to 35,488,380 shares of common stock are included in the weighted average number of common shares outstanding used in computing basic and diluted net loss per common share for all periods presented in the consolidated statements of operations. The Series C 2014 warrants to purchase up to 24,949,325 shares of common stock were exercisable starting at December 23, 2014 and, therefore are included in the weighted average number of common shares outstanding used in computing basic and diluted net loss per common share starting on December 23, 2014. The Series E 2015 warrants to purchase up to 21,917,808 shares of common stock were exercisable starting at July 2, 2015 and, therefore are included in the weighted average number of common shares outstanding used in computing basic and diluted net loss per common share starting on July 2, 2015. The Series I 2016 warrants to purchase up to 2,218,045 shares of common stock were exercisable starting at August 4, 2016 and, therefore are included in the weighted average number of common shares outstanding used in computing basic and diluted net loss per common share starting on August 4, 2016 (Note 13). As of June 30, 2017, 2016 and 2015, there were 40,597,194, 32,167,737, and 30,212,446 common shares issuable upon conversion of Series A Convertible Preferred Stock, the exercise of outstanding options and warrants (excluding the Series A 2012, Series B 2012, Series C 2014, and Series E 2015 warrants issued in connection with the July 3, 2012, December 23, 2014, and July 2, 2015 private placement offerings, and the vesting of restricted stock units, respectively. These share amounts have been excluded from the calculation of net loss per share as the impact would be anti-dilutive. |
3. NEW AND RECENTLY ADOPTED ACC
3. NEW AND RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS | 12 Months Ended |
Jun. 30, 2017 | |
New And Recently Adopted Accounting Pronouncements | |
3. New and recently adopted accounting pronouncements | In May 2017, the FASB issued ASU No. 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments In March 2016, the FASB issued ASU No. 2016-09, Compensation – Improvement to Employee Share-Based Payment Accounting In February 2016, the FASB issued ASU No. 2016-02, Leases, In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments: Recognition and Measurement of Financial Assets and Financial Liabilities In November 2015, the FASB issued ASU No. 2015-17 , Income Taxes: Balance Sheet Classification of Deferred Taxes In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements-Going Concern: Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers |
4. AGREEMENT WITH GEDEON RICHTE
4. AGREEMENT WITH GEDEON RICHTER | 12 Months Ended |
Jun. 30, 2017 | |
Agreement With Gedeon Richter | |
4. AGREEMENT WITH GEDEON RICHTER | In August 2014, the Company entered into a license, co-development and commercialization agreement with Gedeon Richter on bremelanotide for FSD in Europe and selected countries. On September 16, 2015, the Company and Gedeon Richter mutually and amicably agreed to terminate the license, co-development and commercialization agreement. In connection with the termination of the license agreement, all rights and licenses to co-develop and commercialize bremelanotide for FSD indications granted by the Company under the license agreement to Gedeon Richter terminated and reverted to the Company, and neither party has any future material obligations under the license agreement. Neither the Company nor Gedeon Richter incurred any early termination penalties or other payment or reimbursement obligations as a result of the termination of the license agreement. The Company viewed the delivery of the license for bremelanotide as a revenue generating activity that is part of its ongoing and central operations. The other elements of the agreement with Gedeon Richter were considered non-revenue activities associated with the collaborative arrangement. The Company believes the license had standalone value from the other elements of the collaborative arrangement because it conveyed all of the rights necessary to develop and commercialize bremelanotide in the licensed territory. In August 2013, the Company received an initial payment of $1,000,000 from Gedeon Richter as a non-refundable option fee on the license, co-development and commercialization agreement, and in September 2014, the Company received €6,700,000 ($8,763,347) on execution of the definitive agreement. During the year ended June 30, 2015, the upfront payment of €7,500,000 ($9,763,347) was recorded as license revenue in the consolidated statements of operations. During the year ended June 30, 2015, the Company recorded revenue related to a milestone payment of €2,500,000 ($3,188,383) upon the initiation of the Company’s Phase 3 clinical trial program in the United States. As a result of fluctuations in the conversion rates between the Euro and the U.S. Dollar between the transaction dates and the settlement dates, the Company recorded a foreign exchange loss of $284,656 for the year ended June 30, 2015. |
5. AGREEMENT WITH AMAG
5. AGREEMENT WITH AMAG | 12 Months Ended |
Jun. 30, 2017 | |
Agreement With Amag | |
AGREEMENT WITH AMAG | On January 8, 2017, the Company entered into the License Agreement with AMAG. Under the terms of the License Agreement, the Company granted to AMAG (i) an exclusive license in all countries of North America (“the Territory”), with the right to grant sub-licenses, to research, develop and commercialize products containing bremelanotide (each a Product, and collectively, Products), (ii) a non-exclusive license in the Territory, with the right to grant sub-licenses, to manufacture Products, and (iii) a non-exclusive license in all countries outside the Territory, with the right to grant sub-licenses, to research, develop and manufacture (but not commercialize) the Products. Following the satisfaction of certain conditions to closing, the License Agreement became effective on February 2, 2017. On that date, AMAG paid the Company $60,000,000 as a one-time initial payment. Pursuant to the terms of and subject to the conditions in the License Agreement, AMAG is required to reimburse the Company up to an aggregate amount of $25,000,000 for reasonable, documented, direct out-of-pocket expenses incurred by the Company following February 2, 2017, in connection with the development and regulatory activities necessary to file an NDA for bremelanotide for HSDD in the United States related to Palatin’s development obligations. The Company has determined there is no stand-alone value for the license, and that the license and the reimbursable direct out-of-pocket expenses, pursuant to the terms of the License Agreement, represent a combined unit of accounting which totals $85,000,000. The Company is recognizing revenue of the combined unit of accounting over the arrangement using the input-based proportional method as the Company completes its development obligations. For year ended June 30, 2017, the Company recognized $44,723,827 as license and contract revenue related to this transaction. As of June 30, 2017, $4,657577 was received and $15,116,822 was included in accounts receivable relating to reimbursable expenses. As of June 30, 2017, there is $35,050,572 of current deferred revenue on the consolidated balance sheet, related to this transaction. In addition, pursuant to the terms of and subject to the conditions in the License Agreement, the Company will be eligible to receive from AMAG (i) up to $80,000,000 in specified regulatory milestone payments upon achievement of certain regulatory milestones, and (ii) up to $300,000,000 in sales milestone payments based on achievement of certain annual net sales milestones for all Products in the Territory. AMAG is also obligated to pay the Company tiered royalties on annual net sales of Products, on a product-by-product basis, in the Territory ranging from the high single-digits to the low double-digits. The royalties will expire on a product-by-product and country-by-country basis until the latest to occur of (i) the earliest date on which there are no valid claims of the Company’s patent rights covering such Product in such country, (ii) the expiration of the regulatory exclusivity period for such Product in such country and (iii) ten years following the first commercial sale of such Product in such country. Such royalties are subject to reductions in the event that: (a) AMAG must license additional third party intellectual property in order to develop, manufacture or commercialize a Product, or (b) generic competition occurs with respect to a Product in a given country, subject to an aggregate cap on such deductions of royalties otherwise payable to the Company. After the expiration of the applicable royalties for any Product in a given country, the license for such Product in such country will become a fully paid-up, royalty-free, perpetual and irrevocable license. The Company engaged Greenhill & Co. LLC (“Greenhill”) as the Company’s sole financial advisor in connection with a potential transaction with respect to bremelanotide. Under the engagement agreement with Greenhill, the Company was obligated to pay Greenhill a fee equal to 2% of all proceeds and consideration paid to the Company by AMAG in connection with the License Agreement, subject to a minimum fee of $2,500,000. The minimum fee of $2,500,000, less a credit of $50,000 for an advisory fee previously paid by the Company, was paid to Greenhill upon the closing of the licensing transaction. This amount will be credited toward amounts that become due to Greenhill in the future, provided that the aggregate fee payable to Greenhill will not be less than 2% of all proceeds and consideration paid to the Company by AMAG in connection with the License Agreement. The Company will pay Greenhill an aggregate total of 2% of all proceeds and consideration paid to the Company by AMAG in connection with the License Agreement, including future milestone and royalty payments, after crediting the $2,500,000 that was paid to Greenhill upon entering into the License Agreement with AMAG. The Company also reimbursed Greenhill $7,263 for certain expenses incurred in connection with its advisory services. Pursuant to the License Agreement, the Company has assigned to AMAG the Company’s manufacturing and supply agreements with Catalent Belgium S.A. to perform fill, finish and packaging of bremelanotide. |
