What changed in this filing

/stocks — the workspaceLOADING

Item 5. Market for Registrant’s Common Equity

2021-08-30 compared with 2020-08-06 · 164 added, 195 removed, 4 unchanged (99% of the section changed)

MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Sales of Securities

of unregistered securities during the year ended June 30, 2020 were previously disclosed in a Quarterly Report on Form 10-Q or

sales of unregistered securities during the year ended June 30, 2021 were previously disclosed in a Quarterly Report on Form 10-Q or

Current report on Form 8-K.

Issuer Purchases of Common Stock

During the fourth quarter of the year ended

June 30, 2020, there were no issuer repurchases of shares of common stock.

SELECTED FINANCIAL DATA

Not Required.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion of the Company’s

financial condition and the results of operations should be read in conjunction with the Financial Statements and Notes thereto

appearing elsewhere in this report.

We are a clinical stage biotechnology

company engaged in the discovery, development and commercialization of therapies targeting life-threatening complications of liver

Our initial disease target is ascites, a serious medical condition affecting about 100,000 Americans and many times

more worldwide.

Our therapeutic product candidate BIV201 is based on a drug that is approved in about 40 countries to treat related

complications of liver cirrhosis (part of the same disease pathway as ascites), but not yet available in the US.

The active agent

in BIV201, terlipressin, is a potent vasoconstrictor which is in use for various medical conditions around the world.

is for BIV201 to interrupt the ascites disease pathway, thereby halting the cycle of accelerating fluid generation in ascites patients.

BioVie accomplished the following key milestones in 2019:

In April, we announced top-line results for the Phase 2a clinical trial of BIV201 in six patients.

In June, we met with representatives of the U.S.

Food & Drug Administration (“FDA”) for a Type C Guidance Meeting to plan our next clinical study.

We discussed our clinical development program with the FDA and proposed clinical trial endpoints.

In August, we invented a proprietary novel liquid formulation of terlipressin that is intended to improve convenience for outpatient administration and avoid potential formulation errors when pharmacists reconstitute the powder version.

In October, we submitted our proposed Phase 2b/3 randomized, controlled clinical trial protocol to the FDA.

In November, we announced that the first batch of pre-filled syringes containing our novel BIV201 liquid formulation was manufactured and had cleared quality control testing.

BioVie accomplished the following key milestones in 2020:

In February, we submitted a detailed meeting information package to the FDA supporting our proposed trial design.

In March, we requested feedback from the FDA's CMC division regarding the novel BIV201 prefilled terlipressin syringe and subsequently submitted a detailed information package.

In early April, we received the FDA's written response to our Type B meeting questions, requiring changes to the clinical trial design.

In mid-April we submitted a revised Phase 2 trial design and follow-up questions for clarification.

In April, we submitted a continuation-in-part amendment to the Angeli et al.

'945 patent application to the US Patent & Trademark Office seeking restricted claims covering the use of BIV201 to treat ascites.

In May, we received CMC division feedback regarding the new BIV201 prefilled terlipressin syringe.

We may use it in the upcoming Phase 2 trial subject to conducting certain additional standard analytical testing expected to take approximately two weeks.

In May, we filed a PCT ("Patent Cooperation Treaty") application for our novel liquid terlipressin formulations as we pursue global patent coverage.

In June, we announced that room temperature stability of the prefilled syringe had been confirmed at 6 months, with the potential for 12 months or up to two years of stability (yet to be confirmed).

Room temperature storage presents a key product differentiation versus terlipressin products in countries where the drug is approved.

To the best of the Company's knowledge, all other terlipressin products sold globally must be stored under refrigeration and there is no prefilled syringe format of terlipressin available for treating patients in these countries.

In June, we also announced further guidance from the FDA regarding clinical trial design in response to the follow-up questions submitted in April.

The Company plans to commence a randomized 24-patient Phase 2 study in 2020, to be followed by a larger pivotal Phase 3 clinical trial targeted to begin in 2021.

