Quarterly report pursuant to Section 13 or 15(d)

Stockholders' equity

v3.22.1
Stockholders' equity
 9 Months Ended
Mar. 31, 2022
Equity [Abstract]  
Stockholders' equity
8. Stockholders’ equity
Common Stock
On October 6, 2020, the Company announced the closing of an underwritten public offering of 2,666,644 shares of its common stock at a price to the public of $3.10 per share. The Company also announced that the underwriter fully exercised its over-allotment option to purchase 483,870 additional shares of its common stock at the offering price of $3.10 per share. The gross and net proceeds were $11.5 million and $9.9 million, respectively.
On April 30, 2021, the Company announced the closing of an underwritten public offering of 3,036,366 shares of its common stock at a price to the public of $4.25 per share. The Company also announced that the underwriter exercised the over-allotment option to purchase 317,274 additional shares of its common stock at the offering price of $4.25 per share. The gross and net proceeds were $14.3 million and $12.7 million, respectively.
On December 8, 2021, the stockholders of the Company approved an amendment (the “Charter Amendment”) to the Company’s Amended and Restated Certificate of Incorporation to increase the total number of authorized shares of common stock of the Company from 10,000,000 to 40,000,000. The Charter Amendment was filed with the Secretary of State of the State of Delaware and became effective on December 17, 2021.
Warrants
On December 6, 2019, the Investors were issued 4 Purchase Warrants that were exercisable into 214,190 fully paid shares of common stock should the Purchase Warrants be exercised in full (“Purchase Warrants”). The exercise price for the Purchase Warrants is US$10.50 per share issued on exercise of a Purchase Warrant. The Purchase Warrants are exercisable, in whole or in part, any time from the date of issue until the fifth anniversary of the date of issue (December 6, 2024). On April 22, 2020, the Company issued 37,417 shares of common stock in connection with a cashless exercise of Purchase Warrants exercisable for 107,095 shares of common stock. The Company did not have an effective registration statement registering the resale of the Warrant Shares by the Holder at the time the Holder wanted to exercise the warrant, therefore, the Holder carried out a cashless exercise. The formula for conducting a cashless exercise was outlined in the Warrant agreement. Based on this formula, the Holder would have been entitled to receive 107,095 shares of common stock if they had exercised the Purchase Warrants for cash. Because of the cashless exercise, the holder received 37,417 shares. As of March 31, 2022, there were 107,095 of the warrants still outstanding.
On October 6, 2020, the Company announced the closing of an underwritten public offering of 559,162 shares of common stock underlying
pre-funded
warrants initially purchased for $3.09 per share and immediately exercisable at $0.01 per share
(“Pre-Funded
Warrants”). All 559,162
Pre-Funded
Warrants issued had been exercised as of June 30, 2021.
The activity related to warrants during for the
nine
 months ended March 31, 2022, is summarized as follows:
                 
     Common
Stock
from
Warrants		      Weighted-
average
Exercise
Price
(per
share)		  
Outstanding at July 1, 2021
      107,095      $ 10.50  
    
 
 
     
 
 
  
Outstanding and exercisable at March 31, 2022
      107,095      $ 10.50  
Equity Incentive Plan
Employee Share Option Plan
In connection with its
re-domiciliation
to the United States, the Company assumed BBL’s obligations with respect to the settlement of options that were issued by BBL prior to the
re-domiciliation
pursuant to the Benitec Officers’ and Employees’ Share Option Plan (the “Share Option Plan”). This includes the Company’s assumption of the Share Option Plan and all award agreements pursuant to which each of the options were granted. Each option when exercised entitles the option holder to one share in the Company. Options are exercisable on or before an expiry date, do not carry any voting or dividend rights and are not transferable except on death of the option holder or in certain other limited circumstances. Employee options vest one third on each anniversary of the applicable grant date for three years. If an employee dies, retires or otherwise leaves the Company and certain exercise conditions have been satisfied, generally, the employee has 12 months to exercise their options or the options are cancelled. Since the
re-domiciliation,
no new options have been or will be issued under the Share Option Plan.
Equity and Incentive Compensation Plan
On December 9, 2020, the Company’s stockholders approved the Company’s 2020 Equity and Incentive Compensation Plan and, on December 8, 2021, the Company’s stockholders approved an amendment to increase the maximum number of shares that may be issued under such plan to 1,850,000 (as amended, the “2020 Plan”). The 2020 Plan provides for the grant of various equity awards. Currently, only stock options are issued under the 2020 Plan. Each option when exercised entitles the option holder to one share of the Company’s common stock. Options are exercisable on or before an expiry date, do not carry any voting or dividend rights, and are not transferable except on death of the option holder or in certain other limited circumstances. Employee stock options vest in increments of
one-third
on each anniversary of the applicable grant date for three years.
Non-employee
director options vest in increments of
one-third
on the day prior to each of the Company’s next three annual stockholder meetings following the grant date. If an option holder dies or terminates employment or service due to Disability (as defined in the 2020 Plan) and certain exercise conditions have been satisfied, generally, the option holder has 12 months to exercise their options or the options are cancelled. If an option holder
 
otherwise leaves the Company, other than for a termination by the Company for Cause (as defined in the 2020 Plan) and certain exercise conditions have been satisfied, generally, the option holder has 90 days to exercise their options or the options are cancelled. Future equity grants will be made under the 2020 Plan.
Equity Awards
The activity related to equity awards, which are comprised of stock options during the nine months ended March 31, 2022 is summarized as follows:
                                 
     Stock
Options		      Weighted-
average
Exercise
Price		      Weighted-
average
Remaining
Contractual
Term		      Aggregate
Intrinsic
Value		  
Outstanding at July 1, 2021
      702,064      $ 7.16        8.07 years      $ —    
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding at September 30, 2021
      702,064        7.16        7.82 years      $ —    
Granted
      36,000        2.99        9.93 years      $ —    
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding at March 31, 2022
      738,064        6.95        7.39 years      $ —    
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Exercisable at March 31, 2022
      247,560      $ 13.81        6.91 years      $ —    
    
 
 
     
 
 
                    
Share-Based Compensation Expense
The classification of share-based compensation expense is summarized as follows:
                                 
    
Three Months Ended
March 31,
     
Nine Months Ended
March 31,
  
(US$’000)
   
2022
     
2021
     
2022
     
2021
  
Research and development
    $ 63      $ 18      $ 224      $ 33  
General and administrative
      129        217        478        322  
    
 
 
     
 
 
     
 
 
     
 
 
  
Total share-based compensation expense
    $ 192      $ 235      $ 702      $ 355  
    
 
 
     
 
 
     
 
 
     
 
 
  
As of March 31, 2022, there was $0.6 million of unrecognized share-based compensation expense related to stock options issued under the Share Option Plan and the 2020 Plan.