EQUITY (Tables)
|
3 Months Ended |
12 Months Ended |
Nov. 30, 2019 |
Aug. 31, 2019 |
| Equity [Abstract] |
|
|
| Schedule of activity warrants outstanding |
|
|
|
|
|
Weighted |
|
|
Weighted |
|
|
|
Number of |
|
|
Average |
|
|
Average |
|
|
|
shares |
|
|
Exercise Price |
|
|
Life (years) |
|
Outstanding, August 31, 2019 |
|
|
2,334,937 |
|
|
$ |
8.15 |
|
|
|
4.14 |
|
Granted |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Forfeited |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Exercised |
|
|
— |
|
|
|
— |
|
|
|
— |
|
| Outstanding, November 30, 2019 |
|
|
2,334,937 |
|
|
$ |
8.15 |
|
|
|
3.89 |
|
|
|
|
|
|
|
|
|
|
Weighted |
|
|
|
Number of |
|
|
Weighted Average |
|
|
Average |
|
|
|
shares |
|
|
Exercise Price |
|
|
Life (years) |
|
Outstanding, August 31, 2017 |
|
|
240,917 |
|
|
$ |
8.00 |
|
|
|
4.83 |
|
Granted |
|
|
254,389 |
|
|
|
12.64 |
|
|
|
5.00 |
|
Forfeited |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Exercised |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Outstanding, August 31, 2018 |
|
|
495,306 |
|
|
$ |
10.40 |
|
|
|
4.23 |
|
Granted |
|
|
1,839,575 |
|
|
|
7.46 |
|
|
|
3.23 |
|
Forfeited |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Exercised |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Outstanding, August 31, 2019 |
|
|
2,334,881 |
|
|
$ |
8.15 |
|
|
|
4.14 |
|
|
| Schedule of assumptions to value the stock options |
|
|
|
Year Ended |
|
|
Year Ended |
|
|
|
August 31, |
|
|
August 31, |
|
|
|
2019 |
|
|
2018 |
|
Expected term |
|
5 years |
|
|
10 years |
|
Expected average volatility |
|
|
158 |
% |
|
|
170 |
% |
Expected dividend yield |
|
|
— |
|
|
|
— |
|
Risk-free interest rate |
|
1.40 |
% |
|
|
2.87 |
% |
Name |
Number of Shares |
Exercise Price |
Vesting Commencement Date |
Expiration Date |
Vesting Schedule |
Saoirse O’Sullivan |
12,500 |
$10.8 |
August 17, 2018 |
August 17, 2028 |
(1) |
R. Martin Emanuele, Ph.D. |
12,500 |
$10.8 |
August 17, 2018 |
August 17, 2028 |
(1) |
Andy Yates, Ph.D. |
12,500 |
$10.8 |
August 17, 2018 |
August 17, 2028 |
(1) |
Steven D. Reich, M.D. |
12,500 |
$10.8 |
April 1, 2018 |
August 17, 2028 |
(2) |
Rob Prince |
2,500 |
$3.12 |
July 18, 2019 |
July 18, 2029 |
100% vested |
Gregory D. Gorgas |
75,000 |
$1.99 |
August 29, 2019 |
August 29, 2029 |
(3) |
Connie Matsui |
26,500 |
$1.99 |
August 29, 2019 |
August 29, 2029 |
(4) |
Douglas Blayney, MD |
18,000 |
$1.99 |
August 29, 2019 |
August 29, 2029 |
(4) |
Georgia Erbez |
22,250 |
$1.99 |
August 29, 2019 |
August 29, 2029 |
(4) |
R. Martin Emanuele, PhD |
17,500 |
$1.99 |
August 29, 2019 |
August 29, 2029 |
(4) |
Steven Kelly |
22,250 |
$1.99 |
August 29, 2019 |
August 29, 2029 |
(4) |
Total option grants: |
234,000 |
|
|
|
|
_________
(1) |
Twenty-five percent (25%) of the Shares subject to the Option shall vest on the Vesting Commencement Date, and one forty-eighth (1/48th) of the Shares subject to the Option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date. |
(2) |
The number of Shares that will vest upon the first day following the end of such Vesting Period (a “Vesting Date”) will equal (i) the lesser of (a) the number of hours that the Company’s Chief Executive Officer certifies Participant provided the Services during such Vesting Period or (b) 60, multiplied by (ii) a number of Shares equal to 350 divided by the exercise price per Share of the option. “Vesting Period” means each three-month period during the term of the consulting agreement, beginning on the Vesting Commencement Date. |
(3) |
The shares subject to this option award will vest, subject to Mr. Gorgas’ continued service through the applicable vesting date, ratably over 48 months starting on August 29, 2019, such that the option will be fully vested on August 29, 2023. |
(4) |
One Hundred percent (100%) of the Shares subject to the Option shall vest on the earlier to occur of
(i) the date six (6) months from the Vesting Commencement Date or
(ii) the date immediately preceding the 2020 annual meeting of stockholders,
subject to Participant continuing to be a Service Provider through each such date.