The FDA communicated that pending positive Phase 2 study results, a sufficiently large and well-controlled Phase 3 trial, with supportive data from the Phase 2 (statistical significance not required), could potentially yield the clinical data needed to apply for BIV201 marketing approval.

Results of Operations

Comparison of the Year Ended June 30, 2020 to the Year Ended

Purchases of Common Stock

the year ended June 30, 2021, there were no issuer repurchases of shares of common stock.

DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

following discussion of the Companys financial condition and the results of operations should be read in conjunction with the

Financial Statements and Notes thereto appearing elsewhere in this report.

is a clinical-stage company developing innovative drug therapies to overcome unmet medical needs in chronic debilitating conditions.

liver disease , our Orphan Drug candidate BIV201 (continuous infusion terlipressin) is being developed as a future treatment option

for patients suffering from ascites and other life-threatening complications of advanced liver cirrhosis caused by NASH, hepatitis, and

The initial target for BIV201 therapy is refractory ascites.

These patients suffer from frequent life-threatening complications,

generate more than $5 billion in annual treatment costs, and have an estimated 50% mortality rate within 6 to 12 months.

and Drug Administration (FDA) has never approved any drugs to treat refractory ascites.

A Phase 2a clinical trial of BIV201 was completed

in 2019, and a multi-center, randomized and controlled Phase 2b trial is currently underway at several US medical centers including Vanderbilt

University, the Mayo Clinic, and University of Pennsylvania (NCT NCT04112199).

Top-line results are expected in early 2022, to be followed

by a proposed single pivotal Phase 3 trial beginning in 2022.

In June 2021, we received written feedback from the FDA in response to

a Type B meeting request to conduct a pivotal US Phase 3 clinical trial in HRS-AKI, which is a life-threatening complication of advanced

Based on the guidance received, we are revising certain elements of our proposed study and planning to initiate this study in

neurodegenerative disease, BioVie acquired the biopharmaceutical assets of NeurMedix, Inc., a privately held clinical-stage pharmaceutical

company, in June 2021.

The acquired assets include NE3107, a potentially selective inhibitor of inflammatory ERK signaling which, based

on animal studies is believed to reduce neuroinflammation.

NE3107is a novel orally administered small molecule that inhibits inflammation-driven

insulin resistance and major pathological inflammatory cascades with a novel mechanism of action.

There is emerging scientific consensus

that both inflammation and insulin resistance play fundamental roles in the development of Alzheimers and Parkinsons Disease,

and NE3107 could represent an entirely new medical approach to treating these devastating conditions affecting an estimated 6 million

Americans suffering from Alzheimers and 1 million from Parkinsons.

The FDA has authorized a potentially pivotal Phase 3

randomized, double-blind, placebo-controlled, parallel group, multicenter study to evaluate NE3107 in subjects who have mild to moderate

Alzheimers disease (NCT04669028).

We initiated this trial on August 5, 2021 and are targeting primary completion in late 2022/early

In addition to Alzheimers disease, we plan to advance NE3107 in Parkinsons based on promising results from preclinical

Inflammation-driven insulin resistance is implicated in a broad range of serious diseases, including multiple myeloma and prostate

cancer, and we plan to begin exploring these opportunities in the coming months using NE3107 or related compounds acquired in the NeurMedix

asset purchase.

of Operations

of the Year Ended June 30, 2021 to the Year Ended June 30, 2020

net loss for the year ended June 30, 2021 was approximately $130.3 million as compared to a net loss of approximately $16.7 million for

the year ended June 30, 2020.

The net increase in net loss of approximately $113.6 million was primarily comprised of the purchase of

the biopharmaceutical assets from Neurmedix totaling approximately $130.6 million and expensed as purchased in process research and development

( IPR&D) in research and development expenses and the increase in other operating expenses of approximately $7.3 million offset by

the change in the fair value of derivative liabilities of $17.5 million and the reduction in interest expense of approximately $4.2 million

related to the embedded conversion derivative liability from warrants associated with the draws on the convertible debenture which were

settled in September 2020.

operating expenses for the year ended June 30, 2021 was approximately $138.1 million as compared to approximately $2.7 million for year

ended June 30, 2020.

