Quarterly report pursuant to Section 13 or 15(d)

Stockholders' Deficit

v3.19.3.a.u2
Stockholders' Deficit
6 Months Ended
Dec. 31, 2019
Equity [Abstract]  
Stockholders' Deficit

NOTE 6 - STOCKHOLDERS’ DEFICIT

 

Private Placement of Common Stock

 

In December 2018, our Board of Directors approved the private placement of up to 454,546 shares of our common stock to select accredited investors for a total amount of $5,000,000, or $11.00 per share of common stock with the right of the Board to increase the offering amount to $7,000,000 (the “Offering”). On December 26, 2018, we completed an initial closing of the Offering, pursuant to which we sold an aggregate of 335,910 shares of common stock, at $11.00 per share, for an aggregate purchase price of $3,695,010 in cash. A portion of the proceeds from the Offering was used to repay in full approximately $2.6 million in borrowings and accrued interest under two short-term credit facilities provided by Cleveland Capital, L.P. and a shareholder. The shares offered and sold in the Offering have not been registered under the Securities Act of 1933, as amended (“Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. The shares were offered and sold to the accredited investors in reliance upon exemptions from registration pursuant to Rule 506(c) of Regulation D promulgated under Section 4(a)(2) under the Securities Act.

 

Warrant Activity

 

Warrant detail for the six months ended December 31, 2019 is reflected below:

 

   

Number of

Warrants

   

Weighted

Average

Exercise

Price Per

Warrant

   

Remaining

Contract

Term (#

years)

 
Warrants outstanding and exercisable at June 30, 2019     8,333     $ 20.00       0.25  
Warrants issued     -     $ -       -  
Warrants exercised     -     $ -       -  
Warrants forfeited     (8,333 )   $ 20.00       -  
Warrants outstanding and exercisable at December 31, 2019     -     $ -       -  

 

Warrant detail for the six months ended December 31, 2018 is reflected below:

 

   

Number of

Warrants

   

Weighted

Average

Exercise

Price Per

Warrant

   

Remaining

Contract

Term (#

years)

 
Warrants outstanding and exercisable at June 30, 2018     174,079     $ 20.30       0.74  
Warrants issued     -     $ -       -  
Warrants exercised     -     $ -       -  
Warrants exchanged     (7,996 )   $ 14.80       -  
Warrants forfeited     -     $ -       -  
Warrants outstanding and exercisable at December 31, 2018     166,083     $ 20.60       0.19  

 

Stock-based Compensation

 

On November 26, 2014, our board of directors approved our 2014 Equity Incentive Plan (the “2014 Plan”), which was approved by the Company’s shareholders on February 17, 2015. The 2014 Plan offers selected employees, directors, and consultants the opportunity to acquire our common stock, and serves to encourage such persons to remain employed by us and to attract new employees. The 2014 Plan allows for the award of stock and options, up to 1,000,000 shares of the Company’s common stock.

 

Activity in stock options during the six months ended December 31, 2019, and related balances outstanding as of that date are reflected below:

 

   

Number of

Shares

   

Weighted

Average

Exercise Price

   

Weighted

Average

Remaining

Contract

Term (# years)

 
Outstanding at June 30, 2019     580,171     $ 11.05       8.59  
Granted     -     $ -          
Exercised     (4,437 )   $ 4.69          
Forfeited and cancelled     (7,093 )   $ 12.32          
Outstanding at December 31, 2019     568,641     $ 11.08       8.07  
Exercisable at December 31, 2019     377,428     $ 10.47       7.71  

 

Activity in stock options during the six months ended December 31, 2018, and related balances outstanding as of that date are reflected below:

 

   

Number of

Shares

   

Weighted

Average

Exercise Price

   

Weighted

Average

Remaining

Contract

Term (# years)

 
Outstanding at June 30, 2018     354,447     $ 8.30       8.87  
Granted     40,117     $ 17.50          
Exercised     -     $ -          
Forfeited and cancelled     (18,000 )   $ 4.60          
Outstanding at December 31, 2018     376,564     $ 9.50       8.48  
Exercisable at December 31, 2018     188,494     $ 8.30       7.69  

 

Stock-based compensation expense recognized in the condensed consolidated statements of operations for the three and six months ended December 31, 2019 and 2018, includes compensation expense for stock-based options and awards granted based on the grant date fair value. For options and awards granted, expenses are amortized under the straight-line method over the expected vesting period. Stock-based compensation expense recognized in the condensed consolidated statements of operations has been reduced for estimated forfeitures of options that are subject to vesting. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.

 

At December 31, 2019, the aggregate intrinsic value of the exercisable options was $738,000.

 

The Company allocated stock-based compensation expense included in the condensed consolidated statements of operations for employee option grants and non-employee option grants as follows:

 

    For the Three Months
Ended December 31
    For the Six Months
Ended December 31,
 
    2019     2018     2019     2018  
Research and development   $ 54,000     $ 17,000     $ 108,000     $ 32,000  
General and administration     395,000       226,000       792,000       375,000  
Total stock-based compensation expense   $ 449,000     $ 243,000     $ 900,000     $ 407,000  

 

The Company uses the Black-Scholes valuation model to calculate the fair value of stock options. The fair value of stock options was measured at the grant date using the assumptions (annualized percentages) in the table below:

 

Six months ended December 31,   2019     2018  
Expected volatility     111.4% - 112.2%       142% - 143%  
Risk free interest rate     2.43% - 2.45%       2.73% - 2.82%  
Forfeiture rate     20.0%       20.0%  
Dividend yield     0%       0%  
Expected term (years)     5.61       5  

 

The remaining amount of unrecognized stock-based compensation expense at December 31, 2019 relating to outstanding stock options, is approximately $1,601,000, which is expected to be recognized over the weighted average period of 1.54 years.