|
|
| Schedule of stock option activity |
|
|
Options Outstanding |
|
|
|
|
|
|
Number of |
|
|
Weighted Average |
|
|
Weighted Average |
|
| |
|
Options |
|
|
Exercise Price |
|
|
Remaining life |
|
|
|
|
|
|
|
|
|
(years) |
|
Outstanding, August 31, 2019 |
|
|
234,000 |
|
|
$ |
3.88 |
|
|
$ |
9.78 |
|
Granted |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Exercised |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Forfeited/canceled |
|
|
— |
|
|
|
— |
|
|
|
— |
|
| Outstanding, November 30, 2019 |
|
|
234,000 |
|
|
$ |
3.88 |
|
|
$ |
9.53 |
|
|
|
|
Options Outstanding |
|
|
Weighted Average |
|
|
|
Number of |
|
|
Weighted Average |
|
|
Remaining life |
|
|
|
Options |
|
|
Exercise Price |
|
|
(years) |
|
|
|
|
|
|
|
|
|
|
|
Outstanding, August 31, 2017 |
|
|
— |
|
|
$ |
— |
|
|
$ |
— |
|
Granted |
|
|
50,000 |
|
|
|
10.80 |
|
|
|
10.0 |
|
Exercised |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Forfeited/canceled |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Outstanding, August 31, 2018 |
|
|
50,000 |
|
|
$ |
10.80 |
|
|
$ |
9.97 |
|
Granted |
|
|
184,000 |
|
|
|
2.01 |
|
|
|
10.0 |
|
Exercised |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Forfeited/canceled |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Outstanding, August 31, 2019 |
|
|
234,000 |
|
|
$ |
3.88 |
|
|
$ |
9.78 |
|
|
| Schedule of exercisable stock options outstanding |
Options Outstanding |
|
|
Options Exercisable |
|
Number of |
|
|
Weighted Average Remaining |
|
|
Weighted Average |
|
|
Number of |
|
|
Weighted Average |
|
Options |
|
|
Contractual life (in years) |
|
|
Exercise Price |
|
|
Shares |
|
|
Exercise Price |
|
|
50,000 |
|
|
|
8.72 |
|
|
$ |
10.80 |
|
|
|
25,182 |
|
|
$ |
10.80 |
|
| |
2,500 |
|
|
|
9.64 |
|
|
$ |
3.12 |
|
|
|
2,500 |
|
|
$ |
3.12 |
|
| |
181,500 |
|
|
|
9.75 |
|
|
$ |
1.99 |
|
|
|
4,689 |
|
|
$ |
1.99 |
|
|
Options Outstanding |
|
|
Options Exercisable |
|
Number of Options |
|
|
Weighted Average Remaining |
|
|
Weighted Average |
|
|
Number of |
|
|
Weighted Average |
|
| |
|
|
Contractual life (in years) |
|
|
Exercise Price |
|
|
Shares |
|
|
Exercise Price |
|
| 50,000 |
|
|
|
8.97 |
|
|
$ |
10.80 |
|
|
|
21,700 |
|
|
$ |
10.80 |
|
| 2,500 |
|
|
|
9.89 |
|
|
$ |
3.12 |
|
|
|
2,500 |
|
|
$ |
3.12 |
|
| 181,500 |
|
|
|
10.00 |
|
|
$ |
1.99 |
|
|
|
— |
|
|
$ |
— |
|
|