6. PREPAID EXPENSES AND OTHER C
6. PREPAID EXPENSES AND OTHER CURRENT ASSETS | 12 Months Ended |
Jun. 30, 2017 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
6. PREPAID EXPENSES AND OTHER CURRENT ASSETS | Prepaid expenses June 30, June 30, 2017 2016 Clinical study costs $ 657,069 $ 1,146,975 Insurance premiums 182,966 23,010 Other 171,186 143,856 $ 1,011,221 $ 1,313,841 |
7. INVESTMENTS
7. INVESTMENTS | 12 Months Ended |
Jun. 30, 2017 | |
Investments [Abstract] | |
7. INVESTMENTS | The following summarizes the carrying value of our available-for-sale investments, which consist of corporate debt securities: June 30, June 30, 2017 2016 Cost $ 1,387,022 $ 1,387,022 Matured investments (1,124,999 ) - Amortization of premium (11,596 ) (4,522 ) Gross unrealized loss (590 ) (1,944 ) Fair value $ 249,837 $ 1,380,556 |
8. FAIR VALUE MEASUREMENTS
8. FAIR VALUE MEASUREMENTS | 12 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
8. FAIR VALUE MEASUREMENTS | The fair value of cash equivalents is classified using a hierarchy prioritized based on inputs. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 inputs are unobservable inputs based on management’s own assumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The following table provides the assets carried at fair value: Carrying Value Quoted prices in active markets (Level 1) Other quoted/observable inputs (Level 2) Significant unobservable inputs (Level 3) June 30, 2017: Money Market Account $ 40,019,336 $ 40,019,336 $ - $ - June 30, 2016: Money Market Account $ 7,782,243 $ 7,782,243 $ - $ - |
9. PROPERTY AND EQUIPMENT, NET
9. PROPERTY AND EQUIPMENT, NET | 12 Months Ended |
Jun. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
9. PROPERTY AND EQUIPMENT, NET | Property and equipment, net, consists of the following: June 30, June 30, 2017 2016 Office equipment $ 1,180,210 $ 1,180,210 Laboratory equipment 548,706 415,303 Leasehold improvements 751,226 751,226 2,480,142 2,346,739 Less: Accumulated depreciation and amortization (2,281,989 ) (2,248,938 ) $ 198,153 $ 97,801 The aggregate cost of assets acquired under capital leases was $146,115 as of June 30, 2017 and 2016. Accumulated amortization associated with assets acquired under capital leases was $106,115 as of June 30, 2017 and $90,115 as of June 30, 2016. |
10. ACCRUED EXPENSES
10. ACCRUED EXPENSES | 12 Months Ended |
Jun. 30, 2017 | |
Payables and Accruals [Abstract] | |
10. ACCRUED EXPENSES | Accrued expenses June 30, June 30, 2017 2016 Clinical study costs $ 9,138,827 $ 6,983,581 Other research related expenses 217,307 69,609 Professional services 434,768 231,482 Other 730,196 483,061 $ 10,521,098 $ 7,767,733 |
11. NOTES PAYABLE
11. NOTES PAYABLE | 12 Months Ended |
Jun. 30, 2017 | |
Notes Payable [Abstract] | |
11. NOTES PAYABLE | Notes payable consist of the following: June 30, June 30, 2017 2016 Notes payable under venture loan $ 14,333,334 $ 20,000,000 Unamortized related debt discount (143,524 ) (324,799 ) Unamortized debt issuance costs (83,215 ) (193,656 ) Notes payable 14,106,595 19,481,545 Less: current portion 7,824,935 5,374,951 Long-term portion $ 6,281,660 $ 14,106,594 On December 23, 2014, the Company closed on a $10,000,000 venture loan which was led by Horizon Technology Finance Corporation (“Horizon”). The debt facility is a four year senior secured term loan that bears interest at a floating coupon rate of one-month LIBOR (floor of 0.50%) plus 8.50%, and provides for interest-only payments for the first eighteen months followed by monthly payments of principal of $333,333 plus accrued interest through January 1, 2019. The lenders also received five-year immediately exercisable Series D 2014 warrants to purchase 666,666 shares of common stock exercisable at an exercise price of $0.75 per share. The Company recorded a debt discount of $267,820 equal to the fair value of these warrants at issuance, which is being amortized to interest expense over the term of the related debt. This debt discount is offset against the note payable balance and included in additional paid-in capital on the Company’s balance sheet at June 30, 2017 and June 30, 2016. In addition, a final incremental payment of $500,000 is due on January 1, 2019, or upon early repayment of the loan. This final incremental payment is being accreted to interest expense over the term of the related debt. The Company incurred $209,367 of costs in connection with the loan. These costs were capitalized as deferred financing costs and are offset against the note payable balance. These debt issuance costs are being amortized to interest expense over the term of the related debt. In addition, if the Company repays all or a portion of the loan prior to the applicable maturity date, it will pay the lenders a prepayment penalty fee, based on a percentage of the then outstanding principal balance, equal to 3% if the prepayment occurs on or before 18 months after the funding date thereof or 1% if the prepayment occurs more than 18 months after, but on or before 30 months after, the funding date. On July 2, 2015, the Company closed on a $10,000,000 venture loan led by Horizon. The debt facility is a four-year senior secured term loan that bears interest at a floating coupon rate of one-month LIBOR (floor of 0.50%) plus 8.50% and provides for interest-only payments for the first eighteen months followed by monthly payments of principal of $333,333 plus accrued interest through August 1, 2019. The lenders also received five-year immediately exercisable Series G warrants to purchase 549,450 shares of the Company’s common stock exercisable at an exercise price of $0.91 per share. The Company has recorded a debt discount of $305,196 equal to the fair value of these warrants at issuance, which is being amortized to interest expense over the term of the related debt. This debt discount is offset against the note payable balance and is included in additional paid-in capital on the Company’s balance sheet at June 30, 2017 and June 30, 2016. In addition, a final incremental payment of $500,000 is due on August 1, 2019, or upon early repayment of the loan. This final incremental payment is being accreted to interest expense over the term of the related debt. The Company incurred $146,115 of costs in connection with the loan agreement. These costs were capitalized as deferred financing costs and are offset against the note payable balance. These debt issuance costs are being amortized to interest expense over the term of the related debt. In addition, if the Company repays all or a portion of the loan prior to the applicable maturity date, it will pay the lenders a prepayment penalty fee, based on a percentage of the then outstanding principal balance, equal to 3% if the prepayment occurs on or before 18 months after the funding date thereof or 1% if the prepayment occurs more than 18 months after, but on or before 30 months after, the funding date. The Company’s obligations under the 2015 amended and restated loan agreement, which includes both the 2014 venture loan and the 2015 venture loan, are secured by a first priority security interest in substantially all of its assets other than its intellectual property. The Company also has agreed to specified limitations on pledging or otherwise encumbering its intellectual property assets. The 2015 amended and restated loan agreement includes customary affirmative and restrictive covenants, but does not include any covenants to attain or maintain specified financial metrics. The loan agreement includes customary events of default, including payment defaults, breaches of covenants, change of control and a material adverse change default. Upon the occurrence of an event of default and following any applicable cure periods, a default interest rate of an additional 5% may be applied to the outstanding loan balances, and the lenders may declare all outstanding obligations immediately due and payable and take such other actions as set forth in the loan agreement. As of June 30, 2017, the Company was in compliance with all of its loan covenants. Scheduled future principal payments related to notes payable as of June 30, 2017 are as follows: Year Ending June 30, 2018 $ 8,000,000 2019 6,000,000 2020 333,334 14,333,334 Less: Unamortized debt discount and issuance costs (226,739 ) Net $ 14,106,595 |