The increase of approximately $135.4 million was attributed to the purchase of the biopharmaceutical assets from

Neurmedix, of approximately $130.6 million, increase in other research and development activities which resulted in an increase of approximately

$1.4 million, primarily attributed to the preparation and launch of our Phase2b clinical trials as well as an increase in selling, general

and administrative expenses of $3.5 million, primarily due to stock based compensation awarded to the board of directors.

and Development Expenses

and development expenses for the year ended June 30, 2021 totaled $133.2 million and included the purchased IPR&D of $130.6 million,

compared to research and development for the year ended June 30, 2020 of $1.2 million.

During the fiscal year ended June 30, 2021, the

Company acquired biopharmaceutical assets under development from Neurmedix and Acuitas, which are related party affiliates.

acquired include, among others, those related to certain drug candidates being developed by NeurMedix, including NE3107, a small molecule

orally administered inhibitor of insulin resistance and the pathological inflammatory cascade, with a novel mechanism of action that

has potential applications for treatment against Alzheimers Disease and Parkinsons Disease.

The total cost of the asset

purchase was approximately $130.6 million and comprised of the issuance of 8,361,308 shares of the Companys common stock, valued

at $14.87 per share, the closing price on the date of the close and a cash payment of approximately $2.3 million to Acuitas and other

expenses totaling approximately $4.0 million for due diligence, legal fees, transaction fees and the fairness opinion.

remainder of the net increase in research and development expenses of $1.4 million was primarily due to an increase in research and development

activities related to the preparation of the Phase 2b Clinical Trials.

In June 2021, the Company enrolled its first patient into the

Phase 2b trial of BIV201 (continuous infusion terlipressin) for the treatment of refractory ascites.

The trial is being conducted in

nine research centers.

General and Administrative Expenses

general and administrative expenses were approximately $4.6 million for the year ended June 30, 2021 and $1.3 million for the year ended

June 30, 2020.

The net loss for the year ended June 30, 2020

was approximately $16.7 million as compared to a net loss of approximately $2.4 million for the year ended June 30, 2019.

increase in net loss of approximately $14.3 million was primarily due to change in the fair value of derivative liabilities by

$9.2 million which was primarily driven by the increase in the Company’s stock price at June 30, 2020 and increase in interest

expense of approximately $4.8 million related to the embedded conversion derivative liability from warrants associated with the

draws on the convertible debenture.

Total operating expenses for the year ended June 30, 2020 of approximately

$2.7 million was comparable to $2.5 million for year ended June 30, 2019.

Research and Development Expenses

Research and development expenses were approximately

$1.2 million for year ended June 30, 2020 comparable with the prior year’s expense of $1 million for

the year ended June 30, 2019, resulting in a net increase of approximately $142,000.

The net increase represents an increase of

approximately $513,000 primarily attributed to readying for the next Phase 2 and Phase 3 clinical phase trials, including preparing

the protocols and manufacturing of the prefilled syringe which may be used in the next phase of trials subject to FDA clearance,

and development of PRO scales, and investing in the Company’s drug supply offset by a decrease in salaries of approximately

$16,000 due to reduction of one employee and decline in trial expenses of approximately $355,000 from the prior year as the Phase

2a clinical trial completed earlier in the current fiscal year.

Selling, General and Administrative Expenses

Selling, general and administrative expenses were approximately

$1.3 million for the year ended June 30, 2020 and June 30, 2019.

The net fluctuations was attributed to a decrease in legal

and professional fees of $367,000 offset by an increase of approximately $135,000 in insurance premiums for increased coverage,

an increase in payroll and benefits of approximately $56,000 due to the hiring of a half time chief financial officer that joined

in October 2018 and increase in other expenses of approximately $231,000 representing legal and professional fees and other activities

related to the the Company’s capital raise.

Capital Resources and Liquidity

At June 30, 2020 the Company had approximately

$37,000 in cash and continues to focus on obtaining financing and raise capital.

September 24, 2019, the Company entered into a Securities Purchase Agreement with its controlling stockholder regarding bridge

financing (the “Bridge Financing”) in the form of up to $2.0 million in convertible debt and warrants, of which $1.3

million has been drawn and reflected in the amount of $848,543, net of unearned discount of $462,864 as Convertible debenture -

related party.

Amounts borrowed under the Bridge Financing must be repaid with the proceeds of our potential public offering of

equity securities referred to below.

The availability of additional draws under the Bridge Financing is under further discussion

with the controlling stockholder in light of delays in the timing of the potential public offering.

As further discussed below,

the Company is pursuing various options to raise further financing to continue the testing and development of its product.

Company is not successful in raising additional funds it may reduce its monthly spend and potentially delay the implementation

of the larger scale Phase 2 and Phase 3 clinical trials until sufficient funding is secured.

As of June 30, 2020, the Company had an accumulated deficit of approximately $41.0 million and as a development

stage enterprise, the Company expects substantial losses in future periods.

The accompanying interim financial statements were

prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction

of liabilities in the normal course of business.

The Company’s future operations are dependent on the success of the Company’s

The net increase of $3.3 primarily consisted of an additional $2.8 million in stock compensation expense attributed to

stock options granted to the members of the board of directors for their annual directors compensation, additional expenses of

approximately $475,000 related to being listed on a national exchange for listing fees, investor relations and other professional fees.

Insurance expense of $24,000 primarily related to increased premiums for directors and officers and other liability policies.

Income and Expense, Net

income, net increased from other expense, net of $14 million for the year ended June 30, 2020 to $7.8 million of other income, net for

the year ended June 30, 2021.

This change was primarily due to the change in fair value of derivatives of approximately $17.5 million

and the decline in interest expense of approximately $4.2 million due to embedded derivative warrant liabilities.

Resources and Liquidity

of June 30, 2021, the Company had working capital of approximately $3.6 million, cash of $4.5 million, stockholders equity of

approximately $5.1 million, and accumulated deficit of approximately $224.9 million.

In addition, the Company has not generated any revenues

and no revenues are expected in the foreseeable future.

The Companys future operations are dependent on the success of the Companys

ongoing development and commercialization effort, as well as continuing to secure additional financing.

We cannot assure you that our drug candidate

will be developed, work, or receive regulatory approval;

that we will ever earn revenues sufficient to support our operations or

that we will ever be profitable.

Furthermore, since we have no committed source of sufficient financing, we cannot assure you that

we will be able to raise money as and when we need it to continue our operations.

If we cannot raise funds as and when we need

them, we may be required to severely curtail, or even to cease, our operations.

On November 22, 2019, the Company effected

the reverse stock split of 125 common stock for every 1 common stock.

All share amounts have been updated to reflect the reverse

The stock split was related to the Company’s planned up listing to NASDAQ Stock Market and potential future

issuance and sales of our equity securities for ordinary corporate finance and general corporate purposes.

Management intends to attempt to secure additional

required funding primarily through additional equity or debt financings.

We may also seek to secure required funding

through sales or out-licensing of intellectual property assets, seeking partnerships with other pharmaceutical companies or third

parties to co-develop and fund research and development efforts, or similar transactions.

However, there can be no assurance

that we will be able to obtain required funding.

If we are unsuccessful in securing funding from any of these sources,

we will defer, reduce or eliminate certain planned expenditures in our research protocols.

If we do not have sufficient

funds to continue operations, we could be required to seek bankruptcy protection or other alternatives that could result in our

stockholders losing some or all of their investment in us.