12. COMMITMENTS AND CONTINGENCI
12. COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
12. COMMITMENTS AND CONTINGENCIES | Operating Leases Year Ending June 30, 2018 280,923 2019 232,000 2020 221,344 $ 734,267 For the years ended June 30, 2017, 2016 and 2015, rent expense was $261,580, $256,642, and $222,215, respectively. Capital Leases Year Ending June 30, 2018 $ 14,568 Amount representing interest (244 ) Net $ 14,324 Employment Agreements Employee Retirement Savings Plan Contingencies The Company is involved, from time to time, in various claims and legal proceedings arising in the ordinary course of its business. The Company is not currently a party to any such claims or proceedings that, if decided adversely to it, would either individually or in the aggregate have a material adverse effect on its business, financial condition or results of operations. |
13. STOCKHOLDERS_ DEFICIENCY
13. STOCKHOLDERS’ DEFICIENCY | 12 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
13. STOCKHOLDERS’ DEFICIENCY | Series A Convertible Preferred Stock Financing Transactions – On August 4, 2016, the Company closed on an underwritten offering of units, with each unit consisting of a share of common stock and a Series H warrant to purchase 0.75 of a share of common stock. Investors whose purchase of units in the offering would result in them beneficially owning more than 9.99% of the Company’s outstanding common stock following the completion of the offering had the opportunity to acquire units with Series I prefunded warrants substituted for any common stock they would have otherwise acquired. Gross proceeds of the offering were $9,225,000, with net proceeds to the Company, after deducting offering expenses, of $8,470,897. The Company issued 11,481,481 shares of common stock and ten-year prefunded Series I warrants to purchase 2,218,045 shares of common stock at an exercise price of $0.01, together with Series H warrants to purchase 10,274,646 shares of common stock at an exercise price of $0.70 per share. The Series I warrants were exercisable immediately upon issuance and were exercised during the year ended June 30, 2017. The Series H warrants are exercisable at an initial exercise price of $0.70 per share, are exercisable commencing six months following the date of issuance and expire on the fifth anniversary of the date of issuance. The Series H warrants are subject to a limitation on their exercise if the holder and its affiliates would beneficially own more than 9.99% of the total number of the Company's shares of common stock following such exercise. On July 2, 2015, the Company closed on a private placement of Series E warrants to purchase 21,917,808 shares of common stock and Series F warrants to purchase 2,191,781 shares of common stock. Certain funds managed by QVT Financial LP (“QVT”) invested $5,000,000 and another accredited investment fund invested $15,000,000. The funds paid $0.90 for each Series E warrant and $0.125 for each Series F warrant, resulting in gross proceeds to the Company of $20,000,000, with net proceeds, after deducting estimated offering expenses, of approximately $19,834,278. The Series E warrants, which may be exercised on a cashless basis, are exercisable immediately upon issuance at an initial exercise price of $0.01 per share and expire on the tenth anniversary of the date of issuance. The Series E warrants are subject to a limitation on their exercise if QVT and its affiliates would beneficially own more than 9.99% (4.99% for the other accredited investment fund holder) of the total number of Palatin's shares of common stock following such exercise. The Series F warrants are exercisable at an initial exercise price of $0.91 per share, exercisable immediately upon issuance and expire on the fifth anniversary of the date of issuance. The Series F warrants are subject to the same beneficial ownership limitation as the Series E warrants. The purchase agreement for the private placement provides that the purchasers have certain rights until the earlier of approval of bremelanotide for FSD by the U.S. Food and Drug Administration and July 3, 2018, including rights of first refusal and participation in any subsequent equity or debt financing. The purchase agreement also contains certain restrictive covenants so long as the funds continue to hold specified amounts of warrants or beneficially own specified amounts of the outstanding shares of common stock. Outstanding Stock Purchase Warrants Shares of Common Exercise Price per Latest Termination Stock Share Date 6,732,307 0.01 September 27, 2022 666,666 0.75 December 23, 2019 11,513,514 0.01 December 23, 2024 2,191,781 0.91 July 2, 2020 549,450 0.91 July 2, 2020 16,917,808 0.01 July 2, 2025 10,274,646 0.70 August 4, 2021 25,000 0.70 August 4, 2021 12,692,310 0.80 December 6, 2021 61,563,482 During the year ended June 30, 2017, the Company issued 38,141,991 shares of common stock pursuant to the cashless exercise provisions of warrants at an exercise price of $0.01 per share, and during the year ended June 30, 2017, the Company received $164,358 and issued 16,435,811 shares of common stock pursuant to the exercise of warrants at an exercise price of $0.01 per share. As of June 30, 2017, there were 35,163,629 warrants outstanding at an exercise price of $0.01 per share. During the year ended June 30, 2016, the Company issued 10,890,889 shares of common stock pursuant to the cashless exercise provisions of warrants at an exercise price of $0.01. During the year ended June 30, 2015, the Company received $254,148 and issued 15,130,573 shares of common stock pursuant to the exercise of warrants at exercise prices of $0.01 and $1.00, including warrants exercised pursuant to cashless exercise provisions. On October 31, 2016, in connection with a contract for financial advisory services, we issued to each of PSL Business Development Consulting and SARL Avisius, or their permitted designees, as partial consideration for services, a warrant to purchase up to 12,500 shares of the Company’s common stock at an exercise price of $0.70 per share. The warrants are exercisable at any time, and expire on August 4, 2021. The Company recorded stock-based compensation related to these stock warrants of $6,885 for the year ended June 30, 2017. Stock Plan – The Company also has outstanding options that were granted under the 2005 Stock Plan. The Company expects to settle option exercises under any of its plans with authorized but currently unissued shares. The following table summarizes option activity and related information for the years ended June 30, 2017, 2016 and 2015: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Term in Years Aggregate Intrinsic Value Outstanding - July 1, 2014 4,241,973 $ 1.63 7.7 Granted 975,800 1.06 Forfeited (78,810 ) 1.92 Expired (8,733 ) 36.47 Outstanding - June 30, 2015 5,130,230 1.46 7.3 Granted 355,000 0.54 Forfeited (170,550 ) 0.80 Expired (52,940 ) 22.53 Outstanding - June 30, 2016 5,261,740 1.21 6.2 Granted 4,119,000 0.46 Forfeited (410,388 ) 1.12 Expired (43,220 ) 22.59 Outstanding - June 30, 2017 8,927,132 $ 0.76 7.5 $ - Exercisable at June 30, 2017 4,297,394 $ 1.02 5.3 $ - Expected to vest at June 30, 2017 3,446,101 $ 0.54 9.5 $ - For the years ended June 30, 2017, 2016 and 2015, the fair value of option grants is estimated at the grant date using the Black-Scholes model. The Company’s weighted average assumptions for the years ended June 30, 2017, 2016 and 2015 were as follows: 2017 2016 2015 Risk-free interest rate 1.7 % 1.4 % 1.9 % Volatility factor 75.0 % 73.5 % 83.4 % Dividend yield 0 % 0 % 0 % Expected option life (years) 6.2 5.7 6.1 Weighted average grant date fair value per shares $ 0.27 $ 0.35 $ 0.76 Expected volatilities are based on the Company’s historical volatility. The expected term of options is based upon the simplified method, which represents the average of the vesting term and the contractual term. The risk-free interest rate is based on U.S. Treasury yields for securities with terms approximating the expected term of the option. For the years ended June 30, 2017, 2016 and 2015 the Company recorded stock-based compensation related to stock options of $547,953, $529,454 and $572,609, respectively. As of June 30, 2017, there was $1,017,672 of unrecognized compensation cost related to unvested options, which is expected to be recognized over a weighted-average period of 2.86 years. In June 2017, the Company granted 1,797,000 options to its executive officers, 780,000 options to its employees and 378,000 options to its non-employee directors under the Company’s 2011 Stock Incentive Plan. The Company is amortizing the fair value of these options of $445,533, $194,689 and $89,220, respectively, over the vesting period. In September 2016, the Company granted 828,000 options to its executive officers and 336,000 options to its employees under the Company’s 2011 Stock Incentive Plan. The Company is amortizing the fair value of the options vesting over a 48 month period, consisting of 595,000 options granted to its executive officers and all options granted to its employees, of $188,245 and $106,303, respectively, over the vesting period. The remaining 233,000 options granted to its executive officers vest 12 months from the date of grant, and the Company is amortizing the fair value of these options of $67,160 over this vesting period. In June 2016, the Company granted 262,500 options to its non-employee directors under the Company’s 2011 Stock Incentive Plan. The Company amortized the fair value of these options of $81,435, over the vesting period. During the year ended June 30, 2016, the Company granted an aggregate 92,500 options to certain employees under the Company’s 2011 Stock Incentive Plan. The Company is amortizing the fair value of these options of $41,470, over the vesting period. In June 2015, the Company granted 570,000 options to its executive officers, 185,800 options to its employees and 160,000 options to its non-employee directors under the Company’s 2011 Stock Incentive Plan. The Company is amortizing the fair value of these options of $446,748, $145,439 and $111,876, respectively, over the vesting period. Unless otherwise stated, stock options granted to the Company’s executive officers and employees vest over a 48 month period, while stock options granted to its non-employee directors vest over a 12 month period. Restricted Stock Units – 2017 2016 2015 Outstanding at beginning of year 2,665,768 1,028,017 957,150 Granted 3,192,000 2,302,500 785,800 Forfeited (68,751 ) (2,563 ) (9,100 ) Vested (579,400 ) (662,186 ) (705,833 ) Outstanding at end of year 5,209,617 2,665,768 1,028,017 For the years ended June 30, 2017, 2016 and 2015 the Company recorded stock-based compensation related to restricted stock units of $1,202,421, $1,297,724 and $594,670, respectively. In June 2017, the Company granted 1,140,000 restricted stock units to its executive officers, 780,000 restricted stock units to its employees and 378,000 restricted stock units to its non-employee directors under the Company’s 2011 Stock Incentive Plan. The Company is amortizing the fair value of these restricted stock units of $421,800, $288,600, and $139,860, respectively, over the vesting period. In September 2016, the Company granted 558,000 restricted stock units to its executive officers, 415,000 of which vest over 24 months and 143,000 of which vest at 12 months, and 336,000 restricted stock units to its employees under the Company’s 2011 Stock Incentive Plan. The Company is amortizing the fair value of the restricted stock units of $284,580, and $171,360, respectively, over the vesting periods. In June 2016, the Company granted 262,500 restricted stock units to its non-employee directors under the Company’s 2011 Stock Incentive Plan. The Company amortized the fair value of these options of $131,250, over the vesting period. In December 2015, the Company granted 625,000 performance-based restricted stock units to its executive officers and 200,000 performance-based restricted stock units to its employees under the Company’s 2011 Stock Incentive Plan, which vest during the performance period, ending December 31, 2017, if and upon the earlier of: i) achievement of a closing price for the Company’s common stock equal to or greater than $1.20 per share for 20 consecutive trading days, which is considered a market condition, or ii) entering into a collaboration agreement (U.S. or global) of bremelanotide for FSD, which is considered a performance condition. This performance condition was deemed met as of February 2, 2017, the effective date of the License Agreement on bremelanotide with AMAG. Prior to meeting the performance condition, the Company determined that it was not probable of achievement on the date of grant since meeting the condition was outside the control of the Company. The fair value of these awards, as calculated under a multifactor Monte Carlo simulation, was $338,250 and was recognized over the derived service period which was through December 2016. Upon the achievement of the performance condition, which occurred in the three month period ended March 31, 2017 the grant date fair value was utilized and an incremental $222,075 was recognized as stock-based compensation expense during the three months ended March 31, 2017. Also, in December 2015, the Company granted 625,000 restricted stock units to its executive officers, 340,000 restricted stock units to its non-employee directors and 200,000 restricted stock units to its employees under the Company’s 2011 Stock Incentive Plan. For executive officers and employees, the restricted stock units vest 25% on the date of grant and 25% on the first, second and third anniversary dates from the date of grant. For non-employee directors, the restricted stock units vest 50% on the first and second anniversary dates from the date of grant. The Company is amortizing the fair value of these restricted stock units of $425,000, $231,200 and $136,000, respectively, over the vesting period. In June 2015, the Company granted 400,000 restricted stock units to its executive officers, 185,800 restricted stock units to its employees and 160,000 restricted stock units to its non-employee directors under the Company’s 2011 Stock Incentive Plan. The Company is amortizing the fair value of these restricted stock units of $432,000, $200,664, and $172,800, respectively, over the vesting period. In addition, in June 2015, the Company granted 20,000 restricted stock units to former non-employee directors in recognition of their prior services. These restricted stock units vested upon issuance and the Company recognized the fair value of these restricted stock units of $21,600 as stock-based compensation expense which was included in general and administrative expense at June 30, 2015. In January 2015, the Company granted 20,000 restricted stock units to an employee and is amortizing the fair value of these restricted stock units of $16,000 over a 24 month vesting period. Unless otherwise stated, restricted stock units granted to the Company’s executive officers, employees and non-employee directors in 2015 and 2014 vest over 24 months, 48 months and 12 months, respectively. In connection with the vesting of restricted share units during the years ended June 30, 2017, 2016 and 2015, the Company withheld 75,993, 123,483 and 174,568 shares with aggregate values of $27,088, $58,401 and $164,136, respectively, in satisfaction of minimum tax withholding obligations |
14. INCOME TAXES
14. INCOME TAXES | 12 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
14. INCOME TAXES | For fiscal 2017, the Company incurred $500,000 of federal AMT expense based on federal alternative minimum taxable income attributable to the $60,000,000 initial payment from AMAG. For fiscal 2016 the Company had no income tax expense because of operating losses or a tax benefit from the sale of New Jersey state net operating loss carryforwards on account that it reached the state limits on the sale of New Jersey state net operating loss carryforwards and tax credits. In fiscal 2015 the Company recorded an income tax benefit of $531,508 for amounts recognized for the sale of New Jersey state net operating loss carryforwards and tax credits. Deferred tax assets and liabilities are determined based on the estimated future tax effect of differences between the financial statement and tax reporting basis of assets and liabilities, as well as for AMT credit carryforwards, net operating loss carryforwards and research and development credit carryforwards, given the provisions of existing tax laws. As of June 30, 2017, the Company had state net operating loss carryforwards of approximately $111,000,000, which will expire, if not utilized, between 2017 and 2037, federal net operating loss carryforwards of approximately $278,000,000, federal research and development credits of approximately $11,900,000, which expire, if not utilized, between 2020 and 2037, and AMT credits of $500,000, which can be carried forward indefinitely if not utilized. The Tax Reform Act of 1986 (the “Act”) provides for limitation on the use of these net operating loss and research and development tax credit carryforwards following certain ownership changes (as defined by the Act) that could limit the Company’s ability to utilize these carryforwards. Since its inception, the Company has completed several financings and sales of common stock which has resulted in multiple ownership changes defined by Section 382 of the Act. Accordingly, the Company’s ability to utilize the aforementioned carryforwards are subject to limitation under Section 382. The Company does have adequate levels of available net operating loss carryforwards that are not subject to limitation under Section 382 to offset taxable income during the tax year ended June 30, 2017. If the Company undergoes a future ownership change or as it completes its Section 382 limitation assessment, any unutilized carryforwards that were not previously subject to a Section 382 limitation may become subject to limitation which may result in a significant limitation and loss of net operating loss carryforwards. Additionally, U.S. tax laws limit the time during which these carryforwards may be applied against future taxes; therefore, the Company may not be able to take full advantage of these carryforwards for federal income tax purposes. Accordingly, a portion of the carryforwards may expire unutilized. The Company’s net deferred tax assets are as follows: June 30, June 30, 2017 2016 Net operating loss carryforwards $ 103,845,000 $ 114,081,000 Research and development and AMT tax credits 12,360,000 9,965,000 Basis differences in deferred revenue 14,318,000 - Basis differences in fixed assets and other 1,510,000 1,491,000 132,033,000 125,537,000 Valuation allowance (132,033,000) (125,537,000) Net deferred tax assets $ - $ - In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income and the application of loss limitation provisions related to ownership changes. The Company assesses the available positive and negative evidence to estimate if sufficient future taxable income will be generated to use the existing deferred tax assets. The Company also considers the scheduled reversal of deferred tax liabilities (including the impact of available carryback and carryforward periods), projected future taxable income, and taxplanning strategies in making this assessment. A significant piece of objective negative evidence evaluated was the cumulative loss incurred over the threeyear period from July 1, 2014 through June 30, 2017. On the basis of these considerations, the Company continued to recognize a full valuation allowance against its net deferred tax assets as of June 30, 2017 and 2016. The deferred tax asset related to deferred revenue is attributable to the AMAG arrangement at June 30, 2017 at a combined incremental tax rate of approximately 40%. The Company recognizes interest expense and penalties on uncertain income tax positions as a component of interest expense. No interest expense or penalties were recorded for uncertain income tax matters in fiscal 2017, 2016 or 2015. As of June 30, 2017 and 2016, the Company had no liabilities for uncertain income tax matters. |
15. CONSOLIDATED QUARTERLY FINA
15. CONSOLIDATED QUARTERLY FINANCIAL DATA - UNAUDITED | 12 Months Ended |
Jun. 30, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
15. CONSOLIDATED QUARTERLY FINANCIAL DATA - UNAUDITED | The following tables provide quarterly data for the years ended June 30, 2017 and 2016. Three Months Ended June 30, March 31, December 31, September 30, 2017 2017 2016 2016 (amounts in thousands, except per share data) Revenues $ 33,900 $ 10,824 $ - $ - Operating expenses 19,581 13,836 9,441 12,435 Other expense, net (504 ) (552 ) (588 ) (618 ) Income (loss) before income taxes 13,815 (3,564 ) (10,029 ) (13,053 ) Income taxes (500 ) - - - Net income (loss) $ 13,315 $ (3,564 ) $ (10,029 ) $ (13,053 ) Basic net income (loss) per common share $ 0.07 $ (0.02 ) $ (0.06 ) $ (0.08 ) Diluted net income (loss) per common share $ 0.07 $ (0.02 ) $ (0.06 ) $ (0.08 ) Weighted average number of common shares outstanding used in computing basic net income (loss) per common share 196,874,145 196,580,519 177,798,511 165,848,269 Weighted average number of common shares outstanding used in computing diluted net income (loss) per common share 197,948,721 196,580,519 177,798,511 165,848,269 Three Months Ended June 30, March 31, December 31, September 30, 2016 2016 2015 2015 (amounts in thousands, except per share data) Revenues $ - $ - $ - $ - Operating expenses 12,738 12,086 12,628 11,798 Other expense, net (618 ) (611 ) (622 ) (612 ) Loss before income taxes (13,356 ) (12,697 ) (13,250 ) (12,410 ) Income taxes - - - - Net loss $ (13,356 ) $ (12,697 ) $ (13,250 ) $ (12,410 ) Basic and diluted net loss per common share $ (0.09 ) $ (0.08 ) $ (0.08 ) $ (0.08 ) Weighted average number of common shares outstanding used in computing basic and diluted net loss per common share 156,841,053 156,744,867 156,456,801 156,176,618 |
16. SUBSEQUENT EVENTS
16. SUBSEQUENT EVENTS | 12 Months Ended |
Jun. 30, 2017 | |
Subsequent Events [Abstract] | |
15. SUBSEQUENT EVENTS | Licensing Agreement – Under the terms of the agreement, Palatin will receive an upfront payment of $5.0 million and a $7.5 million milestone payment when regulatory approval in China is obtained. Palatin has the potential to receive up to $92.5 million in sales related milestones payments and high single-digit to low double-digit royalties on net sales in the licensed territory. All development, regulatory, sales, marketing, and commercial activities and associated costs in the licensed territory will be the sole responsibility of Fosun. Outstanding Common Stock |
1. ORGANIZATION (Policies)
1. ORGANIZATION (Policies) | 12 Months Ended |
Jun. 30, 2017 | |
Organization Policies | |
Nature of Business | Palatin Technologies, Inc. (“Palatin” or “the Company”) is a biopharmaceutical company developing targeted, receptor-specific peptide therapeutics for the treatment of diseases with significant unmet medical need and commercial potential. Palatin’s programs are based on molecules that modulate the activity of the melanocortin and natriuretic peptide receptor systems. The melanocortin system is involved in a large and diverse number of physiologic functions, and therapeutic agents modulating this system may have the potential to treat a variety of conditions and diseases, including sexual dysfunction and inflammation-related diseases. The natriuretic peptide receptor system has numerous cardiovascular functions, and therapeutic agents modulating this system may be useful in treatment of heart failure and other cardiovascular diseases. The Company’s primary product in development is bremelanotide for the treatment of hypoactive sexual desire disorder (“HSDD”), which is a type of female sexual dysfunction (“FSD”). The Company also has drug candidates or development programs for cardiovascular diseases, including heart failure and fibrosis, and inflammatory diseases, including inflammatory bowel disease and ocular indications. Key elements of the Company’s business strategy include using its technology and expertise to develop and commercialize therapeutic products; entering into alliances and partnerships with pharmaceutical companies to facilitate the development, manufacture, marketing, sale and distribution of product candidates that the Company is developing; and partially funding its product candidate development programs with the cash flow generated from third parties. |
Business Risk and Liquidity | Since inception, the Company has incurred negative cash flows from operations, and has expended, and expects to continue to expend, substantial funds to complete its planned product development efforts. As shown in the accompanying consolidated financial statements, the Company had an accumulated deficit as of June 30, 2017 of $356,743,785 and incurred a net loss for fiscal 2017 of $13,331,533. The Company anticipates incurring additional losses in the future as a result of spending on its development programs and will require substantial additional financing to continue to fund its planned developmental activities. To achieve profitability, if ever, the Company, alone or with others, must successfully develop and commercialize its technologies and proposed products, conduct successful preclinical studies and clinical trials, obtain required regulatory approvals and successfully manufacture and market such technologies and proposed products. The time required to reach profitability is highly uncertain, and the Company may never be able to achieve profitability on a sustained basis, if at all. On January 8, 2017, the Company entered into an exclusive license agreement (“License Agreement”) with AMAG for bremelanotide for North America (Note 5). The License Agreement became effective on February 2, 2017, and the Company received an upfront payment of $60,000,000 pursuant to the License Agreement on that date. As of June 30, 2017, the Company’s cash, cash equivalents, accounts receivable and investments were $55,566,983 and current liabilities were $19,911,724, net of deferred revenue of $35,050,572. The Company intends to utilize existing capital resources for general corporate purposes and working capital, including required ancillary studies with bremelanotide for HSDD preparatory to filing a New Drug Application (“NDA”) with the U.S. Food and Drug Administration (“FDA”), and preclinical and clinical development of our other product candidates and programs, including natriuretic peptide receptor and melanocortin receptor programs. On September 6, 2017, the Company entered into a collaboration and license agreement with Shanghai Fosun Pharmaceutical Industrial Development Co., Ltd., a subsidiary of Shanghai Fosun Pharmaceutical (Group) Co., Ltd. (“Fosun”), for exclusive rights to develop and commercialize bremelanotide for FSD indications in the territories of mainland China, Taiwan, Hong Kong S.A.R. and Macau S.A.R. (Note 16). Management believes that its existing capital resources, including the proceeds from the License Agreement with Fosun, will be adequate to fund its planned operations through at least the 2018 calendar year. The Company will need additional funding to complete required clinical trials for its other product candidates and, assuming those clinical trials are successful, as to which there can be no assurance, to complete submission of required applications to the FDA. If the Company is unable to obtain approval or otherwise advance in the FDA approval process, the Company’s ability to sustain its operations would be materially adversely affected. The Company may seek the additional capital necessary to fund its operations through public or private equity offerings, collaboration agreements, debt financings or licensing arrangements. Additional capital that is required by the Company may not be available on reasonable terms, or at all. |
Concentrations | Concentrations in the Company’s assets and operations subject it to certain related risks. Financial instruments that subject the Company to concentrations of credit risk primarily consist of cash and cash equivalents and available-for-sale investments. The Company’s cash and cash equivalents are primarily invested in one money market account sponsored by a large financial institution. For the year ended June 30, 2017, 100% of revenues were from AMAG. For the year ended June 30, 2016, the Company had no revenues reported, and for the year ended June 30, 2015, 100% of revenues were from Gedeon Richter. |
2. SUMMARY OF SIGNIFICANT ACC25
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jun. 30, 2017 | |
Summary Of Significant Accounting Policies Policies | |
Principles of Consolidation | The consolidated financial statements include the accounts of Palatin and its wholly-owned inactive subsidiary. All intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and cash equivalents include cash on hand, cash in banks and all highly liquid investments with a purchased maturity of less than three months. Cash equivalents consist of $40,019,336 and $7,782,243 in a money market account at June 30, 2017 and 2016, respectively. |
Investments | The Company determines the appropriate classification of its investments in debt and equity securities at the time of purchase and reevaluates such determinations at each balance sheet date. Debt securities are classified as held-to-maturity when the Company has the intent and ability to hold the securities to maturity. Debt securities for which the Company does not have the intent or ability to hold to maturity are classified as available-for-sale. Held-to-maturity securities are recorded as either short-term or long-term on the balance sheet, based on the contractual maturity date and are stated at amortized cost. Marketable securities that are bought and held principally for the purpose of selling them in the near term are classified as trading securities and are reported at fair value, with unrealized gains and losses recognized in earnings. Debt and marketable equity securities not classified as held-to-maturity or as trading are classified as available-for-sale and are carried at fair market value, with the unrealized gains and losses, net of tax, included in the determination of other comprehensive (loss) income. The fair value of substantially all securities is determined by quoted market prices. The estimated fair value of securities for which there are no quoted market prices is based on similar types of securities that are traded in the market. |
Fair Value of Financial Instruments | The Company’s financial instruments consist primarily of cash equivalents, accounts receivable, accounts payable and notes payable. Management believes that the carrying values of cash equivalents, available-for-sale investments, accounts receivable and accounts payable are representative of their respective fair values based on the short-term nature of these instruments. Management believes that the carrying amount of its notes payable approximates fair value based on terms of the notes. |
Credit Risk | Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. Total cash and cash equivalent balances have exceeded insured balances by the Federal Depository Insurance Company (“FDIC”). |
Property and Equipment | Property and equipment consists of office and laboratory equipment, office furniture and leasehold improvements and includes assets acquired under capital leases. Property and equipment are recorded at cost. Depreciation is recognized using the straight-line method over the estimated useful lives of the related assets, generally five years for laboratory and computer equipment, seven years for office furniture and equipment and the lesser of the term of the lease or the useful life for leasehold improvements. Amortization of assets acquired under capital leases is included in depreciation expense. Maintenance and repairs are expensed as incurred while expenditures that extend the useful life of an asset are capitalized. |
Impairment of Long-Lived Assets | The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. To determine recoverability of a long-lived asset, management evaluates whether the estimated future undiscounted net cash flows from the asset are less than its carrying amount. If impairment is indicated, the long-lived asset would be written down to fair value. Fair value is determined by an evaluation of available price information at which assets could be bought or sold, including quoted market prices, if available, or the present value of the estimated future cash flows based on reasonable and supportable assumptions. |
Revenue Recognition | The Company has generated revenue solely through license and collaboration agreements. The Company recognizes revenue in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 605-25, Revenue Recognition for Arrangements with Multiple Elements ● the delivered item has value to the customer on a stand-alone basis; and ● if the arrangement includes a general right of return relative to the delivered item, delivery or performance of the undelivered item is considered probable and substantially in control of the vendor. Under FASB ASC Topic 605-25, if both of the criteria above are not met, then separate accounting for the individual deliverables is not appropriate. The Company has determined that it is appropriate to recognize such revenue using the input-based proportional method during the period of Palatin’s development obligations as defined in the AMAG License Agreement. Refer to Note 5 for additional information. Revenue resulting from the achievement of development milestones is recorded in accordance with the accounting guidance for the milestone method of revenue recognition. Amounts received prior to satisfying the revenue recognition criteria are recorded as deferred revenue on the Company’s consolidated balance sheet. Amounts expected to be recognized as revenue in the next 12 months following the balance sheet date are classified as current liabilities. |
Research and Development Costs | The costs of research and development activities are charged to expense as incurred, including the cost of equipment for which there is no alternative future use. |
Accrued Expenses | Third parties perform a significant portion of our development activities. We review the activities performed under all contracts each quarter and accrue expenses and the amount of any reimbursement to be received from our collaborators based upon the estimated amount of work completed. Estimating the value or stage of completion of certain services requires judgment based on available information. If we do not identify services performed for us but not billed by the service-provider, or if we underestimate or overestimate the value of services performed as of a given date, reported expenses will be understated or overstated. |
Stock-Based Compensation | The Company charges to expense the fair value of stock options and other equity awards granted. The Company determines the value of stock options utilizing the Black-Scholes option pricing model. Compensation costs for share-based awards with pro-rata vesting are determined using the quoted market price of the Company’s common stock on the date of grant and allocated to periods on a straight-line basis, while awards containing a market condition are valued using multifactor Monte Carlo simulations. |
Income Taxes | The Company and its subsidiary file consolidated federal and separate-company state income tax returns. Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax basis and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences or operating loss and tax credit carryforwards are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period that includes the enactment date. The Company has recorded a valuation allowance against its deferred tax assets based on the history of losses incurred. The Company incurred $500,000 in fiscal 2017 of federal alternative minimum tax (“AMT”) expense based on federal alternative minimum taxable income attributable to the $60,000,000 initial payment from AMAG. The Company did not have a sale of New Jersey state net operating loss carryforwards during the years ended June 30, 2017 and 2016 on account that it reached the state limits on the sale of New Jersey state net operating loss carryforwards and tax credits, and therefore did not record a tax benefit. During the year ended June 30, 2015, the Company sold New Jersey state net operating loss carryforwards, which resulted in the recognition of $531,508 in tax benefits. |
Net Loss per Common Share | Basic and diluted earnings per common share (“EPS”) are calculated in accordance with the provisions of FASB ASC Topic 260, “Earnings per Share,” which includes guidance pertaining to the warrants, issued in connection with the July 3, 2012, December 23, 2014, and July 2, 2015 private placement offerings and the August 4, 2016 underwritten offering, that are exercisable for nominal consideration and, therefore, are to be considered in the computation of basic and diluted net loss per common share. The Series A 2012 warrants issued on July 3, 2012 to purchase up to 31,988,151 shares of common stock are included in the weighted average number of common shares outstanding used in computing basic and diluted net loss per common share for all periods presented in the consolidated statements of operations. The Series B 2012 warrants issued on July 3, 2012 to purchase up to 35,488,380 shares of common stock are included in the weighted average number of common shares outstanding used in computing basic and diluted net loss per common share for all periods presented in the consolidated statements of operations. The Series C 2014 warrants to purchase up to 24,949,325 shares of common stock were exercisable starting at December 23, 2014 and, therefore are included in the weighted average number of common shares outstanding used in computing basic and diluted net loss per common share starting on December 23, 2014. The Series E 2015 warrants to purchase up to 21,917,808 shares of common stock were exercisable starting at July 2, 2015 and, therefore are included in the weighted average number of common shares outstanding used in computing basic and diluted net loss per common share starting on July 2, 2015. The Series I 2016 warrants to purchase up to 2,218,045 shares of common stock were exercisable starting at August 4, 2016 and, therefore are included in the weighted average number of common shares outstanding used in computing basic and diluted net loss per common share starting on August 4, 2016 (Note 13). As of June 30, 2017, 2016 and 2015, there were 40,597,194, 32,167,737, and 30,212,446 common shares issuable upon conversion of Series A Convertible Preferred Stock, the exercise of outstanding options and warrants (excluding the Series A 2012, Series B 2012, Series C 2014 and Series E 2015 warrants issued in connection with the July 3, 2012, December 23, 2014, and July 2, 2015 private placement offerings, and the vesting of restricted stock units, respectively. These share amounts have been excluded from the calculation of net loss per share as the impact would be anti-dilutive. |
6. PREPAID EXPENSES AND OTHER26
6. PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Schedule of prepaid expenses and other current assets | June 30, June 30, 2017 2016 Clinical study costs $ 657,069 $ 1,146,975 Insurance premiums 182,966 23,010 Other 171,186 143,856 $ 1,011,221 $ 1,313,841 |
7. INVESTMENTS (Tables)
7. INVESTMENTS (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Investments [Abstract] | |
Carrying value of available-for-sale investments | June 30, June 30, 2017 2016 Cost $ 1,387,022 $ 1,387,022 Matured investments (1,124,999 ) - Amortization of premium (11,596 ) (4,522 ) Gross unrealized loss (590 ) (1,944 ) Fair value $ 249,837 $ 1,380,556 |
8. FAIR VALUE MEASUREMENTS (Tab
8. FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of assets at fair value | Carrying Value Quoted prices in active markets (Level 1) Other quoted/observable inputs (Level 2) Significant unobservable inputs (Level 3) June 30, 2017: Money Market Account $ 40,019,336 $ 40,019,336 $ - $ - June 30, 2016: Money Market Account $ 7,782,243 $ 7,782,243 $ - $ - |
9. PROPERTY AND EQUIPMENT, NET
9. PROPERTY AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment | June 30, June 30, 2017 2016 Office equipment $ 1,180,210 $ 1,180,210 Laboratory equipment 548,706 415,303 Leasehold improvements 751,226 751,226 2,480,142 2,346,739 Less: Accumulated depreciation and amortization (2,281,989 ) (2,248,938 ) $ 198,153 $ 97,801 |
10. ACCRUED EXPENSES (Tables)
10. ACCRUED EXPENSES (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | June 30, June 30, 2017 2016 Clinical study costs $ 9,138,827 $ 6,983,581 Other research related expenses 217,307 69,609 Professional services 434,768 231,482 Other 730,196 483,061 $ 10,521,098 $ 7,767,733 |
11. NOTES PAYABLE (Tables)
11. NOTES PAYABLE (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Notes Payable [Abstract] | |
Schedule of notes payable | June 30, June 30, 2017 2016 Notes payable under venture loan $ 14,333,334 $ 20,000,000 Unamortized related debt discount (143,524 ) (324,799 ) Unamortized debt issuance costs (83,215 ) (193,656 ) Notes payable 14,106,595 19,481,545 Less: current portion 7,824,935 5,374,951 Long-term portion $ 6,281,660 $ 14,106,594 |
Schedule of future principal payments | Year Ending June 30, 2018 $ 8,000,000 2019 6,000,000 2020 333,334 14,333,334 Less: Unamortized debt discount and issuance costs (226,739 ) Net $ 14,106,595 |
12. COMMITMENTS AND CONTINGEN32
12. COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future minimum lease payments | Year Ending June 30, 2018 280,923 2019 232,000 2020 221,344 $ 734,267 |
Future payments related to capital lease | Year Ending June 30, 2018 $ 14,568 Amount representing interest (244 ) Net $ 14,324 |
13. STOCKHOLDERS_ DEFICIENCY (T
13. STOCKHOLDERS’ DEFICIENCY (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Outstanding Stock Purchase Warrants | Shares of Common Exercise Price per Latest Termination Stock Share Date 6,732,307 0.01 September 27, 2022 666,666 0.75 December 23, 2019 11,513,514 0.01 December 23, 2024 2,191,781 0.91 July 2, 2020 549,450 0.91 July 2, 2020 16,917,808 0.01 July 2, 2025 10,274,646 0.70 August 4, 2021 25,000 0.70 August 4, 2021 12,692,310 0.80 December 6, 2021 61,563,482 |
Option activity | Number of Shares Weighted Average Exercise Price Weighted Average Remaining Term in Years Aggregate Intrinsic Value Outstanding - July 1, 2014 4,241,973 $ 1.63 7.7 Granted 975,800 1.06 Forfeited (78,810 ) 1.92 Expired (8,733 ) 36.47 Outstanding - June 30, 2015 5,130,230 1.46 7.3 Granted 355,000 0.54 Forfeited (170,550 ) 0.80 Expired (52,940 ) 22.53 Outstanding - June 30, 2016 5,261,740 1.21 6.2 Granted 4,119,000 0.46 Forfeited (410,388 ) 1.12 Expired (43,220 ) 22.59 Outstanding - June 30, 2017 8,927,132 $ 0.76 7.5 $ - Exercisable at June 30, 2017 4,297,394 $ 1.02 5.3 $ - Expected to vest at June 30, 2017 3,446,101 $ 0.54 9.5 $ - |
Weighted average assumptions | 2017 2016 2015 Risk-free interest rate 1.7 % 1.4 % 1.9 % Volatility factor 75.0 % 73.5 % 83.4 % Dividend yield 0 % 0 % 0 % Expected option life (years) 6.2 5.7 6.1 Weighted average grant date fair value per share $ 0.27 $ 0.35 $ 0.76 |
Restricted Stock Units | 2017 2016 2015 Outstanding at beginning of year 2,665,768 1,028,017 957,150 Granted 3,192,000 2,302,500 785,800 Forfeited (68,751 ) (2,563 ) (9,100 ) Vested (579,400 ) (662,186 ) (705,833 ) Outstanding at end of year 5,209,617 2,665,768 1,028,017 |
14. INCOME TAXES (Tables)
14. INCOME TAXES (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Deferred tax assets | June 30, June 30, 2017 2016 Net operating loss carryforwards $ 103,845,000 $ 114,081,000 Research and development and AMT tax credits 12,360,000 9,965,000 Basis differences in deferred revenue 14,318,000 - Basis differences in fixed assets and other 1,510,000 1,491,000 132,033,000 125,537,000 Valuation allowance (132,033,000) (125,537,000) Net deferred tax assets $ - $ - |
15. CONSOLIDATED QUARTERLY FI35
15. CONSOLIDATED QUARTERLY FINANCIAL DATA UNAUDITED (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Consolidated Quarterly Financial Data Unaudited Tables | |
QUARTERLY FINANCIAL DATA | Three Months Ended June 30, March 31, December 31, September 30, 2017 2017 2016 2016 (amounts in thousands, except per share data) Revenues $ 33,900 $ 10,824 $ - $ - Operating expenses 19,581 13,836 9,441 12,435 Other expense, net (504 ) (552 ) (588 ) (618 ) Income (loss) before income taxes 13,815 (3,564 ) (10,029 ) (13,053 ) Income taxes (500 ) - - - Net income (loss) $ 13,315 $ (3,564 ) $ (10,029 ) $ (13,053 ) Basic net income (loss) per common share $ 0.07 $ (0.02 ) $ (0.06 ) $ (0.08 ) Diluted net income (loss) per common share $ 0.07 $ (0.02 ) $ (0.06 ) $ (0.08 ) Weighted average number of common shares outstanding used in computing basic net income (loss) per common share 196,874,145 196,580,519 177,798,511 165,848,269 Weighted average number of common shares outstanding used in computing diluted net income (loss) per common share 197,948,721 196,580,519 177,798,511 165,848,269 Three Months Ended June 30, March 31, December 31, September 30, 2016 2016 2015 2015 (amounts in thousands, except per share data) Revenues $ - $ - $ - $ - Operating expenses 12,738 12,086 12,628 11,798 Other expense, net (618 ) (611 ) (622 ) (612 ) Loss before income taxes (13,356 ) (12,697 ) (13,250 ) (12,410 ) Income taxes - - - - Net loss $ (13,356 ) $ (12,697 ) $ (13,250 ) $ (12,410 ) Basic and diluted net loss per common share $ (0.09 ) $ (0.08 ) $ (0.08 ) $ (0.08 ) Weighted average number of common shares outstanding used in computing basic and diluted net loss per common share 156,841,053 156,744,867 156,456,801 156,176,618 |
6. PREPAID EXPENSES AND OTHER36
6. PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Prepaid Expenses And Other Current Assets Details | ||
Clinical study costs | $ 657,069 | $ 1,146,975 |
Insurance premiums | 182,966 | 23,010 |
Other | 171,186 | 254,297 |
Total prepaid expenses and other current assets | $ 1,011,221 | $ 1,424,282 |
7. INVESTMENTS (Details)
7. INVESTMENTS (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Investments [Abstract] | |||
Cost | $ 0 | $ 1,387,022 | $ 0 |
Matured investments | (1,124,999) | 0 | |
Amortization of premium | (11,596) | (4,522) | |
Gross unrealized loss | (590) | (1,944) | |
Fair value | $ 249,837 | $ 1,380,556 |
8. FAIR VALUE MEASUREMENTS (Det
8. FAIR VALUE MEASUREMENTS (Details) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Money Market Account | $ 40,019,336 | $ 7,782,243 |
Level 1 | ||
Money Market Account | 40,019,336 | 7,782,243 |
Level 2 | ||
Money Market Account | 0 | 0 |
Level 3 | ||
Money Market Account | $ 0 | $ 0 |
9. PROPERTY AND EQUIPMENT, NE39
9. PROPERTY AND EQUIPMENT, NET (Details) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Property, Plant and Equipment [Abstract] | ||
Office equipment | $ 1,180,210 | $ 1,180,210 |
Laboratory equipment | 548,706 | 415,303 |
Leasehold improvements | 751,226 | 751,226 |
Gross | 2,480,142 | 2,346,739 |
Less: Accumulated depreciation and amortization | (2,281,989) | (2,248,938) |
Net | $ 198,153 | $ 97,801 |
9. PROPERTY AND EQUIPMENT, NE40
9. PROPERTY AND EQUIPMENT, NET (Details Narrative) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Property, Plant and Equipment [Abstract] | ||
Aggregate cost of assets acquired under capital leases | $ 146,115 | $ 146,115 |
Accumulated amortization associated with assets acquired under capital leases | $ 106,115 | $ 90,115 |
10. ACCRUED EXPENSES (Details)
10. ACCRUED EXPENSES (Details) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Accrued Expenses Details | ||
Clinical study costs | $ 9,138,827 | $ 6,983,581 |
Other research related expenses | 217,307 | 69,609 |
Professional services | 434,768 | 231,482 |
Other | 730,196 | 483,061 |
Accrued expenses | $ 10,521,098 | $ 7,767,733 |
11. NOTES PAYABLE (Details)
11. NOTES PAYABLE (Details) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Notes Payable [Abstract] | ||
Notes payable under venture loan | $ 14,333,334 | $ 20,000,000 |
Unamortized related debt discount | (226,739) | (324,799) |
Unamortized debt issuance costs | (83,215) | (193,656) |
Notes payable | 6,281,660 | 14,106,594 |
Less: current portion | 7,824,935 | 5,485,392 |
Long-term portion | $ 6,281,660 | $ 14,189,809 |
11. NOTES PAYABLE (Details 1)
11. NOTES PAYABLE (Details 1) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Notes Payable [Abstract] | ||
2,018 | $ 8,000,000 | |
2,019 | 6,000,000 | |
2,020 | 333,334 | |
Total | 14,333,334 | $ 20,000,000 |
Less: Unamortized debt discount and issuance costs | (226,739) | (324,799) |
Net | $ 6,281,660 | $ 14,106,594 |
12. COMMITMENTS AND CONTINGEN44
12. COMMITMENTS AND CONTINGENCIES (Details) | Jun. 30, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,018 | $ 280,923 |
2,019 | 232,000 |
2,020 | 221,344 |
2,021 | $ 734,267 |
12. COMMITMENTS AND CONTINGEN45
12. COMMITMENTS AND CONTINGENCIES (Details 1) | Jun. 30, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,018 | $ 14,568 |
Amount representing interest | (244) |
Net | $ 14,324 |
13. STOCKHOLDERS_ DEFICIENCY (D
13. STOCKHOLDERS’ DEFICIENCY (Details) | 12 Months Ended |
Jun. 30, 2017$ / sharesshares | |
Shares of Common Stock | 61,563,482 |
Range 1 | |
Shares of Common Stock | 6,732,307 |
Exercise Price per Share | $ / shares | $ 0.01 |
Latest Termination Date | 27-Sep-22 |
Range 2 | |
Shares of Common Stock | 666,666 |
Exercise Price per Share | $ / shares | $ 0.75 |
Latest Termination Date | 23-Dec-19 |
Range 3 | |
Shares of Common Stock | 11,513,514 |
Exercise Price per Share | $ / shares | $ 0.01 |
Latest Termination Date | 23-Dec-24 |
Range 4 | |
Shares of Common Stock | 2,191,781 |
Exercise Price per Share | $ / shares | $ 0.91 |
Latest Termination Date | 2-Jul-20 |
Range 5 | |
Shares of Common Stock | 549,450 |
Exercise Price per Share | $ / shares | $ 0.91 |
Latest Termination Date | 2-Jul-20 |
Range 6 | |
Shares of Common Stock | 16,917,808 |
Exercise Price per Share | $ / shares | $ 0.01 |
Latest Termination Date | 2-Jul-25 |
Range 7 | |
Shares of Common Stock | 10,274,646 |
Exercise Price per Share | $ / shares | $ 0.7 |
Latest Termination Date | 4-Aug-21 |
Range 8 | |
Shares of Common Stock | 25,000 |
Exercise Price per Share | $ / shares | $ 0.7 |
Latest Termination Date | 4-Aug-21 |
Range 9 | |
Shares of Common Stock | 12,692,310 |
Exercise Price per Share | $ / shares | $ 0.8 |
Latest Termination Date | 6-Dec-21 |
13. STOCKHOLDERS_ DEFICIENCY 47
13. STOCKHOLDERS’ DEFICIENCY (Details 1) - USD ($) | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Stockholders Deficiency Details 1 | |||
Number of Options Outstanding, Beginning | 5,261,740 | 5,130,230 | 4,241,973 |
Number of Options Granted | 4,119,000 | 355,000 | 975,800 |
Number of Options Forfeited | (410,388) | (170,550) | (78,810) |
Number of Options Expired | (43,220) | (52,940) | (8,733) |
Number of Options Outstanding, Ending | 8,927,132 | 5,261,740 | 5,130,230 |
Number of Options Exercisable | 4,297,394 | 3,769,402 | 3,209,517 |
Number of Options Expected to vest | 3,446,101 | 1,209,630 | 1,472,033 |
Weighted Average Exercise Price Outstanding, Beginning | $ 1.21 | $ 1.46 | $ 1.63 |
Weighted Average Exercise Price Granted | 0.46 | 0.54 | 1.06 |
Weighted Average Exercise Price Forfeited | 1.12 | 0.80 | 1.92 |
Weighted Average Exercise Price Expired | 22.59 | 22.53 | 36.47 |
Weighted Average Exercise Price Outstanding, Ending | 0.76 | 1.21 | 1.46 |
Weighted Average Exercise Price Exercisable | 1.02 | 1.35 | 1.77 |
Weighted Average Exercise Price Options Expected to vest | $ 0.54 | $ 0.83 | $ 0.92 |
Weighted Average Remaining Term in Years Options outstanding at beginning of year | 6 years 2 months 12 days | 7 years 3 months 18 days | 7 years 8 months 12 days |
Weighted Average Remaining Term in Years Options outstanding at end of year | 7 years 6 months | 6 years 2 months 12 days | 7 years 3 months 18 days |
Weighted Average Remaining Term in Years Options exercisable at end of year | 5 years 3 months 18 days | 5 years 4 months 24 days | |
Weighted Average Remaining Term in Years Options Expected to vest | 6 months 14 days | 8 years 6 months | |
Aggregate Intrinsic Value Options outstanding | $ 0 | ||
Aggregate Intrinsic Value Options exercisable | 0 | ||
Aggregate Intrinsic Value Options Expected to vest | $ 0 |
13. STOCKHOLDERS_ DEFICIENCY 48
13. STOCKHOLDERS’ DEFICIENCY (Details 2) - $ / shares | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Stockholders Deficiency Details 2 | |||
Risk-free interest rate | 1.70% | 1.40% | 1.90% |
Volatility factor | 75.00% | 73.50% | 83.40% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Expected option life (years) | 6 years 2 months 12 days | 5 years 8 months 12 days | 6 years 1 month 6 days |
Weighted average grant date fair value | $ 0.27 | $ 0.35 | $ 0.76 |
13. STOCKHOLDERS_ DEFICIENCY 49
13. STOCKHOLDERS’ DEFICIENCY (Details 3) - shares | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Stockholders Deficiency Details 3 | |||
Outstanding at beginning of year | 2,665,768 | 1,028,017 | 957,150 |
Granted | 3,192,000 | 2,302,500 | 785,800 |
Forfeited | (68,751) | (2,563) | (9,100) |
Vested | (579,400) | (662,186) | (705,833) |
Outstanding at end of year | 5,209,617 | 2,665,768 | 1,028,017 |
14. INCOME TAXES (Details)
14. INCOME TAXES (Details) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforwards | $ 103,845,000 | $ 114,081,000 |
Research and development tax credits | 12,360,000 | 9,965,000 |
Basis differences in deferred revenue | 14,318,000 | 0 |
Basis differences in fixed assets and other | 1,510,000 | 1,491,000 |
Gross | 132,033,000 | 125,537,000 |
Valuation allowance | (132,033,000) | (125,537,000) |
Net deferred tax assets | $ 0 | $ 0 |
14. INCOME TAXES (Details Narra
14. INCOME TAXES (Details Narrative) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Federal research and development credits | $ 12,360,000 | $ 9,965,000 |
Federal | ||
Net operating loss carryforwards | 278,000,000 | |
Federal research and development credits | 11,900,000 | |
State | ||
Net operating loss carryforwards | $ 111,000,000 |
15. CONSOLIDATED QUARTERLY FI52
15. CONSOLIDATED QUARTERLY FINANCIAL DATA UNAUDITED (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Consolidated Quarterly Financial Data Unaudited Details | |||||||||||
Revenues | $ 33,900 | $ 10,824 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | |||
Operating expenses | 19,581 | 13,836 | 9,441 | 12,435 | 12,738 | 12,086 | 12,628 | 11,798 | $ 55,293,321 | $ 49,250,135 | $ 30,237,887 |
Other expense, net | (504) | (552) | (588) | (618) | (618) | (611) | (622) | (612) | (2,262,039) | (2,462,801) | (910,914) |
Income (loss) before income taxes | 13,815 | (3,564) | (10,029) | (13,053) | (13,356) | (12,697) | (13,250) | (12,410) | (12,831,533) | (51,712,936) | (18,197,071) |
Income taxes | (500) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (500,000) | 0 | 531,508 |
Net income (loss) | $ 13,315 | $ (3,564) | $ (10,029) | $ (13,053) | $ (13,356) | $ (12,697) | $ (13,250) | $ (12,410) | $ (13,331,533) | $ (51,712,936) | $ (17,665,563) |
Basic net loss per common share | $ 0.07 | $ (0.02) | $ (0.06) | $ (0.08) | $ (0.09) | $ (0.08) | $ (0.08) | $ (0.08) | $ (0.07) | $ (0.33) | $ (0.15) |
Diluted net loss per common share | $ 0.07 | $ (0.02) | $ (0.06) | $ (0.08) | |||||||
Weighted average number of common shares outstanding used in computing basic net loss per common share | 196,874,145 | 196,580,519 | 177,798,511 | 165,848,269 | |||||||
Weighted average number of common shares outstanding used in computing diluted net loss per common share | 197,948,721 | 196,580,519 | 177,798,511 | 165,848,269 | |||||||
Weighted average number of common shares outstanding used in computing basic and diluted net loss per common share | 156,841,053 | 156,744,867 | 156,456,801 | 156,176,618 | 184,087,719 | 156,553,534 | 121,014,506 |