The emergence of widespread health emergencies or pandemics such as coronavirus ("COVID-19"),

may lead to continued regional quarantines, business shutdowns, labor shortages, disruptions to supply chains, and overall economic

instability, including the duration and spread of the outbreak and restrictions and the impact of COVID-19 on the financial markets

and the overall economy, all of which are highly uncertain and cannot be predicted.

If the financial markets and/or the overall

economy are impacted for an extended period, the Company’s ability to raise funds may be materially adversely affected.

These circumstances raise substantial doubt

on our ability to continue as a going concern.

These financial statements do not include any adjustments relating to the recoverability

and classification of recorded asset amounts or amounts and classification of liabilities that might result from this uncertainty.

Off-Balance Sheet Arrangements

The Company has no off-balance sheet arrangements

that have or are reasonably likely to have a current or future effect or change on the Company’s financial condition, revenues

or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

“off-balance sheet arrangement”

generally means any transaction, agreement or other contractual arrangement to which

an entity unconsolidated with the Company is a party, under which the Company has (i) any obligation arising under a guarantee

contract, derivative instrument or variable interest;

or (ii) a retained or contingent interest in assets transferred to such entity

or similar arrangement that serves as credit, liquidity or market risk support for such assets.

Critical Accounting Policies and Estimates

Accounting for Stock-based Compensation

The Company follows the provision of ASC 718-

Stock Compensation, which requires the measurement of compensation expense for all shared –

based payment awards made to

employees and non-employee director, including employee stock options.

Share-based compensation expense is based on the grant date

fair value estimated in accordance with the provisions of ASC 718 and is generally recognized as an expense over the requisite

service period, net of forfeitures.

Goodwill represents costs in excess of fair

values assigned to the underlying net assets of acquired businesses.

We test goodwill annually, or when a triggering event occurs

between annual impairment tests, to determine if impairment exists and if the use of indefinite life is currently applicable.

Company did not recognize any goodwill impairments for the years ended June 30, 2020 and, 2019, respectively.

Impairment of Long-Lived Assets

Long-lived assets are reviewed for impairment

whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

Recoverability

of assets to be held and used is measured by a comparison of the carrying amount of the assets to the future undiscounted net cash

flows expected to be generated by the asset.

If such assets are considered to be impaired, the impairment to be recognized is measured

by the amount by which the carrying amount of the assets exceeds the fair value of the assets and would be charged to earnings.

Recent accounting pronouncements

The Company considers the applicability

and impact of all Accounting Standard Updates (“ASU’s”).

ASU’s not discussed below were assessed and determined

to be either not applicable or expected to have minimal impact on our balance sheets or statement of operations.

In June 2018, the FASB issued ASU 2018-07,

“Compensation –

Stock Compensation (Topic 718):

Improvements to Non-employee Share-Based Accounting”.

This guidance

aligns the accounting for share-based payment transactions with non-employees to accounting for share-based payment transactions

with employees.

Companies are required to record a cumulative-effect adjustment (net of tax) to retained earnings as of the beginning

of the fiscal year of the adoption.

Upon transition, non-employee awards are required to be measured at fair value as of the adoption

This standard will be effective for fiscal years beginning December 15, 2018, including interim periods within those fiscal

Early adoption is permitted.

The Company’s adoption of this ASU as of July 1, 2019 had no impact on the financial statements.

In August 2018, the FASB issued ASU 2018-13,

“Fair value measurement (Topic 820):

Disclosure Framework –

Changes to the Disclosure Requirements for Fair Value Measurement”.

The new guidance modifies the disclosure requirements on fair value measurements.

ASU 2018-13 is effective for fiscal years beginning

after December 15, 2019.

Early adoption is permitted.

The Company does not expect ASU 2018-13 to have a significant impact to it’s

financial statements and related disclosures.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

FINANCIAL STATEMENTS

Our financial information required to be filed hereunder are indexed

under Item 15 of this report and are incorporated herein by reference.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES

Not required.

As described in Note 1 in the accompany financial statements, on June 10, 2021, the Company purchased biopharmaceutical

assets from NeurMedix and issued 8,361,308 shares of the Companys common stock, valued at $14.87 per share at the closing price

on June 10, 2021 and was required to make cash payments totaling approximately $6.3 million.

These expenditures had a significant impact

on the Companys cash position.

On August 11, 2021 the Company closed a capital raise issuing 2.5 million shares of common stock

at $8.00 per share and increased cash by the net proceeds of approximately $17.8 million.

Although the increase in the cash balance could

possibly sustain operations over the next 12 months if measures are taken to delay planned expenditures in our research protocols and

slow the progress in the Companys clinical programs, the Companys current planned operations to meet certain goals and

objectives, could result in the use of all available cash resources prior to that time based on current projections.

future viability of the Company is largely dependent upon its ability to raise additional capital to finance its operations.

assure you that our drug candidate will be developed, work, or receive regulatory approval;

that we will ever earn revenues sufficient

to support our operations or that we will ever be profitable.

Furthermore, since we have no committed source of sufficient financing,

we cannot assure that we will be able to raise money as and when we need it to continue our operations.

If we cannot raise funds as and

when we need them, we may be required to severely curtail, or even to cease, our operations.

management continues to pursue these plans, there is no assurance that the Company will be successful in obtaining sufficient

financing on terms acceptable to the Company, if at all, to fund continuing operations.

Management intends to attempt to secure

additional required funding primarily through additional equity or debt financings.

We may also seek to secure required

funding through sales or out-licensing of intellectual property assets, seeking partnerships with other pharmaceutical companies or

third parties to co-develop and fund research and development efforts, or similar transactions.

However, there can be no

assurance that we will be able to obtain required funding.

If we are unsuccessful in securing funding from any of these

sources, we will defer, reduce or eliminate certain planned expenditures in our research protocols.

If we do not have

sufficient funds to continue operations, we could be required to seek bankruptcy protection or other alternatives that could result

in our stockholders losing some or all of their investment in us.

emergence of widespread health emergencies or pandemics such as coronavirus (COVID-19) and its variants, may lead to continued

regional quarantines, business shutdowns, labor shortages, disruptions to supply chains, and overall economic instability, including

the duration and spread of the outbreak and restrictions and the impact of COVID-19 and its variants on the financial markets and the

overall economy, all of which are highly uncertain and cannot be predicted.

If the financial markets and/or the overall economy are impacted

for an extended period, the Companys ability to raise funds may be materially adversely affected.

circumstances raise substantial doubt on our ability to continue as a going concern.

These financial statements do not include any adjustments

relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might result

from this uncertainty.

Sheet Arrangements

Company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect or change on the

Companys financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources

that are material to investors.

The term off-balance sheet arrangement generally means any transaction, agreement or other

contractual arrangement to which an entity unconsolidated with the Company is a party, under which the Company has (i) any obligation

arising under a guarantee contract, derivative instrument or variable interest;

or (ii) a retained or contingent interest in assets transferred

to such entity or similar arrangement that serves as credit, liquidity or market risk support for such assets.

Accounting Policies and Estimates

for Stock-based Compensation

Company follows the provision of ASC 718- Stock Compensation, which requires the measurement of compensation expense for all shared –

based payment awards made to employees and non-employee director, including employee stock options.

Share-based compensation expense

is based on the grant date fair value estimated in accordance with the provisions of ASC 718 and is generally recognized as an expense

over the requisite service period, net of forfeitures.

of Long-Lived Assets

assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not

be recoverable.

Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the assets to the

future undiscounted net cash flows expected to be generated by the asset.

If such assets are considered to be impaired, the impairment

to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets and would

be charged to earnings.

Accounting for Transactions with Related Party

accounting for transactions with related party, entities under common control, are recorded at the historical carrying cost with no step

up in basis to the fair market value of the asset or liability are recognized.

AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

financial information required to be filed hereunder are indexed under Item 15 of this report and are incorporated herein by reference.

IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity