10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended March 31, 2023

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                                to

Commission File No. 001-38247

AYTU BIOPHARMA, INC.

(www.aytubio.com)

Delaware	47-0883144
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

373 Inverness Parkway, Suite 206

Englewood, Colorado 80112

(Address of principal executive offices, including zip code)

(720) 437-6580

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.0001 per share	AYTU	The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of May 8, 2023, there were 3,780,179 shares of the registrant’s common stock outstanding.

AYTU BIOPHARMA, INC. FOR THE QUARTER ENDED MARCH 31, 2023

INDEX

PART I—FINANCIAL INFORMATION

	Page
Item 1. Consolidated Financial Statements
Condensed Consolidated Balance Sheets as of March 31, 2023 and June 30, 2022	4
Condensed Consolidated Statements of Operations for the three and nine months ended March 31, 2023 and 2022	5
Condensed Consolidated Statement of Stockholders’ Equity for the three and nine months ended March 31, 2023 and 2022	6
Condensed Consolidated Statements of Cash Flows for the nine months ended March 31, 2023 and 2022	8
Notes to Condensed Consolidated Financial Statements	10
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	37
Item 3. Quantitative and Qualitative Disclosures About Market Risk	44
Item 4. Controls and Procedures	44
PART II—OTHER INFORMATION
Item 1. Legal Proceedings	46
Item 1A. Risk Factors	47
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	47
Item 3. Defaults Upon Senior Securities	47
Item 4. Mine Safety Disclosures	47
Item 5. Other Information	47
Item 6. Exhibits	48
SIGNATURES	49

2

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, or the Exchange Act. All statements other than statements of historical facts contained in this Quarterly Report, including statements regarding our anticipated future clinical and regulatory events, future financial position, business strategy and plans and objectives of management for future operations, are forward-looking statements. Forward looking statements are generally written in the future tense and/or are preceded by words such as “may,” “will,” “should,” “forecast,” “could,” “expect,” “suggest,” “believe,” “estimate,” “continue,” “anticipate,” “intend,” “plan,” or similar words, or the negatives of such terms or other variations on such terms or comparable terminology. Such forward-looking statements include, without limitation: our anticipated future cash position; the planned expanded commercialization of our products and the potential future commercialization of our product candidates; our planned product candidate development strategy and research and development expenses; our anticipated future growth rates; anticipated sales increases; anticipated net revenue increases; amounts of certain future expenses and costs of goods sold; our plans to acquire additional assets, anticipated increases to operating expenses, and selling, general, and administrative expenses; and future events under our current and potential future collaborations.

These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including without limitation the risks described in “Risk Factors” in Part II Item 1A of our most recent Annual Report on Form 10-K, and in the reports we file with the Securities and Exchange Commission. These risks are not exhaustive. Moreover, we operate in a very competitive and rapidly changing environment. New risk factors emerge from time to time, and it is not possible for our management to predict all risk factors, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Forward-looking statements should not be relied upon as predictions of future events. We can provide no assurance that the events and circumstances reflected in the forward-looking statements will be achieved or occur, and actual results could differ materially from those projected in the forward-looking statements. We assume no obligation to update or supplement forward-looking statements, except as may be required under applicable law.

This Quarterly Report on Form 10-Q refers to trademarks, such as Adzenys, Aytu BioPharma, Cotempla, FlutiCare, Innovus Pharma, Neos Therapeutics, Poly-Vi-Flor, Tri-Vi-Flor, and ZolpiMist which are protected under applicable intellectual property laws and are our property or the property of our subsidiaries. This Form 10-Q also contains trademarks, service marks, copyrights and trade names of other companies which are the property of their respective owners. Solely for convenience, our trademarks and tradenames referred to in this Form 10-Q may appear without the ® or ™ symbols, but such references are not intended to indicate in any way that we will not assert, to the fullest extent under applicable law, our rights to these trademarks and tradenames.

3

AYTU BIOPHARMA, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except shares and per-share amounts)

(Unaudited)

	March 31,		June 30,
	2023		2022
Assets
Current assets
Cash and cash equivalents	$	19,179	$	19,360
Accounts receivable, net		34,043		21,712
Inventories		13,637		10,849
Prepaid expenses		10,429		7,375
Other current assets		1,177		633
Total current assets		78,465		59,929
Property and equipment, net		2,028		3,025
Operating lease right-of-use asset		2,367		3,271
Intangible assets, net		63,464		70,632
Other non-current assets		892		766
Total non-current assets		68,751		77,694
Total assets	$	147,216	$	137,623
Liabilities
Current liabilities
Accounts payable and other	$	14,673	$	10,987
Accrued liabilities		49,585		44,187
Short-term line of credit		10,403		3,813
Current portion of debt		3,305		96
Other current liabilities		7,450		5,359
Total current liabilities		85,416		64,442
Debt, net of current portion		11,386		14,279
Derivative warrant liabilities		1,582		1,796
Other non-current liabilities		7,920		12,798
Total liabilities		106,304		93,315
Commitments and contingencies (Note 13)
Stockholders’ equity
Preferred Stock, par value $.0001; 50,000,000 shares authorized; no shares issued or outstanding as of March 31, 2023 and June 30, 2022		—		—
Common Stock, par value $.0001; 200,000,000 shares authorized; shares issued and outstanding 3,779,513 and 1,928,941, respectively, as of March 31, 2023 and June 30, 2022		—		—
Additional paid-in capital		342,584		331,386
Accumulated deficit		(301,672)		(287,078)
Total stockholders’ equity		40,912		44,308
Total liabilities and stockholders’ equity	$	147,216	$	137,623

See the accompanying Notes to the Condensed Consolidated Financial Statements

4

AYTU BIOPHARMA, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except shares and per-share amounts)

(Unaudited)

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2023		2022		2023		2022
Product revenue, net	$	22,733	$	24,199	$	76,667	$	69,221
Cost of sales		9,990		11,513		28,599		31,780
Gross profit		12,743		12,686		48,068		37,441
Operating expenses
Research and development		856		3,282		3,630		9,409
Selling and marketing		12,804		9,743		33,466		28,700
General and administrative		7,177		7,616		22,517		23,785
Impairment expense		—		45,196		2,600		64,649
Gain from contingent consideration		(734)		(1,234)		(504)		(682)
Amortization of intangible assets		1,198		1,504		3,593		4,546
Total operating expenses		21,301		66,107		65,302		130,407
Loss from operations		(8,558)		(53,421)		(17,234)		(92,966)
Other income (expense)
Other (expense) income, net		(1,215)		(32)		(3,527)		4
Gain on extinguishment of debt		—		169		—		169
Gain (loss) on derivative warrant liabilities		2,573		(7)		6,167		(7)
Total other income (expense)		1,358		130		2,640		166
Loss before income tax		(7,200)		(53,291)		(14,594)		(92,800)
Income tax benefit		—		—		—		(110)
Net loss	$	(7,200)	$	(53,291)	$	(14,594)	$	(92,690)
Weighted average number of common shares outstanding		3,726,779		1,484,492		3,099,130		1,360,585
Basic and diluted net loss per common share	$	(1.93)	$	(35.90)	$	(4.71)	$	(68.13)

See the accompanying Notes to the Condensed Consolidated Financial Statements.

5

AYTU BIOPHARMA, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

(In thousands, except shares)

(Unaudited)

							Additional				Total
	Preferred Stock			Common Stock			Paid-in		Accumulated		Stockholders’
	Shares	Amount		Shares	Amount		Capital		Deficit		Equity (Deficit)
Balance, July 1, 2022	—	$	—	1,928,941	$	—	$	331,386	$	(287,078)	$	44,308
Stock-based compensation	—		—	(1,666)		—		1,177		—		1,177
Issuance of common stock, net of issuance cost	—		—	1,194,196		—		3,564		—		3,564
Net loss	—		—	—		—		—		(701)		(701)
Balance, September 30, 2022	—	$	—	3,121,471	$	—	$	336,127	$	(287,779)	$	48,348
Stock-based compensation	—		—	(19,228)		—		3,067		—		3,067
Issuance of common stock, net of issuance cost	—		—	280,902		—		1,095		—		1,095
Net loss	—		—	—		—		—		(6,693)		(6,693)
Balance, December 31, 2022	—	$	—	3,383,145	$	—	$	340,289	$	(294,472)	$	45,817
Stock-based compensation	—		—	8,747		—		902		—		902
Issuance of common stock, net of issuance cost	—		—	387,621		—		1,393		—		1,393
Net loss	—		—	—		—		—		(7,200)		(7,200)
Balance, March 31, 2023	—	$	—	3,779,513	$	—	$	342,584	$	(301,672)	$	40,912

							Additional				Total
	Preferred Stock			Common Stock			Paid-in		Accumulated		Stockholders’
	Shares	Amount		Shares	Amount		Capital		Deficit		Equity (Deficit)
Balance, July 1, 2021	—	$	—	1,374,520	$	—	$	315,867	$	(178,299)	$	137,568
Stock-based compensation	—		—	11,000		—		1,519		—		1,519
Issuance of common stock, net of issuance cost	—		—	3,075		—		270		—		270
Tax withholding for stock-based compensation	—		—	—		—		(6)		—		(6)
Net loss	—		—	—		—		—		(27,851)		(27,851)
Balance, September 30, 2021	—	$	—	1,388,595	$	—	$	317,650	$	(206,150)	$	111,500
Stock-based compensation	—		—	3,848		—		1,229		—		1,229
Issuance of common stock, net of issuance cost	—		—	108,079		—		4,355		—		4,355
Net loss	—		—	—		—		—		(11,548)		(11,548)
Balance, December 31, 2021	—	$	—	1,500,522	$	—	$	323,234	$	(217,698)	$	105,536
Stock-based compensation	—		—	5,388		—		1,270		—		1,270
Issuance of common stock, net of issuance cost	—		—	161,885		—		3,856		—		3,856
Tax withholding for stock-based compensation	—		—	—		—		(2)		—		(2)
Warrants issued with debt refinance	—		—	—		—		379		—		379
Net loss	—		—	—		—		—		(53,291)		(53,291)
Balance, March 31, 2022	—	$	—	1,667,795	$	—	$	328,737	$	(270,989)	$	57,748

See the accompanying Notes to the Condensed Consolidated Financial Statements

6

7

AYTU BIOPHARMA, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

	Nine Months Ended
	March 31,
	2023		2022
Operating Activities
Net loss	$	(14,594)	$	(92,690)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation, amortization and accretion		6,699		7,926
Impairment expense		2,600		64,649
Stock-based compensation expense		5,146		4,018
(Gain) loss on derivative warrant liabilities		(6,167)		7
Gain from contingent consideration		(504)		(682)
Amortization of senior debt (premium) discount		413		(268)
Gain on sale of equipment		(42)		(44)
Gain on debt extinguishment		—		(193)
Inventory write-down		199		352
Other noncash adjustments		13		(152)
Changes in operating assets and liabilities:
Accounts receivable		(12,335)		647
Inventories		(2,987)		91
Prepaid expenses and other current assets		(3,603)		1,406
Accounts payable and other		3,720		(8,099)
Accrued liabilities		7,031		1,252
Other operating assets and liabilities, net		(83)		52
Net cash used in operating activities		(14,494)		(21,728)
Investing Activities
Contingent consideration payment		—		(3,138)
Other investing activities		38		(69)
Net cash provided by (used in) investing activities		38		(3,207)
Financing Activities
Proceeds from issuance of stock and warrants		13,012		12,700
Payment of stock issuance costs		(1,045)		(782)
Payment made to fixed payment arrangement		(4,117)		(3,277)
Net proceeds received (payments made on) short-term line of credit		6,590		(4,549)
Payments made to borrowings		(73)		(16,075)
Proceeds from borrowings		—		15,000
Payment for debt issuance costs		(92)		(363)
Other financing activities		—		(7)
Net cash provided by financing activities		14,275		2,647
Net change in cash, cash equivalents and restricted cash		(181)		(22,288)
Cash, cash equivalents and restricted cash at beginning of period		19,360		49,901
Cash and cash equivalents at end of period	$	19,179	$	27,613

8

	Nine Months Ended
	March 31,
	2023		2022
Supplemental cash flow data
Cash paid for interest	$	2,861	$	3,080
Non-cash investing and financing activities:
Other noncash investing and financing activities	$	—	$	473

See the accompanying Notes to the Condensed Consolidated Financial Statements.

9

AYTU BIOPHARMA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. Nature of Business, Financial Condition, Basis of Presentation

Aytu BioPharma, Inc. (“Aytu”, the “Company” or “we”), is a pharmaceutical company focused on commercializing novel therapeutics and consumer health products. The Company operates through two business segments (i) the Rx segment, consisting of prescription pharmaceutical products and (ii) the Consumer Health segment, which consists of various consumer healthcare products (the “Consumer Health Portfolio”). The Company was originally incorporated as Rosewind Corporation on August 9, 2002 in the State of Colorado and was re-incorporated as Aytu BioScience, Inc in the state of Delaware on June 8, 2015. Following the acquisition of Neos Therapeutics, Inc. (“Neos”) in March 2021, (the “Neos Acquisition”) the Company changed its name to Aytu BioPharma, Inc.

On January 6, 2023, the Company effected a reverse stock split in which each common stockholder received one share of common stock for every twenty shares held (“Reverse Stock Split”). All share and per share amounts in this quarterly report have been adjusted to reflect the effect of the Reverse Stock Split.

The Rx segment primarily consists of two product portfolios: Adzenys XR-ODT (amphetamine) extended-release orally disintegrating tablets and Cotempla XR-ODT (methylphenidate) extended-release orally disintegrating tablets for the treatment of attention deficit hyperactivity disorder (“ADHD”) together the “ADHD Portfolio”, and the “Pediatric Portfolio” consisting of Poly-Vi-Flor and Tri-Vi-Flor, two complementary prescription fluoride-based supplement product lines containing combinations of fluoride and vitamins in various formulations for infants and children with fluoride deficiency, and Karbinal ER, an extended-release antihistamine suspension containing carbinoxamine indicated to treat numerous allergic conditions.

The Consumer Health Portfolio consists of over twenty consumer health products competing in large healthcare categories, including allergy, hair regrowth, diabetes support, digestive health, sexual and urological health and general wellness, commercialized through direct mail and e-commerce marketing channels.

The Company’s strategy is to continue building its portfolio of revenue-generating products, leveraging its commercial team’s expertise to build leading brands within large therapeutic and consumer health markets. As a result of focusing on building the portfolio of revenue-generating products, the Company has indefinitely suspended active development of its clinical development programs including AR101 (enzastaurin), Healight, and NT0502 (N-desethyloxybutynin).

As of March 31, 2023, the Company had approximately $19.2 million of cash and cash equivalents and approximately $34.0 million in accounts receivable. The Company’s operations have historically consumed cash and are expected to continue to consume cash. The Company incurred a net loss of $7.2 million and $14.6 million during the three and nine months ended March 31, 2023, respectively. The Company had an accumulated deficit of $301.7 million as of March 31, 2023. Cash used in operations was $14.5 million during the nine months ended March 31, 2023.

During the nine months ended March 31, 2023, the Company issued 699,929 shares of common stock under the “At-The-Market” (“ATM”) (see Note — 14 Capital Structure) for total gross proceeds of approximately $3.0 million before deducting commissions of 3% and other offering expenses including legal and audit fees. The Company intends to use the net proceeds from the Offering and from the ATM for growth of the Company’s commercial business, and for working capital and general corporate purposes.

As of March 31, 2023, the Company did not have sufficient working capital to cover its cash needs to fund planned operations for the twelve months following the filing date of this Quarterly Report on Form 10-Q, which raises substantial doubt about the Company’s ability to continue as a going concern. The condensed consolidated financial statements do not include adjustments that might be necessary if the Company is unable to continue as a going concern.

10

Management plans to continue to mitigate the conditions that raise substantial doubt about its ability to continue as a going concern, primarily by focusing on increasing revenue, reducing expenses associated with research and development, and raising additional capital through public or private equity, debt offerings, or monetizing assets in order to meet its obligations. Management believes that the Company has access to capital resources, however, the Company cannot provide any assurance that it will be able to raise additional capital, monetize assets or obtain new financing on commercially acceptable terms. If the Company is unable to secure additional capital, it may be required to curtail its operations or delay the execution of its business plan. Alternatively, any efforts by the Company to reduce its expenses may adversely impact its ability to sustain revenue-generating activities and continue the suspension of its developmental programs or otherwise operate its business. As a result, there can be no assurance that the Company will be successful in implementing its plans to alleviate this substantial doubt about its ability to continue as a going concern.

Basis of Presentation. The unaudited condensed consolidated financial statements contained in this Quarterly Report on Form 10-Q represent the financial statements of the Company and its wholly owned subsidiaries. The unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended June 30, 2022, which included all disclosures required by generally accepted accounting principles in the United States (“U.S. GAAP”). In the opinion of management, these unaudited condensed consolidated financial statements contain all adjustments necessary to present fairly the financial position of the Company and the results of operations and cash flows for the interim periods presented. The results of operations for the periods ended March 31, 2023 are not necessarily indicative of expected operating results for the full year or any future year.

Also see Note 2 – Previously Reported Financial Statements relating to the immaterial correction of an error in the condensed consolidated financial statements for as of June 30, 2022, and for the three and nine months ended March 31, 2022.

Prior Period Reclassification. Certain prior year amounts in the condensed consolidated statements of operations and statements of cash flows have been reclassified to conform to the current year presentation, including a reclassification made in the presentation of amortization of intellectual property, and a reclassification of fair value adjustment from contingent consideration. Amortization of intellectual property was previously included in research and development expenses and is currently recorded in amortization of intangible assets expenses on the condensed consolidated statements of operations. Gain or loss from the fair value of contingent consideration was previously included in Other expense, net, and is currently recorded in operating expenses on the condensed consolidated statements of operations. These reclassifications did not impact operating results or cash flows for the nine months ended March 31, 2023 and 2022 or its financial position as of March 31, 2023 or June 30, 2022.

11

2. Significant Accounting Policies

Use of Estimates

Management uses estimates and assumptions relating to reporting amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. In the accompanying condensed consolidated financial statements, estimates are used for, but not limited to, stock-based compensation, revenue recognition, allowance for doubtful accounts, determination of variable consideration for accruals of chargebacks, administrative fees and rebates, government rebates, returns and other allowances, write-downs for inventory obsolescence, valuation of financial instruments and intangible assets, accruals for contingent liabilities, fair value of long-lived assets, the value of goodwill, income tax provision, deferred taxes and valuation allowance, determination of right-of-use assets and lease liabilities, purchase price allocations, the depreciable lives of long-lived assets, classification of warrants equity versus liability, and the valuation of derivative warrant liability. Because of the uncertainties inherent in such estimates, actual results may differ from those estimates. Management periodically evaluates estimates used in the preparation of the financial statements for reasonableness.

Previously Reported Financial Statements

The classification of certain of the Company’s warrants was previously recorded as equity. These warrants according to Generally Accepted Accounting Principles in the United States (“GAAP”) should have been classified as derivative warrant liabilities at fair value and marked to market at each reporting period, with changes in fair value recorded in earnings. The affected filing periods include the quarterly unaudited financial statements as of March 31, 2022 and the audited financial statements as of June 30, 2022.

SEC Staff Accounting Bulletin No. 99, “Materiality,” and the Financial Accounting Standards Board (“FASB”), Statement of Financial Accounting Concepts No. 2 “Qualitative Characteristics of Accounting Information” indicate that quantifying and aggregating adjustments is only the beginning of an analysis of materiality and that both quantitative and qualitative factors must be considered in determining whether individual adjustments are material. The Company evaluated the adjustments and determined that the impact was not material to the condensed consolidated financial statements for the quarter ended March 31, 2022 and to the condensed consolidated balance sheet as of June 30, 2022. As a result, adjustments for the immaterial adjustments were applied to these periods for comparative purposes. The adjustments did not change the Company’s reported total assets, cash and cash equivalents, operating expenses, operating losses or cash flows from operations.

The condensed consolidated financial statements as of and for the three and nine months ended March 31, 2022 have been adjusted as shown in the following tables.

12

	Three Months Ended
	March 31, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Statement of Operation data
Gain on derivative warrant liabilities	$	211	$	(218)	$	(7)
Total other (expense) income (1)	$	348	$	(218)	$	130
Loss before income tax	$	(53,073)	$	(218)	$	(53,291)
Net loss	$	(53,073)	$	(218)	$	(53,291)
Basic and diluted net loss per common share	$	(35.80)	$	(0.10)	$	(35.90)
Statement of Stockholders' Equity data
Issuance of common stock, net of issuance cost	$	7,034	$	(3,178)	$	3,856
Net loss by segment
Rx Segment	$	(52,311)	$	(218)	$	(52,529)
Consumer Health Segment		(762)		—		(762)
Consolidated net loss	$	(53,073)	$	(218)	$	(53,291)

(1)  Includes reclassification of gain or loss from fair value of contingent consideration. See Prior Period Reclassification in Note 1 – Nature of Business, Financial Condition, Basis of Presentation.

	Nine Months Ended
	March 31, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Statement of Operation data
Gain on derivative warrant liabilities	$	211	$	(218)	$	(7)
Total other (expense) income (1)	$	384	$	(218)	$	166
Loss before income tax	$	(92,582)	$	(218)	$	(92,800)
Net loss	$	(92,472)	$	(218)	$	(92,690)
Basic and diluted net loss per common share	$	(68.00)	$	(0.13)	$	(68.13)
Statement of Cash Flow data
Net loss	$	(92,472)	$	(218)	$	(92,690)
Gain on derivative warrant liabilities	$	(211)	$	218	$	7
Net loss by segment
Rx Segment	$	(88,359)	$	(218)	$	(88,577)
Consumer Health Segment		(4,113)		—		(4,113)
Consolidated net loss	$	(92,472)	$	(218)	$	(92,690)

(1)  Includes reclassification of gain or loss from fair value of contingent consideration. See Prior Period Reclassification in Note 1 – Nature of Business, Financial Condition, Basis of Presentation.

13

	As of March 31, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Statement of Stockholders' Equity data
Additional paid-in capital	$	331,915	$	(3,178)	$	328,737
Accumulated deficit		(270,771)		(218)		(270,989)
Total stockholders’ equity	$	61,144	$	(3,396)	$	57,748

The consolidated balance sheet and the consolidated statement of stockholders’ equity as of June 30, 2022 have been adjusted as shown in the table below.

	As of June 30, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Derivative warrant liabilities	$	—	$	1,796	$	1,796
Total liabilities	$	91,531	$	1,784	$	93,315
Additional paid-in capital	$	334,560	$	(3,174)	$	331,386
Accumulated deficit	$	(288,472)	$	1,394	$	(287,078)
Total stockholders’ equity	$	46,092	$	(1,784)	$	44,308

Warrants

The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in FASB Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own common shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. Liability and equity classified warrants are valued using a Black-Scholes option model or Monte Carlo simulation model at issuance and for each reporting period when applicable.

Income Taxes

The Company calculates its quarterly income tax provision based on estimated annual effective tax rates applied to ordinary income (or loss) and other known items computed and recognized when they occur. There have been no changes in tax law affecting the tax provision during the three and nine months ended March 31, 2023.

An ownership change (generally a 50% change in equity ownership over a three-year period) could limit the Company’s ability to offset, post-change, U.S. federal taxable income. Section 382 of the Internal Revenue Code imposes an annual limitation on the amount of post-ownership change taxable income a corporation may offset with pre-ownership change net operating loss carryforwards and certain recognized built-in losses. The Company believes that previous acquisitions, financing transactions, and equity ownership changes in the past five years may have caused a limitation on its ability to use the pre-acquisition net operating loss carryovers. The ownership change scenario could result in increased future tax liability. The Company is in the process of analyzing the impact of any possible ownership change result of which may be a change to the Company’s net deferred tax asset or liability position.

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Impairment of Other Intangibles Assets 

Acquired in-process research and development (“IPR&D) is an intangible asset classified as an indefinite-lived asset until the completion or abandonment of the associated research and development (“R&D”) effort. In periods after the acquisition of IPR&D, the Company may (1) continue internal R&D efforts associated with the acquired assets or collaborate with another party in R&D efforts; (2) dispose of the assets through a sale; (3) out-license the assets; (4) temporarily postpone further development; or (5) abandon R&D efforts. IPR&D may be subject to different subsequent accounting treatment depending on the course of action chosen by the Company with respect to the asset. If the Company changes strategies related to the IPR&D the asset could potentially be impaired (see Note —7 Goodwill and Other Intangible Assets).

Recent Adopted Accounting Pronouncements

Reference Rate Reform. In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): “Facilitation of the Effects of Reference Rate Reform on Financial Reporting”, which provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued if contract modifications are made on or before December 31, 2022. The Company adopted the guidance effective July 1, 2022 for the accounting of its LIBOR indexed revolving loans by prospectively applying the interest rate. The Company elected not to reassess the discount rate of its leases. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial position and results of operations.

Earnings Per Share. In May 2021, the FASB issued ASU 2021-04, “Earnings Per Share (Topic 260), Debt – Modifications and Extinguishments (Subtopic 470-50), Compensation – Stock Compensation (Topic 718), and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options”. The amendments in ASU 2021-04 provide guidance to clarify and reduce diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. ASU 2021-04 is effective for all entities for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years, with early adoption permitted. The adoption of ASU 2021-04 and related updates did not have a material impact on its condensed consolidated financial statements.

Recent Accounting Pronouncements Not Yet Adopted

Debt—Debt with Conversion and Other Options. In June 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging— Contracts in Entity’s Own Equity (Subtopic 815-40)— “Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity”, which simplifies the accounting for convertible instruments by removing major separation models currently required. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The amendments in this update are effective for public entities that are smaller reporting companies, as defined by the Securities and Exchange Commission (”SEC”), for the fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted through a modified retrospective or full retrospective method. The Company will adopt the guidance on July 1, 2024 and does not expect the adoption of the standard to have a material impact on the Company’s condensed consolidated financial position or results of operations.

Financial Instruments – Credit Losses. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses” requiring the measurement of expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable forecasts. The main objective of ASU 2016-13 is to provide additional information about the expected credit losses on financial instruments and other commitments to extend credit. The standard was effective for interim and annual reporting periods beginning after December 15, 2019. However, in October 2019, the FASB approved deferral of the adoption date for smaller reporting companies for fiscal periods beginning after December 15, 2022. The Company will adopt ASU 2016-13 for the fiscal year ended June 30, 2024. The Company is evaluating the impact of adoption of this standard and does not

15

anticipate the application of ASU 2016-13 will have a material impact on the Company’s condensed consolidated financial position or results of operations.

For a complete set of the Company’s significant accounting policies, refer to our Annual Report on Form 10-K for the fiscal year ended June 30, 2022. There have been no significant changes to the Company’s significant accounting policies during the nine months ended March 31, 2023.

3. Revenues from Contracts with Customers

Net product sales in the BioPharma Rx Segment (which includes the ADHD Portfolio and the Pediatric Portfolio) consist of sales of prescription pharmaceutical products, principally to a limited number of wholesale distributors and pharmacies in the United States. Rx product revenue is recognized at the point in time that control of the product transfers to the customer which typically aligns with shipping terms (i.e., upon delivery), which is generally “free-on-board” destination when shipped domestically within the United States and “free-on-board” shipping point when shipped internationally consistent with the contractual terms.

The Company generates Consumer Health Segment revenue (consisting of the Consumer Health Portfolio) from sales of various consumer health products through e-commerce platforms and direct-to-consumer marketing channels. Revenue is generally recognized “free-on-board” shipping point, as those are the agreed-upon contractual terms and align with the transfer of control. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction that are collected by the Company from customers are excluded from revenue. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfillment cost and are included in cost of sales.

Savings offers, rebates and wholesaler chargebacks. Reflect the terms of underlying agreements, which may vary. Accordingly, actual amounts will depend on the mix of sales by product and contracting entity. Future returns may not follow historical trends. The Company’s periodic adjustments of its estimates are subject to timed delays between the initial product sale and ultimate reporting and settlement of deductions. The Company continually monitors these provisions and does not believe variances between actual and estimated amounts have or will be material.

Revenues by Segment. Net revenue disaggregated by segment for the three and nine months ended March 31, 2023 and 2022 were as follows:

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2023		2022		2023		2022
	(In thousands)
Rx Segment	$	13,805	$	13,862	$	50,486	$	42,388
Consumer Health Segment		8,928		10,337		26,181		26,833
Consolidated revenue	$	22,733	$	24,199	$	76,667	$	69,221

Revenues by Geographic location. The Company’s revenues are predominately within the United States, with minimal sales in Canada.

4. Inventories

Inventories consist of raw materials, work in process and finished goods and are recorded at the lower of cost or net realizable value, with cost determined on a first-in, first-out basis. The Company periodically reviews the composition of its inventories to identify obsolete, slow-moving or otherwise unsaleable items. In the event that such items are identified and there are no alternate uses for the inventory, the Company will record a charge to reduce the value of the inventory to net realizable value in the period first recognized. The Company incurred $0.1 million and $2.0 million for the three months ended March 31, 2023 and 2022, respectively; and $0.2 million and $2.4 million for the nine months ended March 31, 2023 and 2022, respectively.

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Inventory balances consist of the following:

		March 31,		June 30,
		2023		2022
	(In thousands)
Raw materials		$	2,223	$	1,814
Work in process			2,817		1,838
Finished goods			8,597		7,197
Inventory		$	13,637	$	10,849

5. Property and Equipment

Properties and equipment are recorded at cost and depreciated on a straight-line basis over the assets’ estimated economic life. Leasehold improvements are amortized over the shorter of the estimated economic life or remaining lease term.

Property and equipment consist of the following:

	March 31,		June 30,
	2023		2022
	(In thousands)
Manufacturing equipment	$	2,449	$	2,487
Leasehold improvements		1,003		999
Office equipment, furniture and other		1,128		1,128
Lab equipment		832		832
Property and equipment, gross		5,412		5,446
Less accumulated depreciation and amortization		(3,384)		(2,421)
Property and equipment, net	$	2,028	$	3,025

Depreciation and amortization expense was $0.3 million and $0.5 million for the three months ended March 31, 2023 and 2022, respectively; and $1.0 million and $1.3 million for the nine months ended March 31, 2023 and 2022, respectively.

6. Leases

The Company has entered into various operating lease agreements for certain of its offices, manufacturing facilities and equipment, and finance lease agreements for certain equipment. These leases have original lease periods expiring between fiscal years 2023 and 2027. Most leases include one or more options to renew, and the exercise of a lease renewal option typically occurs at the discretion of both parties. Certain leases also include options to purchase the leased property. The Company’s lease agreements generally do not contain any material residual value guarantees or material restrictive covenants.

The components of lease expenses are as follows:

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2023		2022		2023		2022		Statement of Operations Classification
	(In thousands)
Lease cost:
Operating lease cost	$	360	$	316	$	1,076	$	942	Operating expenses
Short-term lease cost		27		65		71		130	Operating expenses
Finance lease cost:
Amortization of leased assets		14		18		51		55	Cost of sales
Interest on lease liabilities		2		3		7		11	Other (expense), net
Total net lease cost	$	403	$	402	$	1,205	$	1,138

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Supplemental balance sheet information related to leases is as follows:

	March 31,		June 30,		Balance Sheet Classification
	2023		2022
	(In thousands)
Assets:
Operating lease assets	$	2,367	$	3,271	Operating lease right-of-use asset
Finance lease assets		174		256	Property and equipment, net
Total leased assets	$	2,541	$	3,527
Liabilities:
Current:
Operating leases	$	1,252	$	1,227	Other current liabilities
Finance leases		91		96	Current portion of debt
Non-current
Operating leases		1,154		2,090	Other non-current liabilities
Finance leases		15		84	Debt, net of current portion
Total lease liabilities	$	2,512	$	3,497

Remaining lease term and discount rate used are as follows:

	March 31,			June 30,
	2023			2022
Weighted-Average Remaining Lease Term (years)
Operating lease assets		1.94			2.63
Finance lease assets		1.12			1.73
Weighted-Average Discount Rate
Operating lease assets		7.68	%		7.48	%
Finance lease assets		6.54	%		6.43	%

Supplemental cash flow information related to lease is as follows:

	Nine Months Ended
	March 31,
	2023		2022
	(In thousands)
Cash flow classification of lease payments:
Operating cash flows - operating leases	$	1,076	$	942
Operating cash flows - finance leases	$	7	$	12
Financing cash flows - finance leases	$	73	$	76

As of March 31, 2023, the maturities of the Company’s future minimum lease payments were as follows:

	Operating		Finance
	(In thousands)
2023 (remaining 3 months)	$	360	$	23
2024		1,379		87
2025		749		—
2026		90		—
2027		46		—
Total lease payments		2,624		110
Less: Imputed interest		(218)		(4)
Lease liabilities	$	2,406	$	106

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7. Goodwill and Other Intangible Assets

The Company’s strategy is to continue building its portfolio of revenue-generating products by leveraging its commercial team’s expertise to build leading brands within large therapeutic and consumer health markets. As a result of focusing on building the portfolio of revenue-generating products, the Company has decided to abandon active development of its NT0502 (N-desethyloxybutynin), a new chemical entity that is for the treatment of sialorrhea, which is excessive salivation or drooling. During the nine months ended March 31, 2023, the Company incurred an impairment charge of $2.6 million related to NT0502. The Company has terminated the licensing agreement. The Company has also terminated the license agreement with Cedars-Sinai Medical Center surrounding the Healight technology platform as an additional result of terminating the development of the Healight program.

The following table provides the summary of the Company’s intangible assets as of March 31, 2023 and June 30, 2022, respectively.

	March 31, 2023
									Weighted-
	Gross						Net		Average
	Carrying		Accumulated				Carrying		Remaining
	Amount		Amortization		Impairment		Amount		Life (in years)
	(In thousands)
Definite-lived intangibles:
Acquired product technology rights		45,400		(10,077)		(3,224)		32,099	11.55
Acquired technology right		30,200		(3,610)		—		26,590	15.00
Acquired product distribution rights		11,354		(4,407)		(2,172)		4,775	6.85
		86,954		(18,094)		(5,396)		63,464	12.64
Indefinite-lived intangibles:
Acquired in-process R&D		2,600		—		(2,600)		—	Indefinite-lived
		2,600		—		(2,600)		—
Total	$	89,554	$	(18,094)	$	(7,996)	$	63,464	12.64

	June 30, 2022
									Weighted-
	Gross						Net		Average
	Carrying		Accumulated				Carrying		Remaining
	Amount		Amortization		Impairment		Amount		Life (in years)
	(In thousands)
Definite-lived intangibles:
Acquired product technology rights	$	45,400	$	(7,667)	$	(3,224)	$	34,509	12.33
Acquired technology right		30,200		(2,278)		—		27,922	15.75
Acquired product distribution rights		11,354		(3,581)		(2,172)		5,601	7.60
Other intangible assets		4,666		(3,004)		(1,662)		—	—
		91,620		(16,530)		(7,058)		68,032	13.35
Indefinite-lived intangibles:
Acquired in-process R&D		2,600		—		—		2,600	Indefinite-lived
		2,600		—		—		2,600
Total	$	94,220	$	(16,530)	$	(7,058)	$	70,632	13.35

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The following table summarizes the estimated future amortization expense to be recognized over the next five years and periods thereafter:

	(In thousands)
2023 (remaining 3 months)	$	1,518
2024		6,074
2025		5,934
2026		5,683
2027		5,653
2028		5,553
Thereafter		33,049
Total future amortization expense	$	63,464

Acquired Product Technology Rights

The acquired product technology rights are related to the rights to production, supply and distribution agreements of various products pursuant to the acquisitions of the Pediatric Portfolio in November 2019 and the Neos Acquisition in March 2021.

Karbinal ER. The Company acquired and assumed all rights and obligations pursuant to the Supply and Distribution Agreement, as Amended, with Tris for the exclusive rights to commercialize Karbinal ER in the United States (the “Tris Karbinal Agreement”). The Tris Karbinal Agreement’s initial term terminates in August of 2033, with an optional initial 20-year extension.

Poly-Vi-Flor and Tri-Vi-Flor. The Company acquired and assumed all rights and obligations pursuant to a Supply and License Agreement and various assignment and release agreements, including a previously agreed to Settlement and License Agreements (the “Poly-Tri Agreements”) for the exclusive rights to commercialize Poly-Vi-Flor and Tri-Vi-Flor in the United States.

ADHD Portfolio. As part of the Neos Acquisition, the Company acquired product technology for the production and sale of Adzenys XR-ODT and Cotempla XR-ODT. The formulations for the ADHD products are protected by patented technology. The estimated economic life of these proprietary technologies is 17 years.

Acquired Technology Right

TRRP Technology. As part of the Neos Acquisition, the Company acquired Time Release Resin Particle (“TRRP”) proprietary technology, which is a proprietary drug delivery technology protected by the Company as a trade secret that allows the Company to modify the drug release characteristics of each of its respective products. The TRRP technology underlines the ADHD portfolio and can potentially be used in future product development initiatives as well.

Acquired Product Distribution Rights (and Customer List)

In connection with the Innovus Acquisition, the Company obtained 35 products with a combination of over 300 registered trademarks and/or patent rights and customer lists. As of June 30, 2022, the customer list intangible asset was fully amortized.

Acquired In-Process R&D

IPR&D – NT0502. As part of the Neos Acquisition, the Company acquired in-process research and development associated with NT0502, a new chemical entity that is for the treatment of sialorrhea, which is excessive salivation or drooling. As this is an indefinite-lived intangible asset, this acquired asset remains an indefinite-lived asset until the completion or abandonment of the associated research and development efforts. If a product using this technology is eventually approved for commercial sale, at that time, the in-process research and development will begin amortizing on a straight-line over the life of the product.

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Certain of the Company’s amortizable intangible assets include renewal options, extending the expected life of the asset. The renewal periods range between approximately 1 to 20 years depending on the license, patent or other agreement. Renewals are accounted for when they are reasonably assured. Intangible assets are amortized using the straight-line method over the estimated useful lives. Amortization expense of intangible assets was $1.5 million and $2.0 million for the three months ended March 31, 2023 and 2022, respectively; and $4.6 million and $6.1 million during the nine months ended March 31, 2023 and 2022, respectively.

8. Accrued liabilities

Accrued liabilities consist of the following:

	March 31,		June 30,
	2023		2022
	(In thousands)
Accrued savings offers	$	18,370	$	12,711
Accrued program liabilities		10,287		9,468
Accrued customer and product related fees		6,379		7,817
Product return reserve		4,708		5,770
Accrued employee compensation		6,864		4,765
Other accrued liabilities		2,977		3,656
Total accrued liabilities	$	49,585	$	44,187

Savings offers represent programs for the Company’s patients covered under commercial payor plans in which the cost of a prescription to such patients is discounted.

Program liabilities include government rebates.

Customer and product related fees include accrued expenses and deductions for rebates, wholesaler chargebacks and fees, and other product-related fees and deductions such as royalties for Pediatric Portfolio products, accrued distributor fees, and Medicaid liabilities. 

Accrued employee compensation includes sales commissions, vacation earned, and accrued payroll.

Other accrued liabilities consist of accrued license fees, legal settlements, professional fees, credit card liabilities, taxes payable, and samples expense.

9. Other Liabilities

	March 31,		June 30,
	2023		2022
	(In thousands)
Fixed payment arrangements	$	10,678	$	13,051
Operating lease liabilities		2,406		3,317
Contingent value rights		465		578
Contingent consideration		—		396
Other		1,821		815
Total other liabilities		15,370		18,157
Less: current portion		(7,450)		(5,359)
Total other liabilities, noncurrent	$	7,920	$	12,798

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Fixed Payment Arrangements. 

Fixed payment arrangements represent obligations to an investor assumed as part of the acquisition of products from Cerecor, Inc. in 2019, including fixed and variable payments. These obligations included fixed monthly payments equal to $0.1 million from November 2019 through January 2021 plus $15.0 million due in January 2021, of which $15.0 million was paid down in May 2020. Monthly variable payments due to the same investor are equal to 15.0% of net revenue generated from a subset of the Pediatric Portfolio, subject to an aggregate monthly minimum of $0.1 million, except for January 2021, when a one-time payment of $0.2 million was due and paid. The variable payment obligation was to continue until the earlier of (i) aggregate variable payments of approximately $9.3 million have been made or (ii) February 12, 2026.

On June 21, 2021, the Company entered into a Waiver, Release and Consent pursuant to which the Company paid $2.8 million to the investor in partial satisfaction of the fixed obligation. The Company agreed to pay the remaining fixed obligation of $3.0 million in six equal quarterly payments of $0.5 million each over six quarters beginning September 30, 2021. The Company accounted for the Waiver, Release and Consent as a debt and remeasured the related liabilities using a discounted cash flow model. This fixed payment arrangement was paid in full by January 2023.

The Tris Karbinal Agreement grants the Company exclusive right to distribute and sell the product in the United States. The initial term of the agreement was 20 years. The Company will pay Tris a royalty equal to 23.5% of net sales. The Tris Karbinal Agreement also contains minimum unit sales commitments, which is based on a commercial year that spans from August 1 through July 31, of 70,000 units annually through 2025. The Company is required to pay Tris a royalty make whole payment of $30 for each unit under the 70,000-unit annual minimum sales commitment through 2025. The Tris Karbinal Agreement make-whole payment is capped at $2.1 million each year. The annual payment is due in August of each year. The Tris Karbinal Agreement also has multiple commercial milestone obligations that aggregate up to $3.0 million based on cumulative net sales, the first of which is triggered at $40.0 million of net revenues. As of March 31, 2023, the fixed payment arrangement balance was $1.7 million in other current liabilities and $2.6 million in other non-current liabilities on the condensed consolidated balance sheet.

On May 12, 2022, the Company entered into an agreement with Tris to terminate the Tuzistra XR License, Development, Manufacturing and Supply Agreement dated November 2, 2018 (the “License Agreement”). Pursuant to such termination, the Company agreed to pay Tris a total of approximately $9.0 million, which reduced our total liability for minimum payments by approximately $8.0 million from the original License Agreement. As of March 31, 2023, the balance was $4.0 million in other current liabilities and $2.4 million in other non-current liabilities on the condensed consolidated balance sheet. Pursuant to the settlement agreement, if the Company does not make timely payments, it is required to pay interest on any outstanding balances at the greater of 2.5% per month and the maximum interest rate permitted by law.

Contingent Value Rights. 

Contingent value rights (“CVRs”) represent contingent consideration related to the Company’s 2020 acquisition of Innovus of up to $16.0 million payable upon attainment of future performance milestones. Consideration can be satisfied in up to 470,000 shares of the Company’s common stock, or cash either upon the option of the Company or in the event there are insufficient shares available to satisfy such obligations. As of March 31, 2023, up to $5.0 million of future milestone payments potentially remain. As of March 31, 2023 and June 30, 2022, the CVRs were valued at $0.5 million and $0.6 million, respectively.

Contingent Consideration. 

Contingent consideration represents the fair value of potential future payments in connection with acquisitions that are contingent upon the occurrence of a particular event or events. The Company records an obligation for such contingent payments at fair value on the acquisition date. Subsequent changes in the fair value of contingent consideration obligations are recognized in the condensed consolidated statements of income.

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In connection with the Company’s 2020 acquisition of Innovus, the Company recognized approximately $0.2 million in product related contingent consideration. The fair value was based on a discounted value of the future contingent payment using a 30% discount rate based on the estimated risk that the milestones are achieved. As of March 31, 2023 and June 30, 2022, the contingent consideration balance was zero and $0.4 million, respectively.

Through March 31, 2022, the Company’s contingent consideration liabilities included obligations under licensing arrangements for Tuzistra XR. The royalty and make-whole milestone payments related to licensing agreements with Tris for Tuzistra XR were being accounted for as contingent consideration and revalued at each reporting period. As a result of the discontinuation of commercializing Tuzistra XR and the settlement agreement with Tris, the Company concluded that the product milestone payments underlying the contingent consideration liability ceased to exist. The Company reversed the remaining contingent consideration liabilities of $8.5 million and recorded a liability of $7.6 million related to the settlement payments payable to Tris for termination of the Tuzistra XR licensing agreement. The settlement payments are included in fixed payment arrangements at their present value using the Company’s estimated borrowing rate.

Through March 31, 2022, the royalty payments related to licensing agreements with Magna Pharmaceuticals, Inc. (“Magna”) for ZolpiMist were being accounted for as contingent consideration and revalued at each reporting period. As a result of the discontinuation of commercializing ZolpiMist, the Company concluded that the royalty-based product milestone payments underlying the contingent consideration liability ceased to exist. During the three months ended March 31, 2022, the Company reversed the remaining contingent consideration liabilities of $0.6 million and recorded the $50,000 payment due for termination of the Magna licensing agreements in other current liabilities.

Other. 

Other consist of taxes payable and deferred cost related to our technology transfer.

10. Line of Credit

Upon closing of the Neos Acquisition in March 2021, the Company assumed obligations under the secured credit agreement that Neos had entered with Eclipse Business Capital LLC (f/k/a Encina Business Credit, LLC) (“Eclipse”) as agent for the lenders (the “Eclipse Loan Agreement”). Under the Eclipse Loan Agreement, Eclipse extended up to $25.0 million in secured revolving loans to Neos (the “Revolving Loans”), of which up to $2.5 million was available for short-term swingline loans, against 85% of eligible accounts receivable. The Revolving Loans thereunder accrued at variable interest through maturity at the one-month Secure Overnight Financing Rate (“SOFR”), plus 4.50%. The Eclipse Loan Agreement included an unused line fee of 0.50% of the average unused portion of the maximum revolving facility amount during the immediately preceding month. Interest is payable monthly in arrears. The original maturity date under the Eclipse Loan Agreement was May 11, 2022.

In connection with the Avenue Capital Agreement, described in Note 11— Long-term debt below, the Company entered into a Consent, Waiver and Second Amendment to Eclipse Loan Agreement, dated as of January 26, 2022 (together, the “Eclipse Second Amendment”). Pursuant to the Eclipse Second Amendment, Eclipse (i) consented to Aytu and certain of its subsidiaries joining as obligors to the Revolving Loans provided by the Eclipse Loan Agreement, (ii) consented to the Company entering into the Avenue Capital Agreement, (iii) extended the maturity date of the Eclipse Loan Agreement to January 26, 2025, (iv) removed the requirement for the Company to comply with the ongoing fixed charge coverage ratio financial covenant applicable to the borrowers under the Eclipse Loan Agreement, (v) consented to the first priority lien granted by Aytu in favor of the Avenue Capital Agent, (vi) reduced the maximum availability under the Revolving Loans from $25.0 million to $12.5 million minus a $3.5 million availability block, (vii) increased the availability block from $1.0 million to $3.5 million, (viii) consented to the full repayment under the Deerfield Facility, defined below, and (ix) made certain other modifications to conform to the Avenue Capital Agreement and to reflect the consummation of the transactions thereof, in each case subject to the terms and conditions of the Eclipse Second Amendment.

On March 24, 2023, the Company and certain of its subsidiaries entered into an Amendment No. 4 (the Eclipse Amendment”) to the Loan and Security Agreement dated October 2, 2019 (as amended by Amendment No. 1, dated

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March 19, 2021, Amendment No. 2, dated January 26, 2022, Amendment No. 3, dated June 1, 2022, and the Eclipse Amendment (the “Eclipse Agreement”). The Eclipse Amendment, among other things, provided for an aggregate increase of $2.0 million to the Eclipse Lender’s commitment to make revolving loans from time to time under the Eclipse Agreement and increased the maximum amount available under the revolving credit facility provided under the Eclipse Agreement to $14.5 million. The Company paid $10,000 in fees associated to the Eclipse Amendment. The ability to make borrowings and obtain advances of revolving loans under the Eclipse Agreement remains subject to a borrowing base and reserve, and availability blockage requirements.

In the event that, for any reason, all or any portion of the Eclipse Loan Agreement is terminated prior to the scheduled maturity date, in addition to the payment of all outstanding principal and unpaid accrued interest, the Company is required to pay a fee equal to (i) 2.0% of the Revolving Loans commitment if such event occurs on or before January 26, 2023, (ii) 1.0% of the Revolving Loans commitment if such event occurs after January 26, 2023 but on or before January 26, 2024, and (iii) 0.5% of the Revolving Loans commitment if such event occurs after January 26, 2024 but on or before January 26, 2025. The Company may permanently terminate the Eclipse Loan Agreement at any time with at least five business days prior notice to Eclipse.

The Eclipse Loan Agreement contains customary affirmative covenants, negative covenants and events of default, as defined in the agreement, including covenants and restrictions that, among other things, require the Company to satisfy certain capital expenditure limitations and other financial covenants, and restrict the Company’s ability to incur liens, incur additional indebtedness, make certain dividends and distributions with respect to equity securities, engage in mergers and acquisitions or make asset sales without the prior written consent of Eclipse. A failure to comply with these covenants could permit Eclipse to declare the Company’s obligations under the Eclipse Loan Agreement, together with accrued interest and fees, to be immediately due and payable, plus any applicable additional amounts relating to a prepayment or termination, as described above. As of March 31, 2023, the Company was in compliance with the covenants under the Eclipse Loan Agreement.

The Company’s obligations under the Eclipse Loan Agreement are secured by substantially all of the Company’s assets, with a first priority lien in favor of Eclipse on the ABL Priority Collateral, and a second priority lien in favor of Eclipse on the Term Loan Priority Collateral, as each is defined in the Replacement Term Loan Intercreditor Agreement, as defined in the Eclipse Loan Agreement, as amended by the Eclipse Second Amendment.

Total interest expense on the Revolving Loans, including amortization of deferred financing costs, was $0.2 million and $0.1 million for the three months ended March 31, 2023 and 2022, respectively. For the nine months ended March 31, 2023 and 2022, interest expense was $0.5 million and $0.4 million, respectively.

11. Long-term Debt

Avenue Capital Loan:

On January 26, 2022 (“Closing Date”), the Company entered into a Loan and Security Agreement (the “Avenue Capital Agreement”) with Avenue Venture Opportunities Fund, L.P.(“Avenue”) and Avenue Venture Opportunities Fund II, L.P. (Avenue 2”) as lenders (the “Avenue Capital Lenders”), and Avenue Capital Management II, L.P. as administrative agent (the “Avenue Capital Agent”), (collectively “Avenue Capital”), pursuant to which the Avenue Capital Lenders provided the Company and certain of its subsidiaries with a secured $15.0 million loan. The interest rate on the loan is the greater of the prime rate and 3.25%, plus 7.4%, payable monthly in arrears. The maturity date of the loan is January 26, 2025. The proceeds from the Avenue Capital Agreement were used to repay the Deerfield Facility.

Pursuant to the Avenue Capital Agreement, the Company will make interest only payments for the first 18 months following the Closing Date (“Interest-only Period”). The Interest-only Period could be extended automatically without any action by any party for six months provided, as of the last day of the Interest-only Period then in effect, the Company received, prior to June 15, 2023, a specified amount of net proceeds from the sale and issuance of its equity securities (“Interest-only Milestone 1”). The Interest-only Period could further be extended automatically without any action by any party for an additional twelve months provided, the Company has achieved, prior to December 31, 2023,

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(i) Interest-only Milestone 1 and (ii) a specified amount of trailing 12 months revenue (“Interest-only Milestone 2”) as of the date of determination.

In connection with the Eclipse Amendment, on March 24, 2023, Avenue amended certain Loan and Security Agreement dated January 26, 2022 (as amended by the First Amendment, dated October 25, 2022). The Avenue amendment, among other things, permitted the increase in revolving loan commitment provided by the Eclipse Lender under the Eclipse Facility.

In the event the Company prepays the outstanding principal prior to the maturity date, the Company will pay Avenue Capital a fee equal to (i) 3.0% of the loan if such event occurs on or before January 26, 2023, (ii) 2.0% of the loan if such event occurs after January 26, 2023 but on or before January 26, 2024, and (iii) 1.0% of the loan if such event occurs after January 26, 2024 but before January 26, 2025. In addition, upon the payment in full of the obligations, the Company shall pay to Avenue Capital a fee in the amount of $0.6 million (“Final Payment”).

The Company’s obligations under Avenue Capital Agreement are secured by substantially all of the Company’s assets, with a first priority lien in favor of the Avenue Capital Agent on the Term Loan Priority Collateral, and a second priority lien in favor of the Avenue Capital Agent on the ABL Priority Collateral, as each is defined in the Intercreditor Agreement, as defined in the Avenue Capital Agreement.

The Avenue Capital Agreement contains customary affirmative covenants, negative covenants and events of default, as defined in the agreement, including covenants and restrictions that, among other things, require the Company to satisfy certain capital expenditure limitations and other financial covenants, and restricts the Company’s ability to incur liens, incur additional indebtedness, make certain dividends and distributions with respect to equity securities, engage in mergers and acquisitions or make asset sales without the prior written consent of the Avenue Capital Lenders. A failure to comply with these covenants could permit the Avenue Capital Lenders to declare the Company’s obligations under the agreement, together with accrued interest and fees, to be immediately due and payable, plus any applicable additional amounts relating to a prepayment or termination, as described above. As of March 31, 2023, the Company was in compliance with the covenants under the Avenue Capital Agreement.

On January 26, 2022 (“Issuance Date”), as consideration for entering into the Avenue Capital Agreement, the Company issued warrants to the Avenue Capital Lenders to purchase shares of common stock at an exercise price equal to $24.20 per share (the “Avenue Capital Warrants”). The Avenue Capital Warrants provided that in the event the Company were to engage in an equity offering at a price lower than $24.20 prior to June 30, 2022, the exercise price would be adjusted to the effective price of such equity offering and the number of shares of common stock to be issued under the Avenue Capital Warrants would be adjusted as set forth in the agreement. The Avenue Capital Warrants are immediately exercisable and expire on January 31, 2027. The Company accounted for the Avenue Capital Warrants as a liability as the number of warrants was not fixed at the Issuance Date.

On March 7, 2022, the Company closed on an equity offering of shares of common stock and warrants at an offering price of $25.00 per share. As this offering precluded the Company from pursuing any equity financing prior to July 7, 2022 and the effective price of the March 7, 2022 offering was more than the exercise price of the Avenue Capital Warrants, the number of shares of common stock issuable upon exercise of the Avenue Capital Warrants were set to 43,388 at an exercise price of $24.20.

On October 25, 2022, the Company entered into an agreement with Avenue Venture Opportunities Fund, L.P (“Avenue”) to extend the interest-only period of its existing senior secure loan facility held with Avenue. The amendment to the original loan agreement, which was executed in January 2022, extends the interest-only period to January of 2024. In exchange for this extension of the interest-only period, the Company and Avenue agreed to reset the exercise price of the warrants issued in conjunction with the original loan agreement to $8.60, corresponding to the warrant exercise price associated with the Company’s August 2022 equity financing.

In addition to the debt discounts discussed above, the Company also incurred $0.4 million in loan origination, legal and other fees. The debt discount and issuance costs are being amortized over the term of the loan, using the effective interest method resulting in an effective rate of 15.37%. Total interest expense, including debt discount

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amortization, was $0.7 million and $0.4 million for the three months ended March 31, 2023 and 2022, respectively; and $2.0 million and $0.4 million for the nine months ended March 31, 2023 and 2022, respectively.

Long-term debt consists of the following:

	March 31,		June 30,
	2023		2022
	(In thousands)
Long-term debt, due on January 26, 2025	$	15,000	$	15,000
Long-term, final payment fee		638		638
Unamortized discount and issuance costs		(1,053)		(1,443)
Financing leases, maturing through May 2024		106		180
Total debt		14,691		14,375
Less: current portion		(3,305)		(96)
Non-current portion of debt	$	11,386	$	14,279

Future principal payments of long-term debt, including financing leases, are as follows:

	March 31,
	(In thousands)
2023 (remaining 3 months)	$	91
2024		3,230
2025		12,423
Future principal payments		15,744
Less unamortized discount and issuance costs		(1,053)
Less current portion		(3,305)
Non-current portion of debt	$	11,386

12. Fair Value Considerations

We determine the fair value of financial and non-financial assets and liabilities using the fair value hierarchy, which establishes three levels of inputs that may be used to determine fair value as follows:

● Level 1: Inputs that reflect unadjusted quoted prices in active markets that are accessible to Aytu for identical assets or liabilities;

● Level 2: Inputs that include quoted prices for similar assets and liabilities in active or inactive markets or that are observable for the asset or liability either directly or indirectly; and

● Level 3: Unobservable inputs that are supported by little or no market activity.

The Company’s financial instruments include cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, derivative warrant liabilities, contingent consideration liabilities, and short-term and long-term debt. The carrying amounts of certain short-term financial instruments, including cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued liabilities approximate their fair value due to their short maturities. Short-term and long-term debt are reported at their amortized costs on our condensed consolidated balance sheets. The remaining financial instruments and derivative warrant liabilities are reported on our consolidated balance sheets at amounts that approximate current fair values. The Company’s policy is to recognize transfers in and/or out of fair value hierarchy as of the date in which the event or change in circumstances caused the transfer. There were no transfers between Level 1, Level 2 and Level 3 in the periods presented.

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Recurring Fair Value Measurements

The following table presents the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of March 31, 2023 and June 30, 2022, by level within the fair value hierarchy.

			Fair Value Measurements at March 31, 2023
	Fair Value at March 31,
	2023		(Level 1)		(Level 2)		(Level 3)
	(In thousands)
Liabilities:
Contingent consideration	$	—	$	—	$	—	$	—
CVR liability		465		—		—		465
Derivative warrant liabilities		1,582		—		—		1,582
Total	$	2,047	$	—	$	—	$	2,047

			Fair Value Measurements at June 30, 2022
	Fair Value at June 30,
	2022		(Level 1)		(Level 2)		(Level 3)
	(In thousands)
Liabilities:
Contingent consideration	$	396	$	—	$	—	$	396
CVR liability		578		—		—		578
Derivative warrant liabilities		1,796		—		—		1,796
Total	$	2,770	$	—	$	—	$	2,770

Summary of Level 3 Input Changes

The following table sets forth a summary of changes to those fair value measures using Level 3 inputs for the nine months ended March 31, 2023:

	CVR		Contingent			Derivative		Fixed Payment
	Liability		Consideration			Warrant Liabilities		Arrangement
	(In thousands)
Balance as of June 30, 2022	$	578	$	396	$	1,796	$	13,051
Included in earnings		(113)		(391)		(6,167)		1,202
Purchases, issues, sales and settlements:
Issues		—		—		5,953		—
Settlements		—		(5)		—		(3,575)
Balance as of March 31, 2023	$	465	$	—	$	1,582	$	10,678

Significant Assumptions

Significant assumptions used in valuing CVRs were as follows:

	March 31,
	2023
Leveraged Beta	0.82
Market risk premium	6.35	%
Risk-free interest rate	4.79	%
Discount	21.25	%
Company specific discount	10.00	%

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Significant assumptions used in valuing derivative warrant liabilities at issuance date were as follows:

	August 9,
	2022
Expected volatility	89.89	%
Equivalent term (years)	4.11
Risk-free rate	3.09	%
Dividend yield	0.00	%

Significant assumptions used in valuing derivative warrant liabilities were as follows:

	March 31,
	2023
Expected volatility	75.51	%
Equivalent term (years)	3.84 - 4.44
Risk-free rate	3.65 - 3.73	%
Dividend yield	0.00	%

The fixed payment arrangements are recognized at their amortized cost basis using market appropriate discount rates and are accreted up to their ultimate face value over time.

13. Commitments and Contingencies

Pediatric Portfolio Fixed Payments and Product Milestone

The Company has two fixed, periodic payment obligations to an investor (the “Fixed Obligation”). Under the first fixed obligation, the Company was to make monthly payments of $0.1 million beginning November 1, 2019 through January 2021, with a balloon payment of $15.0 million that was originally due in January 2021 (“Balloon Payment Obligation”). A second fixed obligation required the Company to pay a minimum of $0.1 million monthly through February 2026, except for $0.2 million paid in January 2020.

On May 29, 2020, the Company entered into an Early Payment Agreement and Escrow Instruction (the “Early Payment Agreement”) pursuant to which the Company agreed to pay $15.0 million to the investor in satisfaction of the Balloon Payment Obligation. The parties to the Early Payment Agreement acknowledged and agreed that the remaining fixed payments other than the Balloon Payment Obligation remained due and payable pursuant to the terms of the Agreement, and that nothing in the Early Payment Agreement alters, amends, or waives any provisions or obligations in the Waiver or the Investor agreement other than as expressly set forth therein. The first fixed obligation was fully paid as of January 2021.

On June 21, 2021, the Company entered into a Waiver, Release and Consent pursuant to which the Company paid $2.8 million to the investor in satisfaction of the second fixed obligation. The Company agreed to pay the remaining fixed obligation of $3.0 million in six equal quarterly payments of $0.5 million over the six quarters commencing September 30, 2021. The outstanding balance for the Waiver, Release and Consent obligation as of December 31, 2022 was paid in January 2023.

The Tris Karbinal Agreement grants the Company exclusive right to distribute and sell the product in the United States. The initial term of the agreement was 20 years. The Company will pay Tris a royalty equal to 23.5% of net sales.

The Tris Karbinal Agreement also contains minimum unit sales commitments, which is based on a commercial year that spans from August 1 through July 31, of 70,000 units annually through 2025. The Company is required to pay Tris a royalty make whole payment of $30 for each unit under the 70,000-unit annual minimum sales commitment through 2025. The Tris Karbinal Agreement make-whole payment is capped at $2.1 million each year. The

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annual payment is due in August of each year. The Tris Karbinal Agreement also has multiple commercial milestone obligations that aggregate up to $3.0 million based on cumulative net sales, the first of which is triggered at $40.0 million of net revenues.

Rumpus Earn Out Payments

On April 12, 2021, the Company acquired substantially all of the assets of Rumpus, pursuant to which the Company acquired certain rights and other assets, including key commercial global licenses with Denovo Biopharma LLC (“Denovo”) and Johns Hopkins University (“JHU”), relating to AR101. Upon the achievement of certain regulatory and commercial milestones, up to $67.5 million in earn-out payments, which are payable in cash or shares of common stock, generally at the Company’s option, are payable to Rumpus. Under the license agreement with Denovo, we made a payment of $0.6 million for a license fee in April 2022. In addition, upon the achievement of regulatory and commercial milestones we may be required to pay up to $101.7 million, and escalating royalties based on net product sales ranging in percentage from the low teens to the high teens. Finally, under the license agreement with Johns Hopkins, the Company assumed the responsibility for royalties of 3.0% of net product sales, with a minimum of $20,000 per year, and upon the achievement of certain regulatory and commercial milestones, up to $1.6 million.

Legal Proceeding

Aponowicz and Paguia Class-Action Securities Litigations. A putative class action was filed on February 9, 2022 in the Delaware Chancery Court by Rafal Aponowicz derivatively and on behalf of all Aytu stockholders, challenging the grant in 2021 of certain stock option awards to directors and officers. The stockholder contends those awards were in amounts exceeding the shares available under the Company’s 2015 equity incentive plan and that the directors therefore breached their fiduciary duties and breached a purported contract between them and stockholders. The Complaint seeks rescission of the awards, unspecified damages to stockholders as a result of the awards, and attorneys’ fees. A second such action was filed by Paul John M. Paguia on March 7, 2022; Mr. Paguia asserts the same claims and seeks the same relief. The parties have agreed to settle these matters for various corporate governance modifications and the payment of plaintiffs’ attorneys’ fees. The settlement was approved by the Court of Chancery of the State of Delaware in March 2023. As of March 31, 2023, the Company had $0.4 million accrued for finalized settled plaintiff attorney fees.

14. Capital Structure

The Company has 200 million shares of common stock authorized with a par value of $0.0001 per share and 50 million shares of preferred stock authorized with a par value of $0.0001 per share.

Included in the common stock outstanding are 48,818 shares of unvested restricted stock issued to executives, directors and employees.

On June 8, 2020, the Company filed a shelf registration statement on Form S-3, which was declared effective by the SEC on June 17, 2020. This shelf registration statement covered the offering, issuance and sale by the Company of up to an aggregate of $100.0 million of its common stock, preferred stock, debt securities, warrants, rights and units (the “2020 Shelf”). As of March 31, 2023, approximately $40.4 million remains available under the 2020 Shelf. This availability is subject to SEC 1.B.6 limitation to the Form S-3.

On June 4, 2021, the Company entered into a sales agreement with a sales agent, to provide for the offering, issuance and sale by the Company of up to $30.0 million of its common stock from time to time in “at-the-market” offerings under the 2020 Shelf (the “ATM Sales Agreement”). During the nine months ended March 31, 2023, the Company issued 699,929 shares of common stock under the ATM Sales Agreement, with total net proceeds of approximately $2.9 million. As of March 31, 2023, the Company had approximately $2.0 million of capacity under the ATM Sales Agreement due to baby self-limitations. As our market capitalization increases, these limitations will be adjusted and the Company will be able to issue additional ATM sales.

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On September 28, 2021, the Company filed a shelf registration statement on Form S-3, which was declared effective by the SEC on October 7, 2021. This shelf registration statement covered the offering, issuance and sale by the Company of up to an aggregate of $100.0 million of its common stock, preferred stock, debt securities, warrants, rights and units (the “2021 Shelf”). As of March 31, 2023, approximately $82.4 million remained available under the 2021 Shelf. This availability is subject to SEC 1.B.6 limitation to the Form S-3.

On August 11, 2022, the Company closed on an underwritten public offering (the “August 2022 Offering”), pursuant to which we sold an aggregate of (i) 1,075,290 shares of its common stock, (ii) and, in lieu of common stock to certain investors that so chose, pre-funded warrants (the “Pre-Funded Warrants”) to purchase 87,500 shares of its common stock, and (iii) accompanying warrants (the "Common Warrants") to purchase 1,265,547 shares of its common stock. The shares of common stock and the Pre-Funded Warrants were each sold in combination with corresponding Common Warrants, with one Common Warrant to purchase one share of common stock for each share of common stock or each Pre-Funded Warrant sold. The combined public offering price for each share of common stock and accompanying Common Warrant was $8.60, and the combined offering price for each Pre-Funded Warrant and accompanying Common Warrant was $8.58, which equated to the public offering price per share of the common stock and accompanying Common Warrant, less the $0.001 per share exercise price of each Pre-Funded Warrant. The Pre-Funded Warrants were exercised in full in August 2022. The Common Warrants have an exercise price of $8.60 per share of common stock and are exercisable for a period of five years from issuance. The Company raised $10.0 million in gross proceeds through the August 2022 Offering before underwriting fees and other expenses of $0.9 million. The Pre-Funded and Common Warrants have a combined fair value of approximately $6.0 million at issuance and are classified as derivative warrant liabilities in the Company’s financial statements. (See Note 16 – Warrants).

15. Equity Incentive Plans

Aytu 2015 Plan. On June 1, 2015, the Company’s stockholders approved the 2015 Stock Option and Incentive Plan (the “Aytu 2015 Plan”), which, as amended in July 2017, provides for the award of stock options, stock appreciation rights, restricted stock and other equity awards for up to an aggregate of 150,000 shares of common stock. The shares of common stock underlying any awards that are forfeited, canceled, reacquired by Aytu prior to vesting, satisfied without any issuance of stock, expire or are otherwise terminated (other than by exercise) under the 2015 Plan will be added back to the shares of common stock available for issuance under the Aytu 2015 Plan. On February 13, 2020, the Company’s stockholders approved an increase to 250,000 total shares of common stock in the Aytu 2015 Plan. Stock options granted under this plan have contractual terms of 10 years from the grant date and a vesting period ranging from 3 to 4 years. The restricted stock awards have a vesting period ranging from 4 to 10 years, whereas the restricted stock units have a vesting period of 4 years. As of March 31, 2023, the Company had 84,554 shares that are available for grant under the Aytu 2015 Plan.

Neos 2015 Plan. Pursuant to the Neos Merger, the Company assumed 3,486 stock options and 1,786 restricted stock units (RSUs) previously granted under Neos plan. Accordingly, on April 19, 2021, the Company registered 5,272 shares of its common stock under the Neos Therapeutics, Inc. 2015 Stock Options and Incentive Plan (the "Neos 2015 Plan") with the SEC. The terms and conditions of the assumed equity securities will stay the same as they were under the previous Neos plan. The Company allocated costs of the replacement awards attributable to pre- and post-combination service periods. The pre-combination service costs were included in the considerations transferred. The remaining costs attributable to the post-combination service period are being recognized as stock-based compensation expense over the remaining terms of the replacement awards. Stock options granted under this plan have contractual terms of 10 years from the grant date and a vesting period ranging from 1 to 4 years. As of March 31, 2023, the Company had 2,579 shares that are available for grant under the Neos 2015 Plan.

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Stock Options

Stock option activity is as follows:

				Weighted
				Average
		Weighted		Remaining
	Number of	Average		Contractual
	Options	Exercise Price		Life in Years
Outstanding June 30, 2022	3,899	$	209.70	7.77
Granted	49,212		4.00
Forfeited/Cancelled	(152)		126.84
Expired	(175)		131.45
Outstanding at March 31, 2023	52,784	$	18.42	9.31
Exercisable at March 31, 2023	2,920	$	227.28	6.44

As of March 31, 2023, there was $0.2 million total unrecognized compensation costs related to non-vested stock options granted under the Company’s equity incentive plans. The unrecognized compensation cost is expected to be recognized over a weighted average period of 1.7 years.

Restricted Stock

During the nine months ended March 31, 2023, as a result of the change in members of the Company’s board, the Company accelerated unvested shares for two former members and recorded $1.5 million of non-cash equity compensation expense.

On December 19, 2022, the Company entered into a Stipulation of Compromise and Settlement (the “Stipulation”). As a part of the terms of the Stipulation, the Company agreed to rescind 25% of the aggregate 2021 grants to board members. As a result of the recission of the shares, the Company recorded $0.6 million in non-cash compensation during the three months ended December 31, 2022.

Restricted stock activity under the Aytu 2015 Plan is as follows:

		Weighted
		Average Grant
	Number of	Date Fair
	Shares	Value
Unvested at June 30, 2022	80,373	$	148.91
Granted	6,825		3.79
Vested	(36,695)		135.41
Forfeited/Cancelled	(6,689)		135.66
Unvested at March 31, 2023	43,814	$	139.63

As of March 31, 2023, there was $4.9 million total unrecognized compensation costs related to non-vested restricted stock granted under the Company’s equity incentive plan. The unrecognized compensation cost is expected to be recognized over a weighted average period of 2.4 years.

The Company previously issued 4 shares of restricted stock outside the Aytu 2015 Plan, which vest in July 2026. On January 17, 2022, the Company granted 5,000 shares of restricted stock to a member of its management team outside of the Aytu 2015 Plan. As of March 31, 2023, there was $0.1 million total unrecognized costs related to non-vested restricted stock outside of the Company’s equity incentive plan. The unrecognized compensation cost is expected to be recognized over a weighted average period of 1.8 years.

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Restricted Stock Units

RSUs activity is as follows:

		Weighted
		Average Grant
	Number of	Date Fair
	Shares	Value
Unvested at June 30, 2022	8,500	$	25.88
Vested	(2,580)		26.85
Unvested at March 31, 2023	5,920	$	25.42

As of March 31, 2023, there was $0.1 million total unrecognized compensation costs related to non-vested RSUs granted under the Company’s equity incentive plans. The unrecognized compensation cost is expected to be recognized over a weighted average period of 1.9 years.

Stock-based compensation expense related to the fair value of stock options and restricted stock and RSUs was included in the condensed consolidated statements of operations as set forth in the below table:

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2023		2022		2023		2022
	(in thousands)
Cost of sales	$	4	$	7	$	12	$	24
Research and development		2		73		25		467
Selling and marketing		3		23		9		51
General and administrative		893		1,167		5,100		3,476
Total stock-based compensation expense	$	902	$	1,270	$	5,146	$	4,018

16. Warrants

Liability Classified Warrants

On August 11, 2022, the Company closed on the August 2022 Offering, pursuant to which, the Company issued Pre-Funded Warrants to purchase 87,500 shares of its common stock and Common Warrants to purchase 1,265,547 shares of its common stock. The shares of common stock and the Pre-Funded Warrants were each sold in combination with corresponding Common Warrants, which one Common Warrant to purchase one share of common stock for each share of common stock or each Pre-Funded Warrant sold. The Pre-Funded Warrants had an exercise price of $0.02 per share of common stock and were exercised in full in August 2022. The Common Warrants have an exercise price of $8.60 per share of common stock and are exercisable for a period of five years from issuance. The Common Warrants provide that if there occurs any a stock split, stock dividend stock recapitalization, or similar event (a “Stock Combination Event”), then the warrant exercise price will be adjusted to the greater of the quotient determined by dividing (x) the sum of the VWAP of the Common Stock for each of the five lowest trading days during the 20 consecutive trading day period ending immediately preceding the 16th trading day after such Stock Combination Event, divided by (y) five; or $2.32 and the number of shares of common stock to be issued would be adjusted proportionately as set forth in the agreement limited to a maximum of 2,325,581 shares. The Common Warrants also provide that in the event the Company were to engage in an equity offering at a common stock price lower than the warrant exercise price prior to the second anniversary of a Stock Combination Event, the exercise price would be adjusted to the greater of the effective price of such equity offering or $2.32 (see Note 14 – Capital Structure).

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In November and throughout the quarter end the Company sold shares through its ATM Sales Agreement. Per the warrant agreement, these sales qualified as an equity offering and the sales price was less than the current the exercise price of $8.60. As a result, the common warrants exercise price was adjusted to $3.30.

On January 6, 2023, the Company consummated a 20 to 1 reverse stock split. Pursuant to the warrant agreement described above, the Company triggered a Stock Combination Event and the warrant exercise price and number to be issued was adjusted based on the average of each of the lowest five trading days during the twenty-day consecutive trading day period beginning on December 30, 2022.

On October 25, 2022, the Company entered into an agreement with Avenue to extend the interest-only period of the Company’s existing senior secured loan facility. The amendment to the original secured loan agreement, which was executed in January 2022, extends the interest-only period to January of 2024. In exchange for this extension, the Company and Avenue agreed to reset the exercise price of the warrants issued in conjunction with the original loan agreement to $8.60, corresponding to the warrant exercise price associated with the Company’s latest equity financing.

Outstanding warrants are classified as derivative warrant liabilities in the condensed consolidated balance sheets and are marked to market at each reporting period (see Note 12 – Fair Value Considerations).

A summary of warrants is as follows:

				Weighted
				Average
		Weighted		Remaining
	Number of	Average		Contractual
	Warrants	Exercise Price		Life in Years
Outstanding June 30, 2022	433,174	$	92.60	4.73
Warrants issued	1,353,047		3.28	5.00
Warrants exercised	(87,500)		0.02	5.00
Warrants expired	(17,414)		1,200.77	—
Outstanding March 31, 2023	1,681,307	$	13.41	4.30

17. Net Loss per Common Share

Basic income (loss) per common share is calculated by dividing the net income (loss) available to the common shareholders by the weighted average number of common shares outstanding during that period. Diluted net loss per share reflects the potential of securities that could share in the net loss of the Company.

The following table sets forth securities that are considered anti-dilutive, and therefore excluded from the calculation of diluted earnings per share.

	March 31,
	2023	2022
Warrants to purchase common stock - liability classified	1,642,235	377,893
Warrant to purchase common stock - equity classified	39,072	56,486
Employee stock options	52,784	4,193
Employee unvested restricted stock	48,818	106,874
Employee unvested restricted stock units	5,920	7,724
Total	1,788,829	553,170

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18. License Agreements

Healight

In April 2020, we entered into a licensing agreement with Cedars-Sinai Medical Center to secure worldwide rights to various potential esophageal and nasopharyngeal uses of Healight. The agreement with Cedars-Sinai grants us a license to all patent and development related technology rights for the intra-corporeal therapeutic use of ultraviolet light in the field of endotracheal and nasopharyngeal applications. As a result of the focus on revenue growth of our commercial business we have terminated the licensing agreement with Cedars-Sinai Medical Center, effective May 9, 2023.

NeuRx

In October 2018, Neos entered into an Exclusive License Agreement (“NeuRx License”) with NeuRx Pharmaceuticals LLC (“NeuRx”), pursuant to which NeuRx granted Neos an exclusive, worldwide, royalty-bearing license to research, develop, manufacture, and commercialize certain pharmaceutical products containing NeuRx’s proprietary compound designated as NRX-101, referred to as NT0502. NT0502 is a new chemical entity that is being developed for the treatment of sialorrhea, which is excessive salivation or drooling. The Company may be required to make certain development and milestone payments and royalties based on annual net sales, as defined in the NeuRx License. Royalties are to be paid on a country-by-country and licensed product-by-licensed product basis, during the period of time beginning on the first commercial sale of such licensed product in such country and continuing until the later of: (i) the expiration of the last-to-expire valid claim in any licensed patent in such country that covers such licensed product in such country; and/or (ii) expiration of regulatory exclusivity of such licensed product in such country.

In April 2023, the Company returned the NT0502 rights to NeuRx in exchange for and receive a royalty and potential milestone payments on amounts received for future revenue generated by NeuRx (or a future licensee) on NT0502.

Teva

On December 21, 2018, Neos and Teva Pharmaceuticals USA, Inc. (“Teva”) entered into an agreement granting Teva a non-exclusive license to certain patents owned by Neos by which Teva has the right to manufacture and market its generic version of Cotempla XR-ODT under an Abbreviated New Drug Application (“ANDA”) filed by Teva beginning on July 1, 2026, or earlier under certain circumstances.

Actavis

On October 17, 2017, Neos entered into an agreement granting Actavis a non-exclusive license to certain patents owned by Neos by which Actavis (now Teva, following Teva’s acquisition of Actavis’ generic products) has the right to manufacture and market its generic version of Adzenys XR-ODT under its ANDA beginning on September 1, 2025, or earlier under certain circumstances.

Shire

In July 2014, Neos entered into a Settlement Agreement and an associated License Agreement (the “2014 License Agreement”) with Shire LLC (“Shire”) for a non-exclusive license to certain patents for certain activities with respect to Neos’ New Drug Application (the “NDA”) No. 204326 for an extended-release orally disintegrating amphetamine polistirex tablet. In accordance with the terms of the 2014 License Agreement, following the receipt of the approval from the FDA for Adzenys XR-ODT, Neos paid an up-front, non-refundable license fee of an amount less than $1.0 million in February 2016. Neos is paying a single digit royalty on net sales of Adzenys XR-ODT during the life of the patents. The settlement agreement expires May of 2023.

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In March 2017, Neos entered into a License Agreement (the “2017 License Agreement”) with Shire, pursuant to which Shire granted Neos a non-exclusive license to certain patents owned by Shire for certain activities with respect to Neos’ NDA No. 204325 for an extended-release amphetamine oral suspension. In accordance with the terms of the 2017 License Agreement, following the receipt of the approval from the FDA for Adzenys ER, Neos paid an up-front, non-refundable license fee of an amount less than $1.0 million in October 2017. Neos was paying a single digit royalty on net sales of Adzenys ER during the life of the patents. Adzenys ER was discontinued as of September 30, 2021.

The royalties are recorded as cost of sales in the same period as the net sales upon which they are calculated.

Additionally, each of the 2014 and 2017 License Agreements contains a covenant from Shire not to file a patent infringement suit against Neos alleging that Adzenys XR-ODT or Adzenys ER, respectively, infringes the Shire patents.

19. Segment Reporting

The Company’s chief operating decision maker (“CODM”), who is the Company’s Chief Executive Officer, allocates resources and assesses performance based on financial information of the Company. The CODM reviews financial information presented for each reportable segment for purposes of making operating decisions and assessing financial performance.

The Company manages and aggregates its operational and financial information in accordance with two reportable segments: Rx and Consumer Health. The Rx segment consists of the Company’s prescription products. The Consumer Health segment contains the Company’s consumer healthcare products.

Select financial information for these segments is as follows:

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2023		2022		2023		2022
	(In thousands)
Consolidated revenue:
Rx Segment	$	13,805	$	13,862	$	50,486	$	42,388
Consumer Health Segment		8,928		10,337		26,181		26,833
Consolidated revenue	$	22,733	$	24,199	$	76,667	$	69,221
Consolidated net loss:
Rx Segment	$	(5,777)	$	(52,529)	$	(10,931)	$	(88,577)
Consumer Health Segment		(1,423)		(762)		(3,663)		(4,113)
Consolidated net loss	$	(7,200)	$	(53,291)	$	(14,594)	$	(92,690)

	March 31,		June 30,
	2023		2022
	(In thousands)
Total assets:
Rx Segment	$	131,982	$	121,377
Consumer Health Segment		15,234		16,246
Consolidated assets	$	147,216	$	137,623

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20. Subsequent Events

Sublease a portion of Grand Prairie Facility

On April 27, 2023, the Company entered into an agreement with AMT Manufacturing Solutions, LLC (“AMTMS”) to sublease 22,909 square feet of its manufacturing facility in Grand Prairie, Texas (“Sublease Agreement”). The Sublease Agreement is subject and subordinate to that certain Commercial Lease Agreement by and between the Company, as successor-in-interest to PharmaFab, Inc., as tenant, and Riverside Business Green, LP, as Landlord, as successor-in-interest to Walstib, L.P., as landlord, dated June 29, 1999, as amended, and expiring on December 31, 2024.

The sublease will commence on May 15, 2023. The expansion date (“Expansion Date”) will commence as early as April 1, 2024 but no later than December 31, 2024, which date shall be designated by the Company by written notice to AMTMS not less than thirty (30) days prior to the Expansion Date. The subleased property shall be expanded to include the remaining 54,203 square feet of the Company’s manufacturing facility. The Sublease Agreement will terminate on December 31, 2024.

Under the terms of the Sublease Agreement, AMTMS will pay the Company base rent of $20,045 per month through December 31, 2023 and $21,000 per month from January 1, 2024 through the Expansion Date. Beginning on the Expansion Date, base rent will be $70,686 per month through the expiration of the Sublease Agreement. In addition to the base rent, AMTMS will pay the Company certain operating expenses incurred by the Company. AMTMS will pay a security deposit of $90,731 to the Company which will be applied to rent payments if certain conditions are met.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

This discussion should be read in conjunction with Aytu BioPharma, Inc.’s Annual Report on Form 10-K for the year ended June 30, 2022, filed on September 27, 2022. The following discussion and analysis contain forward-looking statements that involve risks and uncertainties. Actual results could differ materially from those projected in the forward-looking statements. For additional information regarding these risks and uncertainties, please see the risk factors included in Aytu’s Form 10-K and Form 10-Q filed with the United Sates Securities and Exchange Commission (“SEC”) on September 27, 2022 and November 14, 2022, respectively.

Objective

The purpose of the Management Discussion and Analysis (the “MD&A”) is to present information that management believes is relevant to an assessment and understanding of our results of operations and cash flows for the three and nine months ended March 31, 2023, and our financial condition as of March 31, 2023. The MD&A is provided as a supplement to, and should be read in conjunction with, our condensed consolidated financial statements and notes.

Overview

We are a commercial-stage pharmaceutical company focused on commercializing novel therapeutics and consumer healthcare products. We operate through two business segments (i) the Rx segment, consisting of prescription pharmaceutical products sold primarily through third party wholesalers and (ii) the Consumer Health segment, which consists of various consumer health products sold directly to consumers. We currently manufacture our products for the treatment of attention deficit hyperactivity disorder (“ADHD”) at our manufacturing facility and use third party manufacturers for our other prescription and consumer health products.

We have incurred significant losses in each year since inception. Our net losses were $7.2 million for the three months ended March 31, 2023, and $14.6 million for the nine months ended March 31, 2023. As of March 31, 2023, and June 30, 2022, we had accumulated deficits of $301.7 million and $287.1 million, respectively. We expect to continue to incur significant expenses in connection with our ongoing activities, including the integration of our acquisitions. As of March 31, 2023, we did not have sufficient working capital to cover our cash needs to fund planned operations for the twelve months following the filing date of this Quarterly Report on Form 10-Q, which raises substantial doubt about our ability to continue as a going concern.

Company Strategy

In the first quarter of fiscal 2023, we announced that we will focus our efforts on accelerating the growth of our commercial business and achieving operating cash flows. To achieve these goals, we have indefinitely suspended active development of our clinical development programs. The suspension of these programs is expected to save over $20 million in projected future study costs over the next three fiscal years.

In April 2020 we entered into a licensing agreement with Cedars-Sinai Medical Center (“Cedars-Sinai”) to secure worldwide rights to various potential esophageal and nasopharyngeal uses of Healight. The agreement with Cedars-Sinai grants us a license to all patent and development related technology rights for the intra-corporeal therapeutic use of ultraviolet light in the field of endotracheal and nasopharyngeal applications. In April 2023, we ceased all development of Healight and are in the process of returning materials and intellectual property to Cedars-Sinai. We terminated the Healight license, effective May 9, 2023.

In October 2018, Neos entered into an Exclusive License Agreement (“NeuRx License”) with NeuRx Pharmaceuticals LLC (“NeuRx”), pursuant to which NeuRx granted Neos an exclusive, worldwide, royalty-bearing license to research, develop, manufacture, and commercialize certain pharmaceutical products containing NeuRx’s proprietary compound designated as NRX 101, referred to as NT0502. NT0502 is a new chemical entity that was being developed for the treatment of sialorrhea, which is excessive salivation or drooling. In April 2023, we returned the NT0502 rights to NeuRx in exchange for and receive a royalty and potential milestone payments on amounts received for future revenue generated by NeuRx (or a future licensee) on NT0502.

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Our commercial business includes the Rx segment and the Consumer Health segment.

Business Environment

COVID-19 Pandemic

The ongoing COVID-19 pandemic continues to impact the global economy and create economic uncertainties. We believe COVID-19 has negatively impacted the market for prescription products and disrupted the reliability of the supply chain. The extent to which COVID-19 continues to negatively impact our business in the future will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration of the outbreak, new information that may emerge concerning the severity of the new variants of coronavirus, the actions taken to contain the coronavirus or treat its impact, and the continued impact of each of these items on the economies and financial markets in the United States and abroad. While the Biden administration has announced that the COVID-19 emergency declaration will end May 11, 2023 and states and jurisdictions have rolled back stay-at-home and quarantine orders, it is difficult to predict what the lasting impact of the pandemic will be, and if we or any of the third parties with whom we engage were to experience additional shutdowns or other prolonged business disruptions, our ability to conduct our business in the manner and on the timelines presently planned could have a material adverse impact on our business, results of operation and financial condition. In addition, a recurrence or impact from new strains of COVID-19 cases could cause other widespread or more severe impacts depending on where infection rates are highest. We will continue to monitor developments as we deal with the disruptions and uncertainties relating to the COVID-19 pandemic.

Inflationary pressure and supply chain disruptions

We have continued to experience significant inflationary pressure and supply chain disruptions related to the sourcing of raw materials, energy, logistics and labor during fiscal 2022 and 2023. While we do not have sales or operations in Russia or Ukraine, it is possible that the conflict or actions taken in response, could adversely affect some of our markets and suppliers, economic and financial markets, costs and availability of energy and materials, or cause further supply chain disruptions. We continue to closely monitor the impact of, and responses to, COVID-19 variants, including government-imposed lockdowns, on demand conditions and our supply chain. We expect that inflationary pressures and supply chain disruptions could continue to be significant across the business throughout our fiscal 2023 year.

Debt and Equity financing

On March 24, 2023, the Company and certain of its subsidiaries entered into an Amendment No. 4 (the “Eclipse Amendment”) to the Loan and Security Agreement dated October 2, 2019 (as amended by Amendment No. 1, dated March 19, 2021, Amendment No. 2, dated January 26, 2022, Amendment No. 3, dated June 1, 2022, and the Eclipse Amendment, (the “Eclipse Agreement”). The Eclipse Amendment, among other things, provided for an aggregate increase of $2.0 million to the Eclipse Lender’s commitment to make revolving loans from time to time under the Eclipse Agreement and increased the maximum amount available under the revolving credit facility provided under the Eclipse Agreement to $14.5 million. The ability to make borrowings and obtain advances of revolving loans under the Eclipse Agreement remains subject to a borrowing base and reserve, and availability blockage requirements.

On October 25, 2022, we entered into an agreement with Avenue Venture Opportunities Fund, L.P (“Avenue”) to extend the interest-only period of our existing senior secure loan facility held with Avenue. The amendment to the original loan agreement, which was executed in January 2022, extends the interest-only period to January of 2024. In exchange for this extension of the interest-only period, we and Avenue agreed to reset the exercise price of the warrants issued in conjunction with the original loan agreement to $8.60, corresponding to the warrant exercise price associated with the Company’s latest equity financing. We expect to conserve cash of approximately $3.0 million related to principal payment in calendar year 2023. (See Note —11 Long-Term Debt and Note 16— Warrants).

On August 11, 2022, we closed on an underwritten public offering (“August 2022 Offering”), of (i) 1,075,290 shares of our common stock and, in lieu of common stock to certain investors, pre-funded warrants (“Pre-Funded Warrants”) to purchase 87,500 shares of our common stock, and (ii) accompanying warrants (the “Common Warrants”)

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to purchase 1,265,547 shares of our common stock. We received gross proceeds of $10.0 million and net proceeds of approximately $9.1 million, after deducting underwriting discounts and commissions and estimated offering expenses.

During the nine months ended March 31, 2023, we issued 699,929 shares of common stock under the ATM Sales Agreement (as defined below) with total gross proceeds of approximately $3.0 million before deducting commissions of 3% and other offering expenses including legal and audit fees.

On January 6, 2023, we effected a 1-for-20 reverse stock split of our common stock. All share and per share amounts in this quarterly report have been adjusted to reflect the effect of the Reverse Stock Split. Aytu’s Board of Directors implemented the reverse stock split with the objective of regaining compliance with the $1.00 minimum bid price requirement of the Nasdaq Capital Market. On January 23, 2023, Nasdaq confirmed we regained compliance with this listing rule.

Aytu’s shares of common stock will continue to trade on the Nasdaq Capital Market under the symbol "AYTU." The new CUSIP number for the Company's common stock post-reverse stock split is 054754858.

A cash payment will be made to each stockholder in lieu of any fractional interest in a share to which each stockholder would otherwise be entitled as a result of the reverse stock split. The reverse stock split reduced the number of shares of outstanding common stock from approximately 68.8 million shares to approximately 3.4 million shares. As a result of the reverse stock split, proportional adjustments were also made to outstanding warrants and options, and to our 2015 equity incentive plan.

RESULTS OF OPERATIONS

Three and nine months ended March 31, 2023 compared to the three and nine months ended March 31, 2022.

	Three Months Ended						Nine Months Ended
	March 31,						March 31,
	2023		2022		Change		2023		2022		Change
	(In thousands)
Product revenue, net	$	22,733	$	24,199	$	(1,466)	$	76,667	$	69,221	$	7,446
Cost of sales		9,990		11,513		(1,523)		28,599		31,780		(3,181)
Gross profit		12,743		12,686		57		48,068		37,441		10,627
Operating expenses
Research and development		856		3,282		(2,426)		3,630		9,409		(5,779)
Advertising and direct marketing		5,025		5,116		(91)		14,072		14,646		(574)
Other selling and marketing		7,779		4,627		3,152		19,394		14,054		5,340
General and administrative		7,177		7,616		(439)		22,517		23,785		(1,268)
Impairment expense		—		45,196		(45,196)		2,600		64,649		(62,049)
Gain from contingent consideration		(734)		(1,234)		500		(504)		(682)		178
Amortization of intangible assets		1,198		1,504		(306)		3,593		4,546		(953)
Total operating expenses		21,301		66,107		(44,806)		65,302		130,407		(65,105)
Loss from operations		(8,558)		(53,421)		44,863		(17,234)		(92,966)		75,732
Other income (expense)
Other (expense) income, net		(1,215)		(32)		(1,183)		(3,527)		4		(3,531)
Gain on extinguishment of debt		—		169		(169)		—		169		(169)
Gain (loss) on derivative warrant liabilities		2,573		(7)		2,580		6,167		(7)		6,174
Total other income (expense)		1,358		130		1,228		2,640		166		2,474
Loss before income tax		(7,200)		(53,291)		46,091		(14,594)		(92,800)		78,206
Income tax benefit		—		—		—		—		(110)		110
Net loss	$	(7,200)	$	(53,291)	$	46,091	$	(14,594)	$	(92,690)	$	78,096

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Product revenue, net

In the three and nine months ended March 31, 2023, net product revenue decreased by $1.5 million, or 6%, and increased by $7.4 million, or 11%, compared to the three and nine months ended March 31, 2022, respectively. The decrease during the three months ended March 31, 2023 was primarily due to the resetting of patient deductibles at the beginning of calendar year 2023, changes in Rx Segment payer mix, and the Consumer Health Segment transitioning from direct mail to e-commerce, reducing operating losses. The increase during the nine months ended March 31, 2023 was primarily driven by product growth of our Pediatric Portfolio and ADHD Portfolio. These increases were partially offset by a modest decrease in Consumer Health products due to a change of focus on e-commerce, and supply chain issues.

Gross margins

In the three and nine months ended March 31, 2023, gross profit increased by 0%, and 28%, compared to the three and nine months ended March 31, 2022, respectively. The increase during the nine months ended March 31, 2023 was primarily driven by net revenue increases as described above. Gross margin percentage was 56% and 63% for the three and nine months ended March 31, 2023, compared to 52% and 54% for the same periods ended March 31, 2022. The improvements were primarily due to higher net revenues and cost saving efficiencies in the Pediatric Portfolio. Gross margin improvements in the ADHD Portfolio were due to efficiencies in production related to higher demand for products.

Research and development

In the three and nine months ended March 31, 2023, research and development expense decreased by $2.4 million, or 74%, and $5.8 million, or 61%, compared to the same periods ended March 31, 2022. Our research and development costs were primarily associated with AR101 and to a lesser extent, the development of Healight and support for our commercialized products. In October 2022, we announced the suspension of the development of AR101 and Healight to focus on our commercial operations. As a result, research and development spending significantly declined. We expect our research and development expenses to decrease from current levels as a result of our focus on commercial operations.

Advertising and direct marketing

In the three and nine months ended March 31, 2023, advertising and direct marketing expense was consistent with the three and nine months ended March 31, 2022. Advertising and direct marketing expense include direct-to-consumer marketing, advertising, sales, and customer support and processing fees related to our Consumer Health segment. Advertising and direct marketing can fluctuate materially between periods based on the timing of marketing campaigns.

Other selling and marketing

In the three and nine months ended March 31, 2023, other selling and marketing expense increased by $3.2 million, or 68%, and $5.3 million, or 38%, compared to the same periods ended March 31, 2022. The increases were primarily driven by commission expense based on subscriptions generated by our sale force and commercial marketing program fees.

General and administrative

In the nine months ended March 31, 2023, general and administrative expense decreased by $1.3 million, or 5% compared to the same period ended March 31, 2022. The decrease is primarily a result of ongoing cost-cutting initiatives associated with our acquisition of Neos.

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Gain or loss from contingent consideration

We fair value our acquisition-related contingent consideration based on our projected results, any changes are reflected through income or expense.

Impairment expense

Due to increased focus on our commercial efforts, we ceased active development of our NT0502 product candidate. As a result, we are returning the intellectual property and terminating the Exclusive License Agreement with NeuRx entered into in October 2018. In the nine months ended March 31, 2023, we incurred an impairment charge of $2.6 million related to these decisions.

In the three months ended March 31, 2022, we recognized total impairment expense of $45.2 million, consisting of (i) $37.7 million in goodwill impairment, (ii) $4.9 million intangible assets write-down, (iii) $2.0 million inventory write-down, (iv) $0.4 million other assets write-down and (v) $0.2 million property and equipment write-down. In the nine months ended March 31, 2022, we recognized total impairment expense of $64.6 million, consisting of (i) $57.2 million in goodwill impairment, (ii) $4.9 million intangible assets write-down, (iii) $2.0 million inventory write-down, (iv) $0.4 million other assets write-down and (v) $0.2 million property and equipment write-down. The impairment expense related to write-down of assets was due to the discontinuation of commercializing certain products in our BioPharma Segment. See Note 7 – Goodwill and Other Intangible Assets in the accompanying unaudited consolidated financial statements for further information.

Amortization of intangible assets

In the three and nine months ended March 31, 2023, amortization expense of intangible assets, excluding amounts included in cost of sales, decreased by $0.3 million, or 20%, and $1.0 million, or 21%, compared to the same periods ended March 31, 2022. The decreases were primarily related to the smaller intangible asset base due to the impairments of certain intangible assets during the fiscal 2022 year.

Unrealized gain or loss from derivative warrant liabilities

We calculate the fair value of derivative warrant liabilities using either the Black-Scholes option model or the Monte Carlo simulation model and are revalued at each reporting period, changes are reflected through income or expense.

Other (expense) income, net

In the three and nine months ended March 31, 2023, other (expense) income, net, increased by $1.2 million and $3.5 million, compared to the same periods ended March 31, 2022. Other (expense) income, net, includes interest expense, accretion from fixed payment arrangements, and other income. In the three months ended March 31, 2022, we received payments related to the divestiture of Natesto, which was recorded as other income. In the three months ended March 31, 2023, we did not receive such payments.

Liquidity and Capital Resources

Sources of Liquidity

We have obligations related to our loan agreements, contingent consideration related to our acquisitions, milestone payments for licensed products and manufacturing purchase commitments.

We finance our operations through a combination of sales of our common stock and warrants, borrowings under our line of credit facility and cash generated from operations.

Shelf Registrations

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On September 28, 2021, we filed a shelf registration statement on Form S-3, which was declared effective by the SEC on October 7, 2021. This shelf registration statement covered the offering, issuance and sale by the Company of up to an aggregate of $100.0 million of its common stock, preferred stock, debt securities, warrants, rights and units (the “2021 Shelf”). As of March 31, 2023, approximately $82.4 million remains available under the 2021 Shelf. This availability is subject to SEC 1.B.6 1limitations of Form S-3.

On June 8, 2020, we filed a shelf registration statement on Form S-3, which was declared effective by the SEC on June 17, 2020. This shelf registration statement covered the offering, issuance and sale by the Company of up to an aggregate of $100.0 million of its common stock, preferred stock, debt securities, warrants, rights and units (the “2020 Shelf”). As of March 31, 2023, approximately $40.4 million remains available under the 2020 Shelf. This availability is subject to SEC 1.B.6 1limitations of Form S-3.

On June 4, 2021, we entered into a sales agreement with a sales agent, to provide for the offering, issuance and sale by us of up to $30.0 million of our common stock from time to time in “at-the-market” offerings under the 2020 Shelf (the “ATM Sales Agreement”). During the nine months ended March 31, 2023, we issued 699,929 shares of common stock under the ATM Sales Agreement, with total net proceeds of approximately $2.9 million. As of March 31, 2023, we had approximately $2.0 million of capacity under the ATM Sales Agreement due to baby self-limitations. As our market capitalization increases, these limitations will be adjusted and we will be able to issue additional ATM sales.

Underwriting Agreements

On August 11, 2022, we closed on an underwritten public offering (“August 2022 Offering”), of (i) 1,075,290 shares of our common stock and, in lieu of common stock to certain investors, pre-funded warrants (“Pre-Funded Warrants”) to purchase 87,500 shares of our common stock, and (ii) accompanying warrants (the “Common Warrants”) to purchase 1,265,547 shares of our common stock. We received gross proceeds of $10.0 million and net proceeds of approximately $9.1 million, after deducting underwriting discounts and commissions and estimated offering expenses.

Eclipse Loan Agreement

The Eclipse Loan Agreement, as amended, provides us with up to $14.5 million in Revolving Loans, of which up to $2.5 million may be available for short-term swingline loans, against 85% of eligible accounts receivable. The Revolving Loans bore interest at LIBOR, plus 4.50% through April 2022. Beginning in May 2022 through maturity, the Revolving Loans bear interest at the Secured Overnight Financing Rate (“SOFR”) plus 4.50%. In addition, we are required to pay an unused line fee of 0.50% of the average unused portion of the maximum Revolving Loans amount during the immediately preceding month. Interest is payable monthly in arrears. The maturity date under the Eclipse Loan Agreement, as amended, is January 26, 2025.

Cash Flows

The following table shows cash flows for the nine months ended March 31, 2023, and 2022:

	Nine Months Ended March 31,				Increase
	2023		2022		(Decrease)
	(In thousands)
Net cash used in operating activities	$	(14,494)	$	(21,728)	$	(7,234)
Net cash provided by (used in) investing activities	$	38	$	(3,207)	$	(3,245)
Net cash provided by financing activities	$	14,275	$	2,647	$	11,628

Net Cash Used in Operating Activities

Net cash used in operating activities during these periods primarily reflected our net losses, partially offset by changes in working capital and non-cash charges including impairment, stock-based compensation expense, gain or loss on derivative warrant liabilities, depreciation, amortization and accretion, and other charges.

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During the nine months ended March 31, 2023, net cash used in operating activities totaled $14.6 million. The use of cash was primarily the result of the increase in accounts receivable, inventory, and prepaid expenses, offsetting these increases was an increase in accounts payable and accrued expenses.

During the nine months ended March 31, 2022, net cash used in operating activities totaled $21.7 million. The use of cash was approximately $70.7 million less than the net loss, primarily due to non-cash charges of goodwill and long-lived asset impairment, depreciation, amortization and accretion, stock-based compensation, inventory write-down and loss from change in fair values of contingent consideration. These non-cash charges were partially offset by non-cash credits of amortization of debt premium, and gain from change in fair values of contingent value rights. In addition, our use of cash decreased due to changes in working capital, including decreases in accounts receivable and prepaid expense and other current assets, increase in accrued liabilities, offset by a decrease in accounts payable.

Net Cash Provided by (Used in) Investing Activities

Net cash flows provided by investing activities were nominal in the nine months ended March 31, 2023.

Net cash used in investing activities of $3.2 million during the nine months ended March 31, 2022 was primarily due to $3.1 million payment of contingent consideration to Tris.

Net Cash Provided by Financing Activities

Net cash provided by financing activities of $14.4 million during the nine months ended March 31, 2023, was primarily from $9.1 million of proceeds from our August 2022 equity raise, $6.6 million of additional net borrowing made under our short-term line of credit, and $2.9 million net proceeds from our sales under the ATM Sales Agreement; partially offset by fixed payment arrangements totaling $4.1 million and stock issuance costs of $1.0 million.

Net cash provided by financing activities of $2.6 million during the nine months ended March 31,2022 was primarily from $15.0 million proceeds from long-term debt and $11.9 million net proceeds from issuance of our common stock, partially offset by $16.1 million full repayment of long-term debt, $4.5 million net reduction in our revolving loan, $3.2 million in payments of fixed payment arrangements, and $0.4 million payment of debt issuance costs.

Contractual Obligations, Commitments and Contingencies

As a result of our acquisitions and licensing agreements, we are contractually and contingently obliged to pay, when due, various fixed and contingent milestone payments. See Note 13 – Commitments and Contingencies in the accompanying condensed consolidated financial statements for further information.

On May 12, 2022, we entered into an agreement with Tris Pharma Inc. (“Tris”) to terminate the License, Development, Manufacturing and Supply Agreement dated November 2, 2018 (the “License Agreement”). Pursuant to such termination, we agreed to pay Tris a total of $6 million to $9 million, which reduced our total liability for minimum payments by approximately $8 million from the original License Agreement. As of March 31, 2023, the balance was $6.4 million on the condensed consolidated balance sheet. Pursuant to the settlement agreement, if the Company does not make timely payments, it is required to pay interest on any outstanding balances at a rate equal to the greater of (i) 2.5% per month and (ii) the maximum interest rate permitted by applicable law.

Upon closing of the acquisition of a line of prescription pediatric products from Cerecor, Inc. in October 2019, we assumed payment obligations that require us to make fixed and product milestone payments based driven on sales. As of March 31, 2023, up to $4.2 million of fixed and product milestone payments based on net sales remain.

In connection with the February 2020 acquisition of Innovus Pharmaceuticals, Inc. (“Innovus”), all of Innovus’ shares were converted to our common stock and CVRs, which represents contingent additional consideration of up to $16.0 million payable to satisfy future performance milestones. As of March 31, 2023, up to $5.0 million of potential CVR milestone payments remain.

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In connection with our acquisition of the assets from Rumpus VEDS, LLC, Rumpus Therapeutics, LLC, Rumpus Vascular, LLC (collectively, “Rumpus”), upon satisfaction of milestones, we may be required to pay up to $67.5 million in regulatory and commercial-based earn-out payments to Rumpus. Under the licensing agreement with Denovo Biopharma LLC (“Denovo”), we made a payment of $0.6 million for a license fee in April 2022. In addition, upon the achievement of regulatory and commercial milestones, we may be required to pay up to $101.7 million. Under the licensing agreement with Johns Hopkins University (“JHU”), upon achievement of regulatory and commercial milestone, we may be required to pay up to $1.6 million to JHU. In fiscal 2022, two milestones payable to Rumpus were achieved totaling $4.0 million, which were paid in 109,447 shares of common stock and $2.6 million in cash. The Company also assumed the responsibility for royalties of 3.0% of net product sales, with a minimum of $20,000 per year, and upon the achievement of certain regulatory and commercial milestones, up to $1.6 million.

Critical Accounting Estimates

The preparation of financial statements in conformity with GAAP affect the amounts and disclosures in the financial statements and accompanying notes. Actual results could differ from those estimates. There have been no material changes to our Critical Accounting Policies and Estimates disclosed in our Annual Report on Form 10-K for the year ended June 30, 2022.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide information under this item.

Item 4. Controls and Procedures.

As required by Rules 13a-15 and 15d-15 under the Exchange Act, our Chief Executive Officer and Chief Financial Officer carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2023. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were not effective, due to the material weakness in our internal control over financial reporting related to the Company’s accounting for complex financial instruments, specifically, with regards to warrants. As a result, we performed additional analysis as deemed necessary to ensure that our financial statements were prepared in accordance with U.S. generally accepted accounting principles. Accordingly, management believes that the financial statements included in this Amendment present fairly in all material respects our financial position, results of operations and cash flows for the period presented.

Changes in Internal Control over Financial Reporting

Previous Disclosure of Material Weakness in Internal Controls Over Financial Reporting

As disclosed in our September 30, 2022 Form 10Q/A, we identified a material weakness in controls over the accounting for complex warrant issuances and the classification of these issued warrants. This material weakness resulted in the failure to prevent material adjustments in accounting for the warrants as equity classification when the warrants should have been classified as liabilities and marked to market each reporting period. While we have processes to properly identify and evaluate the appropriate accounting technical pronouncements, other literature, and consultation with third-party experts, we did not classify the warrants correctly.

Remediation Plan

Our Audit Committee is conducting an internal investigation to identify and determine a plan to remediate the material weakness described above and to enhance our overall control environment. We will not consider the material weakness remediated until our enhanced control is operational for a sufficient period of time and tested, enabling management to conclude that the enhanced controls are operating effectively. Our remediation plan includes the implementation of controls over the process of reviewing significant and complex contracts and agreements.

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Changes in Internal Control Over Financial Reporting

Except for the material weakness noted above, there have been no changes in the Company’s internal control over financial reporting that occurred during the three months ended March 31, 2023 that have material effect, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings.

Aponowicz and Paguia Class-Action Securities Litigations. A putative class action was filed on February 9, 2022 in the Delaware Chancery Court by Rafal Aponowicz derivatively and on behalf of all Aytu stockholders, challenging the grant in 2021 of certain stock option awards to directors and officers. The stockholder contends those awards were in amounts exceeding the shares available under the Company’s 2015 equity incentive plan and that the directors therefore breached their fiduciary duties and breached a purported contract between them and stockholders. The Complaint seeks rescission of the awards, unspecified damages to stockholders as a result of the awards, and attorneys’ fees. A second such action was filed by Paul John M. Paguia on March 7, 2022; Mr. Paguia asserts the same claims and seeks the same relief. The parties have agreed to settle these matters for various corporate governance modifications and the payment of plaintiffs’ attorneys’ fees. The settlement was approved by the Court of Chancery of the State of Delaware in March 2023. As of March 31, 2023, the Company had $0.4 million accrued for finalized settled plaintiff attorney fees.

Witmer Class-Action Securities Litigation. A shareholder derivative suit was filed on September 12, 2022 in the Delaware Chancery Court by Paul Witmer, derivatively and on behalf of all Aytu stockholders, against Armistice Capital, LLC, Armistice Capital Master Fund, Ltd., Steve Boyd (Armistice’s Chief Investment Officer and Managing Partner, and a former director of Aytu), and certain other current and former directors of Aytu, Joshua Disbrow, Gary Cantrell, John Donofrio, Jr., Michael Macaluso, Carl Dockery and Ketan B. Mehta. Plaintiff amended the complaint on April 5, 2023. The Amended Complaint drops Mr. Macaluso as a defendant and alleges that (i) Armistice facilitated the sale of assets of Cerecor in 2019 and Innovus in 2020 to Aytu in exchange for convertible securities which it subsequently converted and sold at a profit on the open market; (ii) the Armistice defendants breached their fiduciary duties, were unjustly enrichment and wasted corporate assets in connection with these acquisitions; (iii) the Armistice defendants breached their fiduciary duties by engaging in as insider trading; and (iv) the other directors breached their fiduciary duties, and aided and abetted the Armistice defendants breaches of fiduciary duties, in connection with these acquisitions. The Amended Complaint seeks unspecified damages, equitable relief, restitution, disgorgement of profits, enhanced governance and internal procedures, and attorneys’ fees. While we believe that this lawsuit is without merit and we intend to vigorously defend against it, we are not able to predict at this time whether this proceeding will have a material impact on our financial condition or results of operations.

Sabby Litigation. A complaint was filed on February 22, 2023 in the Supreme Court of the State of New York by Sabby Volatility Warrant Master Fund LTD (“Sabby”) and Walleye Opportunities Master Fund Ltd (“Walleye”), holders of certain warrants to purchase common stock, against the Company. The complaint alleges that the Company improperly adjusted the exercise price of the warrants and miscalculated the number of shares the warrantholders may receive, and that the Company failed to provide prompt notice to the warrantholders of such adjustment. The complaint seeks a declaratory judgment of the warrant share calculation, that 575,000 warrant shares be due to Sabby on exercise of its warrants rather than 312,908 shares, and that 100,000 warrant shares be due to Walleye on exercise of its warrants rather than 54,146 shares. While we believe that this lawsuit is without merit and we intend to vigorously defend against it, we are not able to predict at this time whether this proceeding will have a material impact on our financial condition or results of operations.

Stein Litigation. Cielo Stein (“Stein”), a former territory manager, filed a complaint on February 1, 2023 in Jefferson County Circuit Court in Kentucky against the Company and its wholly-owned subsidiary Neos Therapeutics. The complaint alleges that Aytu retaliated against Stein in violation of the Kentucky Civil Rights Act after she opposed what she contends was unwelcome behavior by her supervisor. The complaint also alleges that the Company’s response to Stein’s subsequent complaint to human resources was inadequate. The complaint seeks an award of unspecified compensatory damages, emotional-distress damages, and attorneys’ fees and costs. The Company removed the lawsuit to the United States District Court for the Western District of Kentucky and filed a motion to dismiss the complaint, which is pending. Due to the early stage of litigation, we are not able to predict at this time whether this proceeding will have a material impact on our financial condition or results of operations, and intend to vigorously defend this case in the event it is not dismissed.

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Item 1A. Risk Factors.

Our business faces significant risks and uncertainties. Certain important factors may have a material adverse effect on our business prospects, financial condition, and results of operations, and you should carefully consider them. There have not been any material changes to our risk factors from those reported in our fiscal year 2022 Annual Report on Form 10-K filed on September 27, 2022.

Item 2. Unregistered Sales of Securities and Use of Proceeds.

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not Applicable.

Item 5. Other Information.

None

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Item 6. Exhibits.

Exhibit No.	Description	Registrant’s Form	Date Filed	Exhibit Number	Filed Herewith
3.1	Certificate of Amendment to the Certificate of Incorporation of Aytu BioPharma, Inc.	8-K	01/05/2023	3.1
10.1	Amendment No. 4 to Loan and Security Agreement by and among Neos Therapeutics, Inc., Neos Therapeutics Brands, LLC, Neos Therapeutics, LP, Neos Therapeutics Commercial, LLC, PharmaFab Texas, LLC, Aytu Therapeutics, LLC, Innovus Pharmaceuticals, Inc., Semprae Laboratories, Inc., Novalere, Inc., Delta Prime Savings Club, Inc. and Eclipse Business Capital LLC, dated March 24, 2023.				X
10.2	Second Amendment to Loan Documents by and among Avenue Capital Management II L.P., certain lenders and Aytu BioPharma, Inc., dated March 24, 2023.				X
10.3#&	Settlement and Termination of License Agreement between the Registrant and TRIS Pharma, Inc., dated May 12, 2022..				X
31.1	Certificate of the Chief Executive Officer of Aytu BioPharma, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.				X
31.2	Certificate of the Chief Financial Officer of Aytu BioPharma, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.				X
32.1	Certificate of the Chief Executive Officer and the Chief Financial Officer of Aytu BioPharma, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.				X
101	XBRL (extensible Business Reporting Language). The following materials from Aytu BioPharma, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 formatted in Inline XBRL: (i) the Consolidated Balance Sheet, (ii) the Consolidated Statement of Operations, (iii) the Consolidated Statement of Stockholders’ Equity (Deficit), (iv) the Consolidated Statement of Cash Flows, and (v) the Consolidated Notes to the Financial Statements.				X
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101.				X

# The company has requested confidential treatment of certain portions of this agreement. These portions have been omitted and filed separately with the Securities and Exchange Commission pursuant to a confidential treatment request.

& Pursuant to Item 601(b)(10) of Regulation S-K, portions of this exhibit (indicated by asterisks) have been omitted as the registrant has determined that (1) the omitted information is not material and (2) the omitted information would likely cause competitive harm to the registrant if publicly disclosed.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	AYTU BIOPHARMA, INC.
Date:  May 11, 2023	By:	/s/ Joshua R. Disbrow
		Joshua R. Disbrow
		Chief Executive Officer

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EX-10.1

Exhibit 10.1

AMENDMENT NO. 4 TO

LOAN AND SECURITY AGREEMENT

This AMENDMENT NO. 4 TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is dated as of March 24, 2023 (the “Amendment No. 4 Closing Date”) by and among NEOS THERAPEUTICS, INC., a Delaware corporation (“Company”), NEOS THERAPEUTICS BRANDS, LLC, a Delaware limited liability company (“NT Brands”), NEOS THERAPEUTICS, LP, a Texas limited partnership (“NT LP”; together with Company and NT Brands, each, a “Borrower” and collectively, the “Borrowers”), each other Loan Party Obligor party hereto, the Lenders party hereto, and ECLIPSE BUSINESS CAPITAL LLC (f/k/a ENCINA BUSINESS CREDIT, LLC), as agent for the Lenders (in such capacity, “Agent”).

W I T N E S S E T H:

WHEREAS, Borrowers, the other Loan Party Obligors, Agent and Lenders are parties to that certain Loan and Security Agreement dated as of October 2, 2019 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Loan Agreement”; capitalized terms not otherwise defined herein have the definitions provided therefore in the Loan Agreement);

WHEREAS, Borrowers have requested that Agent and Lenders amend the Loan Agreement in certain respects; and

WHEREAS, Agent and Lenders are willing to amend the Loan Agreement as set forth herein, in each case subject to the terms and conditions set forth herein.

NOW THEREFORE, in consideration of the mutual conditions and agreements set forth in the Loan Agreement, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

1.Amendments to Loan Agreement. Subject to the satisfaction of the conditions set forth in Section 3 below and in reliance on the representations set forth in Section 2 below:

(a)Annex I to the Loan Agreement is hereby amended to amend and restate Section 1(a) thereof in its entirety, with the effect of increasing the “Maximum Revolving Facility Amount” from $12,500,000 to $14,500,000, to read as follows:

(a) Maximum Revolving Facility Amount $14,500,000

2.Representations and Warranties. To induce Agent and Lenders to enter into this Amendment, Borrowers and the other Loan Party Obligors party hereto represent and warrant to Agent and Lenders that:

(a)the execution, delivery and performance of this Amendment has been duly authorized by all requisite action on the part of Borrowers and each such Loan Party Obligor party hereto and thereto, and that this Amendment has been duly executed and delivered by Borrowers and each such Loan Party Obligor signatory hereto;

(b)immediately before and after giving effect to the consummation of the transactions contemplated by this Amendment, each of the representations and warranties set forth in the Loan Agreement and in the other Loan Documents are true and correct in all material respects (without duplication of any materiality provision or qualifier contained therein) as of the date hereof (or, to the extent any representations or warranties are expressly made solely as of an earlier date, such representations and warranties are true and correct in all material respects (without duplication of any materiality provision or qualifier contained therein) as of such earlier date);

(c)immediately before and after giving effect to the consummation of the transactions contemplated by this Amendment, no Default or Event of Default has occurred and is continuing (or would be directly caused thereby); and

(d)this Amendment constitutes the legal, valid and binding obligation of Borrowers and each such Loan Party Obligor party hereto and is enforceable against Borrowers and each such Loan Party Obligor party hereto in accordance with its respective terms, subject to bankruptcy, insolvency and similar laws affecting the enforceability of creditors’ rights generally and to general principles of equity.

3.Conditions to Effectiveness. The effectiveness of this Amendment is subject to the following conditions precedent (unless specifically waived in writing by Agent), each to be in form and substance reasonably satisfactory to Agent:

(a)Agent shall have received a fully executed copy of this Amendment executed by all Borrowers and each other Loan Party Obligor;

(b)Agent shall have received duly authorized and executed copy of a consent and amendment to the Replacement Existing Term Loan Intercreditor Agreement, which shall reflect changes to address the transactions contemplated by this Amendment;

(c)Agent shall have received all fees and other amounts payable on or prior to the closing date of this Amendment, including all attorneys’, consultants’ and other professionals’ fees and expenses incurred by Agent; and

(d)Agent shall have received the Amendment Fee (as defined below), in immediately available funds.

4.Amendment Fee. In addition to, and without in any way limiting, the obligations of Borrowers or any other Loan Party Obligor to pay any fees or other amounts set forth in the Loan Agreement and the other Loan Document, the Borrowers agree to pay to Agent an amendment closing fee in the amount of $10,000 (the “Amendment Fee”), which shall be net settled on the Amendment No. 4 Closing Date and treated as creating original issue discount on

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the Revolving Loan Commitments under Treasury Reg. section 1.1273-2(g)(2) for US federal income tax purposes.

5.Reaffirmation. Each Borrower and each other Loan Party Obligor hereby reaffirms its obligations under each Loan Document to which it is a party, as each may have been amended on or prior to the date hereof (the “Reaffirmed Agreements”). Each Borrower and each other Loan Party Obligor hereby further agrees that each Reaffirmed Agreement to which it is a party shall remain in full force and effect following the execution and delivery of this Amendment and that all references in any of the Reaffirmed Agreements to which it is a party to the “Loan Agreement” shall be deemed to refer to the Loan Agreement, as modified by this Amendment and as amended or modified from time to time hereafter. Except as expressly set forth herein, each of the Reaffirmed Agreements shall remain unmodified and in full force and effect.

6.Cost and Expenses. Borrowers acknowledge that Section 15.7 of the Loan Agreement applies to this Amendment.

7.Severability. If any provision of this Amendment is held invalid or unenforceable, either in its entirety or by virtue of its scope or application to given circumstances, such provision shall thereupon be deemed modified only to the extent necessary to render same valid, or not applicable to given circumstances, or excised from this Amendment, as the situation may require, and this Amendment shall be construed and enforced as if such provision had been included herein as so modified in scope or application, or had not been included herein.

8.References. Any reference to the Loan Agreement contained in any document, instrument or agreement executed in connection with the Loan Agreement shall be deemed to be a reference to the Loan Agreement as modified by this Amendment.

9.Counterparts. This Amendment may be executed in any number of counterparts, all of which shall constitute one and the same agreement. This Amendment may be executed by facsimile, email delivery or electronic signature, each of which shall be an original, with the same effect as if the signatures hereto and thereto were upon the same instrument. Signatures by facsimile, email delivery or electronic signature or other electronic communication to this Amendment or any other Loan Document shall bind the parties to the same extent as would a manually executed counterpart. The words “execution,” “signed,” “signature,” “delivery,” and words of like import in or relating to any document to be signed in connection with this letter agreement and the transactions contemplated hereby shall be deemed to include electronic signatures, deliveries or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature, physical delivery thereof or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act.

10.Release/Covenant Not to Sue. Each Borrower and each other Loan Party Obligor on behalf of itself and its successors, assigns, heirs and other legal representatives, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges the Released Parties of and from any and all liability, including all actual or potential claims, demands or causes

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of action of any kind, nature or description whatsoever, whether arising in law or equity or under contract or tort or under any state or federal law or otherwise, which any Borrower or any Loan Party or any of their successors, assigns or other legal representatives has had, now has or has made claim to have against any of the Released Parties for or by reason of any act, omission, matter, cause or thing whatsoever, including any liability arising from acts or omissions pertaining to the transactions contemplated by this Amendment and the other Loan Documents, whether based on errors of judgment or mistake of law or fact, from the beginning of time to and including the date hereof, whether such claims, demands and causes of action are matured or known or unknown. Notwithstanding any provision in the Loan Agreement to the contrary, this Section shall remain operative even after the Termination Date and shall survive the payment in full of all of the Loans.

11.Ratification. The terms and provisions set forth in this Amendment shall modify and supersede all inconsistent terms and provisions of the Loan Agreement and shall not be deemed to be a consent to the modification or waiver of any other term or condition of the Loan Agreement.

12.Governing Law. THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAW OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS MADE AND TO BE PERFORMED THEREIN WITHOUT REGARD TO CONFLICT OF LAW PRINCIPLES. FURTHER, THE LAW OF THE STATE OF NEW YORK SHALL APPLY TO ALL DISPUTES OR CONTROVERSIES ARISING OUT OF OR CONNECTED TO OR WITH THIS AMENDMENT WITHOUT REGARD TO CONFLICT OF LAW PRINCIPLES.

[Signature Pages Follow]

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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed and delivered by their respective duly authorized officers on the date first written above.

BORROWERS:
NEOS THERAPEUTICS, INC.
By:
Name:	Joshua Disbrow
Title:	Chief Executive Officer
NEOS THERAPEUTICS BRANDS, LLC
By:
Name:	Joshua Disbrow
Title:	Chief Executive Officer
NEOS THERAPEUTICS, LP
By:	PHARMAFAB TEXAS, LLC, its general partner
By:
Name:	Joshua Disbrow
Title:	Chief Executive Officer

Signature Page to Amendment No. 4 to Loan and Security Agreement

LOAN PARTY OBLIGORS:
NEOS THERAPEUTICS COMMERCIAL, LLC
PHARMAFAB TEXAS, LLC
AYTU BIOPHARMA, INC.
INNOVUS PHARMACEUTICALS, INC.
SEMPRAE LABORATORIES, INC.
AYTU THERAPEUTICS LLC
NOVALERE, INC.
SUPPLEMENT HUNT, INC.
DELTA PRIME SAVINGS CLUB, INC.
By:
Name:	Joshua Disbrow
Title:	Chief Executive Officer

Signature Page to Amendment No. 4 to Loan and Security Agreement

AGENT:
ECLIPSE BUSINESS CAPITAL LLC (f/k/a
ENCINA BUSINESS CREDIT, LLC),
as Agent
By:
Name:	Tracy Salyers
Title:	Authorized Signatory
LENDERS:
ECLIPSE BUSINESS CAPITALSPV, LLC (f/k/a
ENCINA BUSINESS CREDIT SPV, LLC), as the
sole Lender
By:
Name:	Tracy Salyers
Title:	Authorized Signatory

Signature Page to Amendment No. 4 to Loan and Security Agreement

EX-10.2

Exhibit 10.2

SECOND AMENDMENT TO LOAN DOCUMENTS

This Second Amendment to Loan Documents (this “Amendment”) is entered into as of March 24, 2023, by and among AVENUE CAPITAL MANAGEMENT II L.P., a Delaware limited partnership, as administrative and collateral agent (in such capacity, “Agent”), the other Lenders party hereto and AYTU BIOPHARMA, INC., a Delaware corporation (together with each other party executing a signature page hereto to as a borrower, individually and collectively, jointly and severally, “Borrower”).

RECITALS

Borrower, Agent and Lender are parties to those certain Loan Documents, dated as of January 26, 2022, including the Loan and Security Agreement (as amended from time to time, the “Agreement”). The parties desire to amend the Agreement in accordance with the terms of this Amendment.

NOW, THEREFORE, the parties agree as follows:

1.The following terms and their respective definitions hereby are amended and restated in their entirety in Article 11 of the Agreement as follows:

“AR Facility” means that certain credit facility provided pursuant to that certain Loan and Security Agreement dated as of October 2, 2019, by and among Neos Therapeutics, Inc. and the other borrowers party thereto from time to time, Eclipse Business Capital LLC (f/k/a Encina Business Credit, LLC), as agent, and the lenders party thereto from time to time (as amended, restated, refinanced, supplemented or otherwise modified from time to time, the “AR Credit Agreement”) provided that (i) the Indebtedness and other obligations evidenced thereby does not at any time exceed Fourteen Million Five Hundred Dollars ($14,500,000.00) inclusive of the Excess Availability (as defined therein) provided such Excess Availability shall not be less than Two Million Five Hundred Thousand Dollars ($2,500,000.00); (ii) at no time shall the principal amount of Indebtedness thereunder exceed Twelve Million Dollars ($12,000,000.00); and (iii) the same is subject to the Intercreditor Agreement.

2.No course of dealing on the part of Lender, nor any failure or delay in the exercise of any right by Lender, shall operate as a waiver thereof, and any single or partial exercise of any such right shall not preclude any later exercise of any such right. Lender’s failure at any time to require strict performance by Borrower of any provision shall not affect any right of Lender thereafter to demand strict compliance and performance. Any suspension or waiver of a right must be in writing signed by an officer of Lender.

3.Unless otherwise defined, all initially capitalized terms in this Amendment shall be as defined in the Agreement, as amended hereby. The Loan Documents, as amended hereby, shall be and remain in full force and effect in accordance with their respective terms and are hereby ratified and confirmed in all respects. The terms and provisions set forth in this Amendment shall modify and supersede all inconsistent terms of the Loan Documents. Except as expressly set forth herein, the execution, delivery, and performance of this Amendment shall not operate as a waiver of, or as an amendment of, any right, power, or remedy of Lender under the Loan Documents, as in effect prior to the date hereof.

4.Borrower hereby represents that Borrower has the power and due authority to execute and deliver this Amendment and to perform its obligations under the Loan Documents, as amended by this Amendment and the organizational documents of Borrower delivered to Lender on the Closing Date, and updated pursuant to subsequent deliveries by the Borrower to the Lender, if any, remain true, accurate and complete and have not otherwise been amended, supplemented or restated and are and continue to be in full force and effect.

5.As a condition to the effectiveness of this Amendment, Lender shall have received, in form and substance reasonably satisfactory to Lender, the following:

(a)this Amendment, duly executed by Borrower;

(b)an amendment fee in the amount of Fifty Thousand Dollars ($50,000.00), which may be debited from the Borrower’s Primary Operating Account; and

(c)all reasonable and documented, out-of-pocket Lender legal expenses incurred through the date of this Amendment, which Borrower shall remit via wire transfer on the date of execution of this Amendment per the instructions set forth on Annex A hereto.

6.This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument. This Amendment may be executed by electronic signatures. Delivery of an executed signature page to this Amendment by facsimile or other electronic mail transmission (including pdf or any electronic signature complying with the U.S. federal ESIGN Act of 2000, e.g., www.docusign.com) shall be effective as delivery of a manually executed counterpart hereof. The words “execution”, “signed”, “signature” and words of like import herein shall be deemed to include electronic signatures or the keeping of records in electronic form, each of which shall be of the same legal effect, validity and enforceability as a manually executed signature or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including, without limitation, any state law based on the Uniform Electronic Transactions Act.

7.The terms of Section 9.11 and Section 9.12 of the Agreement are incorporated herein by reference, mutatis mutandis, and the parties hereto agree to such terms.

[Remainder of page intentionally left blank]

IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above written.

BORROWER:
Aytu BioPharma, Inc.
By:
Name:	Joshua Disbrow
Title:	Chief Executive Officer
Aytu Therapeutics, LLC
By:
Name:	Joshua Disbrow
Title:	Chief Executive Officer
Innovus Pharmaceuticals, Inc.
By:
Name:	Joshua Disbrow
Title:	Chief Executive Officer
Semprae Laboratories, Inc.
By:
Name:	Joshua Disbrow
Title:	Chief Executive Officer
Novalere, Inc.
By:
Name:	Joshua Disbrow
Title:	Chief Executive Officer
Supplement Hunt, Inc.
By:
Name:	Joshua Disbrow
Title:	Chief Executive Officer
Delta Prime Savings Club, Inc.
By:
Name:	Joshua Disbrow
Title:	Chief Executive Officer
Neos Therapeutics, Inc.
By:
Name:	Joshua Disbrow
Title:	Chief Executive Officer

	Neos Therapeutics, LP
	By:
	Name:	Joshua Disbrow
	Title:	Chief Executive Officer
	Neos Therapeutics Commercial, LLC
	By:
	Name:	Joshua Disbrow
	Title:	Chief Executive Officer
	Neos Therapeutics Brands, LLC
	By:
	Name:	Joshua Disbrow
	Title:	Chief Executive Officer
	PharmaFab Texas, LLC
	By:
	Name:	Joshua Disbrow
	Title:	Chief Executive Officer
Address for Notices (c/o):	373 Inverness Parkway, Suite 206
	Englewood, CO 80012
	Attn: Mark Oki, CFO
	Email:

	AGENT:
	AVENUE CAPITAL MANAGEMENT II, L.P.
	By:	Avenue Capital Management II GenPar, LLC
	Its:	General Partner
	By:
	Name:	Sonia Gardner
	Title:	Member
Address for Notices:	11 West 42nd Street, 9th Floor
	New York, New York 10036
	Attn: Todd Greenbarg, Senior Managing Director
	Email: tgreenbarg@avenuecapital.com
	Phone # 212-878-3523
	LENDERS:
	AVENUE VENTURE OPPORTUNITIES FUND, L.P.
	By:	Avenue Venture Opportunities Partners, LLC
	Its:	General Partner
	By:
	Name:	Sonia Gardner
	Title:	Authorized Signatory
Address for Notices:	11 West 42nd Street, 9th Floor
	New York, New York 10036
	Attn: Todd Greenbarg, Senior Managing Director
	Email: tgreenbarg@avenuecapital.com
	Phone # 212-878-3523
	AVENUE VENTURE OPPORTUNITIES FUND II, L.P.
	By:	Avenue Venture Opportunities Partners II, LLC
	Its:	General Partner
	By:
	Name:	Sonia Gardner
	Title:	Authorized Signatory
Address for Notices:	11 West 42nd Street, 9th Floor
	New York, New York 10036
	Attn: Todd Greenbarg, Senior Managing Director
	Email: tgreenbarg@avenuecapital.com
	Phone # 212-878-3523

[Signature Page to Second Amendment to Loan Documents]

ANNEX A

(Barnes & Thornburg Wire Instructions)

Lender’s legal fees and expenses: [redacted]

Account Name:	[redacted]
Bank Name:	[redacted]
Account Number:	[redacted]
ABA Number:	[redacted]
ABA Number:	[redacted]
SWIFT CODE:	[redacted]
Reference:	[redacted]
Please send remittance information to:	[redacted]

EX-10.3

Exhibit 10.3

CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT,

MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS

THE TYPE THAT THE REGISTRANT TREATS AS

PRIVATE OR CONFIDENTIAL

SETTLEMENT AND TERMINATION OF LICENSE AGREEMENT

This Settlement and Termination of License Agreement (the “Settlement Agreement”) is made as of May 12, 2022 (the “Settlement Effective Date”), by and between Aytu BioPharma, Inc. (formerly known as Aytu BioScience, Inc.), a Delaware corporation, with its principal offices at 373 Inverness Parkway, Suite 206, Englewood, CO (“Aytu”), and TRIS Pharma, Inc., a New Jersey corporation, with a location at 2031 U.S. Highway 130, Monmouth Junction, NJ  08852 (“TRIS”) (collectively, the “Parties”).

Recitals

WHEREAS, the Parties entered into the November 2, 2018 License, Development, Manufacturing and Supply Agreement (the “License Agreement”) by which TRIS granted to Aytu certain rights related to the Tuzistra XR and CCP-08 products (the “Products”) in exchange for specified payments and associated terms;

WHEREAS, since the License Agreement was executed, Aytu maintains that the potential market for the Products has changed dramatically;

[***]

WHEREAS, Aytu contends that the aforementioned unforeseen events excuse its performance under the License Agreement and TRIS disagrees with such contention (the “Dispute”);

WHEREAS, Aytu notified TRIS of the Dispute and invoked Article 14.3 of the License Agreement to commence discussions with TRIS to resolve the Dispute; and

WHEREAS, in order to, among other things, avoid the distraction and expense of litigation, the Parties have agreed, fully and finally, to resolve the Dispute on the terms set forth herein.

NOW THEREFORE, in consideration of the foregoing Recitals, the promises set forth in this Settlement Agreement, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree to the following:

Agreement

1.Certain Definitions and Capitalized Terms.  Capitalized terms used but not defined herein (including in any appendices or schedules) shall have the respective meaning set forth in the License Agreement.  In addition to the terms defined elsewhere in this Settlement Agreement (including in any appendices or schedules), the following terms shall have the following respective meanings:

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(a)“Action” means any audit, hearing, investigation, action, lawsuit, litigation, arbitration or other similar proceeding and any charge, complaint, claim, demand to, from, by or before any governmental authority.

(b)“Ancillary Agreement” means the Domain Names Assignment and any other agreement that the Aytu, TRIS or any of their Affiliates enter into pursuant to this Settlement Agreement or the foregoing.

(c)“Annual Report” means the annual report an NDA holder shall submit each year to FDA in accordance with 21 CFR 314.81 amd 21 CFR 312.33, and in this case, with respect to Tuzistra® XR IND no: 115598 and Tuzistra® NDA no: 207768 dated April 30, 2015.

(d)“Damages” means any loss, damage, injury, award, fine, penalty, Transfer Tax, fee, deficiency, default, settlement amount, assessment, dues, cost, liability, obligation, Encumbrance, lost profits or expense.

(e)“In-Market Aytu Product” means Tuzistra® XR inventory bearing Aytu’s (or any of its Affiliates’) NDC number that has been sold by Aytu or its Affiliates and is in the supply chain with wholesalers, retailers and other Third Parties as of the Settlement Effective Date or thereafter (including Shelf Product (as defined in Section 8(a)) ultimately sold by Aytu or its Affiliates) and includes returns of Product previously sold.

(f)“PADER” means the Periodic Adverse Drug Experience Report (PADER) in accordance with the postmarketing safety reporting requirements of 21 CFR 314.80(c)(2) and 600.80(c)(2).

(g)“Transfer Tax” means any sales, use, stock transfer, value added, real property transfer, real property gains, transfer, stamp, registration, documentary, recording or similar duties or taxes together with any interest thereon, penalties, fines, costs, fees, additions to tax or additional amounts with respect thereto incurred in connection with this Settlement Agreement.

2.Termination of License Agreement. Except for the rights and obligations created by this Settlement Agreement (including, but not limited to, rights and obligations pursuant to the Surviving Provisions (defined in Section 3), effective immediately, the License Agreement shall be terminated in all respects.

3. Surviving Provisions. The Surviving Provisions (as defined below) will survive termination of the License Agreement pursuant to this Settlement Agreement.   Except as set forth in the preceding sentence, none of the terms, conditions or obligations of the License Agreement shall survive termination of the License Agreement pursuant to this Settlement Agreement.  As used herein, “Surviving Provisions” means the following provisions of the License Agreement, together with the provisions of the Quality Agreement and the Safety Data Exchange Agreement to the extent such agreements survive in accordance with Paragraphs 4 and 5 below, respectively:

(a)Section 2.1(d) (which section pertains to TRIS’ right of reference);

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(b)Section 2.1(e) (which section pertains to cooperation to comply with regulatory requirements and Applicable Laws related to the Products);

(c)Section 2.3 (Ownership of Technical Information);

(d)Section 4.10(b) (which section pertains to assignment of AYTU Product Trademark and non-exclusive license with respect to AYTU Non-Product Specific Trademarks);

(e)Section 5.5 (Product Recall), except for Section 5.5(e), and provided that the final decision as to any Recall of any Product sold by Aytu or its Subsidiaries shall be made by TRIS;

(f)Article VI – (Payment of Transfer Price; Royalty; Accounting) with respect to sales and purchases of Products by AYTU during the Term, or if applicable, sales of Product by AYTU pursuant to Section 9.3(e) or 9.3(a)(v) or (vi); provided, however, that Section 6.4 (Royalty Make Whole Payment) shall no longer be applicable;

(g)Article VII (Infringement);

(h)Article (VIII) (Manufacturing Standards and Quality Assurance);

(i)The following sections of Section 9.3 (Effect of Termination or Expiration): Section 9.3(a) (including with respect to Section 9.3(a)(iii) (the transfer of all Regulatory Documentation to TRIS which is hereby requested);  Section 9.3(c); Section 9.3(d), provided that Confidential Information shall not be destroyed unless authorized in writing; and Section 9.3(e).  Notwithstanding the foregoing, in the event of any conflict between the surviving provisions of Section 9.3 and the provisions contained in this Settlement Agreement, the terms and provisions of this Settlement Agreement shall control;

(j)Article X (Confidentiality), provided that (i) the provisions contained in Article X shall also apply, mutatis mutandis, to this Settlement Agreement as if it were the License Agreement.  Notwithstanding Article X of the License Agreement, the Parties agree that any disclosure of the fact that the Parties have entered into this Settlement Agreement shall not constitute a breach of Article X of the License Agreement and factual communications by Tris, its Affiliates or its licensee to the effect that TRIS, or its licensee, rather than Aytu, is a supplier and marketer of Products shall also not constitute a breach of Article X of the License Agreement;

(k)Sections 11.3(i) (which section sets forth Aytu’s requirement to sell Products using National Drug Codes that reflect Aytu as distributor), 11.3(j) (which section sets forth Aytu’s responsibility for price reporting), and 11.3(k) (which section sets forth Aytu’s responsibility for all rebates), shall continue with respect to all sales of Products during the Term or by Aytu after the Term pursuant to Sections 9.3(e) or 9.3(a)(v) or (vi) of the Agreement or the terms and provisions of this Settlement Agreement; and

(l)Sections 11.3(u) and (v) (which section imposes on Aytu certain obligations with respect to the Former Owner under the Asset Sale Agreement).

(m)Article XIII (Indemnification and Insurance).

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4.Quality Agreement. The Quality Agreement entered into between the parties on August 21, 2021, will continue in effect with respect to Product previously delivered by TRIS and any Product delivered, subsequent to the Settlement Effective Date, pursuant to Sections 9.3(e) or 9.3(a)(v) or (vi) of the License Agreement, or the terms and provisions of this Settlement Agreement.

5.Safety Data Exchange Agreement. The Safety Data Exchange Agreement shall continue in full force and effect until completion of the transfer of the NDA for Tuzistra® XR (NDA no: 207768, dated 30 April 2015) from Aytu to TRIS (the date of such completion hereafter referred to as the “Transfer Date”).  On the Transfer Date the Safety Data Exchange Agreement shall be terminated and cancelled and shall be of no force or effect, provided however, that no releases are being provided hereunder with respect to violations of the Safety Data Exchange Agreement prior to the Transfer Date.  The Parties will cooperate to transition pharmacovigilance activities to TRIS, and after the termination of the Safety Data Exchange Agreement, Aytu will continue to provide to TRIS adverse event reports in accordance with the procedures set forth on Schedule 5.1 hereto, and otherwise on a timetable required by law or as otherwise requested by TRIS, and in any event with reasonable advance notice to TRIS before TRIS is required to report same to any Regulatory Authority.

6.Payments.

6.1Settlement Payment.  As consideration to resolve the Dispute, upon execution of this Settlement Agreement, Aytu shall owe to TRIS a fully vested, non-refundable settlement payment of $9.1 million (the “Settlement Payment”), payable by wire transfer of immediately available funds as directed by TRIS. The Settlement Payment shall be paid in the following installments on or before the following respective dates:

[***]

Notwithstanding the foregoing, if Aytu avails itself, or becomes subject to, any case or proceeding under the Bankruptcy Code or any statute of any state relating to insolvency or the protection of creditor rights, then all unpaid installments of the Settlement Payment, together with all interest thereon and related costs and expenses, shall automatically immediately become due and payable to TRIS.

Any amount of the Settlement Payment not paid when due, shall bear interest from the date due until paid at the rate equal to the greater of (1) 2.5% per month and (2) the maximum interest rate permitted by Applicable Law.

Aytu’s obligation to pay the Settlement Payment and the other amounts provided in this Section 6.1 shall not be subject to reduction by setoff or recoupment as a result of any claim Aytu may have against TRIS.

TRIS shall be entitled to reimbursement by Aytu for all costs and expenses, including reasonable attorneys’ fees, incurred in the collection of all or any portion of the Settlement Payment installments not timely paid, and the interest accrued thereon in accordance with this section 6.1.  Such reimbursement shall be paid promptly upon delivery by TRIS of an invoice therefor.

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6.2Certain Other Payments and Reports. The Settlement Payment is in addition to the following payments that are payable with the first installment of the Settlement Payment on [***] (unless otherwise noted):

(a)[***] for raw materials and packaging inventory purchased by TRIS in reliance on Forecasts, unique to the manufacture of the licensed Products, enumerated in Schedule 6.2(a);

(b)Royalties for Product sold prior to the quarter ended March 31, 2022;

(c)Royalties for Product sold (i) after the quarter ended March 31, 2022, and (ii) after the Settlement Effective Date in accordance with Article VI of the License Agreement;

In no event will TRIS be liable for payments for negative Net Sales or return of any royalties for prior periods due to adjustments to accruals and the like or for any other reason.

Aytu shall provide Tris with Product accrual balances for the 2^nd and 3^rd calendar quarter of 2022, and provide to TRIS (and to the extent, and in accordance with the procedures provided in Article VI of the License Agreement, the Former Owner) quarterly royalty reports up to the 2^nd quarter of 2022.  TRIS (and to the extent, and in accordance with the procedures provided in Article VI of the License Agreement, the Former Owner)  shall continue to have audit rights with respect to such reports whether or not any further royalties are payable to TRIS

7.Transferred Assets.  Upon execution of the Settlement Agreement (or a time schedule a set forth in this Settlement Agreement, and without limiting Aytu’s obligations to deliver other items under the Surviving Provisions), Aytu will transfer, assign and convey to Tris, free and clear of all liens, claims, encumbrances and security interests (collectively, ”Encumbrances”), at Aytu’s expense, all right title and interest to and under the following (collectively, the “Transferred Assets”):

(a)Intellectual Property.  The intellectual property set forth on Schedule 7.1(a) (the “Transferred Intellectual Property”);

(b)Permits and Product Registrations.  The permits and the NDAs and INDs set forth on Schedule 7.1(b) in each case for the United States (the “Transferred Registrations”); and

(c)Books and Records.  The books, files, documents and records set forth on Schedule 7.1(c) (the “Transferred Books and Records”).

Notwithstanding anything to the contrary contained in this Settlement Agreement Aytu may retain, at its expense, one archival copy of all Transferred Books and Records and other documents or materials conveyed hereunder, in each case for Aytu’s own records.

8.Retained Liabilities.  For the avoidance of doubt Aytu shall be solely responsible for and discharge the following Liabilities (collectively, “Retained Liabilities”):

(a)Liabilities with respect to Tuzistra® XR inventory in existence at the Settlement Effective Date that is within its control (including inventory held with Third Parties

5

other than Aytu or its Affiliates) as of the Settlement Effective Date or that comes within its control after the Settlement Effective Date but has not yet been sold by Aytu or its Affiliates (“Shelf Product”);

(b)Liabilities, obligations or commitments to the extent relating to or arising out of the Marketing, distribution and sale of Product by Aytu, its Affiliates or licensees, including without limitation: (i) in respect of defects, returns and/or credits, refunds, rebates, chargebacks, patient and co-pay coupons, off-invoice discounts or price-protection commitments; (ii) liabilities with respect to In-Market Aytu Product; and (iii) any liabilities arising under any maintained agreements listed on Schedule 12.10;

(c)Liabilities with respect to the Transferred Assets to the extent arising or related to the period after the Effective Date of the License Agreement and on or prior to the Settlement Effective Date;

(d)Liabilities for defaults of or breaches by Aytu under any permits or Transferred Registrations (or any obligations related thereto) on or prior to the Settlement Effective Date; and

(e)All FDA fees paid in respect of the Products related to any period prior to the Settlement Effective Date.

9.Transition. In addition to those matters set forth in Section 9.3(a) of the License Agreement and otherwise contained in this Settlement Agreement, the Parties will work together in good faith to ensure that any Product-related liabilities, arising from Aytu’s sale of the Products during and after the Term of the License Agreement, including the Retained Liabilities, will remain with Aytu.  In the event of a disagreement around assignment of responsibility of Product-related liabilities, the Parties will negotiate a solution in good faith to determine the appropriate Party’s responsibility for such liability.  For the avoidance of doubt: (i) financial responsibility will be based on NDC number such that the party invoiced shall make the appropriate payment, and thereafter invoice the other party with appropriate documentation based on the other parties liability based on proportion of NDC number; and (ii) returns liability will be allocated by NDC number.

On or before the Settlement Effective Date, the Parties will coordinate and initiate the following transition process:

(a)Aytu will prepare and provide formal notification to FDA of Aytu’s intent to discontinue marketing of the Product and requesting FDA to move the Product to the discontinued section of FDA’s Approved Drug Products with Therapeutic Equivalence Evaluations (commonly known as the “Orange Book”) (the “Discontinuation Notice”).  The Discontinuation Notice should clearly identify the Product and provide a date that not-marketed Product status begins;

(b)After providing the Discontinuation Notice to FDA, Aytu will “cross out” the Product name from the product list included within Attachment B of the May 2, 2022 “Dear Colleague” letter delivered by Center for Drug Evaluation and Research (CDER) to Aytu listing PDUFA fee-eligible products owned by Aytu.  Aytu will return the amended Product list to CDER, indicate that the discontinued Product should not be assessed an annual program fee for FDA fiscal year 2023, and reference the Discontinuation Notice for support;

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(c)TRIS will prepare and provide to FDA the annual CMC update to the Product DMF;

(d)Aytu will prepare and submit the Annual Report and PADER to FDA for Tuzistra® XR; and

(e)After completion of (a)-(d), the Parties will prepare and submit to FDA letters in the form of Exhibit 10.2(a) and 10.4(a) to effect transfer of the Tuzistra® XR NDA and IND from Aytu to TRIS.

10.Asset Transfer Schedule.

10.1On the Settlement Effective Date, Aytu will deliver TRIS each of the following items, duly executed by Aytu:

(a)Intellectual Property Assignments.  A domain names assignment substantially in the form of Exhibit 10.1(a)(1) (the “Domain Names Assignment”).

10.2After the Settlement Effective Date, at a date determined by the Parties, Aytu will deliver TRIS each of the following items, duly executed by Aytu:

(a)Notices Relating to Transferred Approvals. Aytu will deliver a letter in the form of Exhibit 10.2(b) to the FDA for the NDA and IND included in the Transferred Registrations, along with a Form 356h and an XML receipt from the FDA in respect of such letter; and

(b)Books and Records Relating to the Transferred Registrations.  Books and records relating to the NDA included in the Transferred Registrations, as set out in Schedule 7.1(c) (which, for the avoidance of doubt, may be delivered in electronic format).

10.3On the Settlement Effective Date, TRIS will deliver to Aytu each of the following items:

(a)Intellectual Property Assignments.  The Domain Names Assignment duly executed by the TRIS.

10.4     After the Settlement Effective Date, at a date determined by the Parties, TRIS will deliver to Aytu, each of the following items, duly executed by TRIS;

(a)Notices Relating to Transferred Approvals.  TRIS will deliver a letter in the form of Exhibit 10.4(b) to the FDA for the NDA and IND included in the Transferred Registration, along with a Form 356h along with a Form 356h and an XML receipt from the FDA in respect of such letter.

11.Representations and Warranties.

11.1 Mutual Representations and Warranties.  Each Party represents, warrants and covenants to the other Party, as of the Settlement Effective Date, that:

(a)Such Party is a corporation duly organized, validly existing, and in good standing under the Applicable Laws of the jurisdiction of its incorporation and has full corporate power to own its properties and conduct the business presently being conducted by

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it, and is duly qualified to do business in, and is in good standing under, the laws of all states and nations in which its activities or assets require such status, except in any case where the failure to be so qualified and in good standing would not be material.

(b)Such Party has full corporate right, power and authority to perform its obligations pursuant to this Settlement Agreement, and the transactions contemplated hereby have been duly and validly authorized by all necessary corporate action on the part of such Party.  This Settlement Agreement has been duly and validly executed by such Party.  Upon execution and delivery of this Settlement Agreement, it will be the valid and binding obligation of such Party, enforceable in accordance with its terms, subject to equitable principles and applicable bankruptcy, insolvency, reorganization, moratorium and similar laws affecting creditor’s right and remedies generally.

(c)The execution, delivery and performance of this Settlement Agreement does not, and the consummation of the transactions herein contemplated will not, violate any order, judgment or decree binding on such Party or its employees, or result in a breach of any term of the certificate of incorporation or by-laws of such Party or any contract, agreement or other instrument to which such Party or any of its employees is a party or, to such Party's knowledge, violate any law, rule or regulation applicable to such Party, except in each case to an extent not material to such Party's compliance with its obligations under this Settlement Agreement.

(d)No portion of any claim, right, demand, action, or cause of action that such Party may have against the other Party has been assigned, transferred, or otherwise obtained by any Person not a party to this Settlement Agreement in any manner whatsoever.

11.2Aytu’s Representations and Warranties. Aytu represents, warrants and covenants to TRIS, as of the Settlement Effective Date that:

(a)Aytu has good and marketable title to all of the tangible Transferred Assets, such assets will be transferred to TRIS, free and clear of any Encumbrances.

(b)No consent other than (i) notices and filings with the FDA with respect to the assignment of the Transferred Registrations, (ii) notices and filings with the relevant governmental authorities with respect to the assignment of the Transferred Intellectual Property, and (iii) notices and filings with the registrar of any domain names that are included within the Transferred Intellectual Property is necessary to transfer the Transferred Assets to the TRIS.

(c)The data provided to TRIS by Aytu, pursuant to Section 12.13, for inclusion in the Annual Report is (except for such data that was previously provided by or on behalf of TRIS to Aytu) is true, correct and complete.

(d)Aytu has not assigned the License Agreement and there are no outstanding sublicenses with respect thereto.

12.Covenants.

12.1Aytu will refer any inquiries about Product orders or potential orders to TRIS, from and after the Settlement Effective Date (unless Aytu intends to and is permitted hereunder to fulfill such order).

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(a)To the extent Aytu engages in any sales of the Product after April 30, 2022, Aytu will employ normal and customary commercial practices with respect to pricing and distribution of the Product.

12.2At TRIS’ request, Aytu will send a letter to its customers, reasonably acceptable to TRIS, informing such Persons of the transition of Product to TRIS.

12.3Aytu shall promptly (and in any event within thirty (30) days of the Settlement Effective Date), provide to TRIS copies of all contracts entered into by AYTU or its Subsidiaries that are related to the Product and are not multi-product contracts and shall assist TRIS in understanding the nature of any multi product contracts that cover the Products and shall otherwise comply with the provisions of Section 9.3(a)(x) of the License Agreement.

12.4Without limiting the provisions of Section 9.3, Aytu shall provide to TRIS the information regarding its customer’s Medicaid and managed care agreements (i.e., commercial managed care agreements, managed Medicaid agreements and Medicaid agreements) as requested by TRIS to the extent permitted under such agreements.

12.5Transferred Books and Records.  Except as specifically set forth in Section 10 and Schedule 7.1(c) in respect of the delivery of the books and records relating to the NDA included in the Transferred Registrations, promptly and in any event not later than thirty (30) calendar days following the Settlement Effective Date (such date, the “Books and Records Transfer Date”), Aytu will deliver to TRIS copies or originals, at  Aytu’s election, of all other Transferred Books and Records and the IND included in the Transferred Registrations, which delivery may be satisfied by Aytu’s delivery of electronic copies of such Transferred Books and Records through a secure FTP site.  After such Books and Records Transfer Date with respect to particular Transferred Books and Records, upon the reasonable request of TRIS, Aytu will use commercially reasonable efforts to locate and transfer to TRIS original versions of such Transferred Books and Records provided to TRIS as copies, to the extent Aytu has originals of such Transferred Books and Records in its possession.

12.6Cooperation. After the Settlement Effective Date, upon the reasonable request of TRIS, Aytu will use commercially reasonable efforts to execute and deliver any and all further materials, documents and instruments of conveyance, transfer or assignment as may reasonably be requested by TRIS to effect, record or verify the transfer to, and vesting in TRIS of, the Transferred Assets in accordance with the terms of this Settlement Agreement.  Aytu further agrees to provide such additional supporting information and documentation as TRIS may reasonably request in relation to the Transferred Assets.

12.7Records and Documents.  For a period of two (2) years after the Settlement Effective Date, at another Party’s request, each Party will provide such other Party and its Representatives with access to and the right to make copies of those Transferred Books and Records and other relevant books and records that are in the possession or control of such Party and that such Party has the right to disclose and transfer as may be necessary in connection with any Third Party litigation (but not any litigation between Aytu and TRIS), the preparation of financial statements, or the conduct of any audit or investigation by a governmental authority.  If any Party desires to dispose of any of such Transferred Books and Records prior to the expiration of such period, the Party seeking disposal will, prior to such disposition, give the other Party a reasonable opportunity, at such Party’s expense, to segregate and remove such records and documents as such Party may select.

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12.8Transferred Registrations.  Promptly following the Settlement Effective Date, Aytu and TRIS will cooperate in good faith and use commercially reasonable efforts to give all notices to and make all filings with any governmental authority necessary to transfer any Transferred Registrations from Aytu to TRIS effective as of the Settlement Effective Date.

12.9Use of Name; NDC Numbers. TRIS shall have no right to sell or distribute any Product so long as it bears Aytu’s (or any of its Affiliates’) national drug code (“NDC”) number, and if necessary and appropriate, TRIS will establish TRIS’ own NDC number for the Products and promptly notify Aytu in writing of such occurrence.

12.10Administration of In-Market Aytu Product

(a)Aytu shall be responsible for handling, processing, providing and otherwise administering all returns and/or credits, refunds, rebates, chargebacks, patient and co-pay coupons, off-invoice discounts or price-protection commitments (collectively, “Product Administration”) in respect of In-Market Aytu Product.  Aytu shall conduct such Product Administration in accordance with arrangements (including returns policies and any contractual exceptions thereto) in effect at the Settlement Effective Date.  Aytu shall maintain an active co-pay assistance program with respect of any In-Market Aytu Product dispensed through November 30, 2022.

(b)Aytu shall at its own expense (i) ensure all of its inventory of Product in its possession or control on or after the Settlement Effective Date which is not sold pursuant to Section 9.3 of the License Agreement is destroyed in a reasonable period of time and provide evidence of such destruction to TRIS upon TRIS’ request of such destruction, and (ii) ensure any In-Market Aytu Product that is returned to Aytu or its Affiliates is destroyed within a reasonable period of time and provide evidence of such destruction to TRIS upon TRIS’ request of such destruction.

12.11Adverse Event Reporting.  The Parties will and will cause their Affiliates to abide by the terms of Schedule 5.1 after the Settlement Effective Date.

12.12Compliance.  Each Party shall comply, and shall require its Affiliates to comply, with all Applicable Law relative to its obligations hereunder.  Without limitation of the foregoing, each of the Parties will comply with the provisions of the U.S. Physician Payments Sunshine Act (42 U.S.C. § 1320a-7h) and the regulations promulgated thereunder and any other similar local, state, federal, or foreign laws and with all laws regulations relating to drug sampling under the  Prescription Drug Marketing Act (PDMA) of 1987 (P.L. 100-293, 102 Stat. 95) and will provide such information as necessary to the other Party with respect thereto so the other Party may fulfill its obligation.

12.13IND.  Promptly after the Settlement Effective Date the Parties will cooperate to transfer the IND included in the Transferred Registrations to TRIS.

12.14Transfer Taxes.  All Transfer Taxes, if any, incurred in connection with the Settlement Agreement will be paid by Aytu.

13.Indemnification.

13.1Indemnification by Aytu.  Aytu will indemnify and hold harmless TRIS and its Affiliates (the “TRIS Indemnitees”) from and against any and all Damages which any

10

TRIS Indemnitee may incur or suffer to the extent arising out of (a) the breach of, or inaccuracy in, any representation or warranty made by Aytu in this Settlement Agreement or any Ancillary Agreement as of the date such representation or warranty was made or (b) the breach of any covenant or obligation of Aytu contained in this Settlement Agreement or any Ancillary Agreement.

13.2Indemnification by TRIS.  TRIS will indemnify and hold harmless Aytu and its Affiliates (the “Aytu Indemnitees”) from and against any and all Damages which any Aytu Indemnitee may incur or suffer to the extent arising out of (a) the breach of, or inaccuracy in, any representation or warranty made by TRIS in this Settlement Agreement or any Ancillary Agreement as of the date such representation or warranty was made or (b) the breach of any covenant or agreement of TRIS contained in this Settlement Agreement or any Ancillary Agreement.

13.3Other Indemnification Provisions. The indemnification provisions of this Section 13 shall be superseded to the extent related to a Third Party Claim covered by the indemnification provisions of Section 13.1 and Section 13.2 of the License Agreement or other indemnification provisions of the License Agreement.

14.Releases.  Effective upon the receipt by TRIS on its due date of the $1,100,000 payment due May 12, 2022, referenced in Paragraph 6.1 above, the Parties mutually release each other (along with their present and former employees, officers,  subsidiaries and Affiliates and present and former employees, and officers, of such subsidiaries and Affiliates) from and against any and all claims, direct or indirect, fixed or contingent, known or unknown, that relate in any way to the License Agreement or the Dispute; provided, that such release shall not be applicable to breaches of any provision of this Settlement Agreement, or any Ancillary Agreement, or breaches of the Surviving Provisions.

15.Miscellaneous

15.1No Admission of Liability.  This Settlement Agreement does not constitute, and shall not be construed as or deemed to be, an admission of liability or wrongdoing on the part of any of the Parties; each of the Parties expressly denies any liability or wrongdoing.  This Settlement Agreement shall not be admissible in any proceeding as evidence of liability or wrongdoing by any of the Parties as to any claim or action released herein.

15.2Governing Law.  This Settlement Agreement shall be interpreted under the laws of the State of New York without regard to its conflict-of-law principles.

15.3Venue.  Any claim to enforce the terms of this Settlement Agreement, including the Surviving Provisions, shall be brought only in a federal or state court located in New York, and the Parties agree to submit to the exclusive jurisdiction of that court for purposes of the resolution of any such claim. The Parties irrevocably and unconditionally waive any objection to venue in an Action with respect to such claim in such courts and irrevocably waive and agree not to plead or claim in any such court that any such action brought in any such court has been brought in an inconvenient forum.

15.4Joint Drafting.  In the event an ambiguity or question of intent or interpretation arises, this Settlement Agreement shall be construed as if drafted jointly by the Parties, and no presumption or burden of proof shall arise favoring or disfavoring either Party by virtue of the authorship of any provisions of this Settlement Agreement.

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15.5Counterparts.  This Settlement Agreement may be executed in counterparts, each of which shall be deemed an original, but both of which, when taken together, shall constitute one and the same agreement.  Any electronically transmitted signature or photocopy of a signature to the Settlement Agreement shall be deemed an original signature to the Settlement Agreement and shall have the same force and effect as an original signature.

15.6Binding Effect.  The releases and other agreements contained herein shall be binding upon, and inure to the benefit of, the successors, assigns, employees, officers, and directors of each Party.

15.7Entire Agreement.  This Settlement Agreement constitutes the entire agreement of the Parties with respect to the subject matter of this Settlement Agreement, supersedes any prior or contemporaneous oral or written agreements relating to the subject matter of this Settlement Agreement, including the License Agreement, and shall not be amended, modified or otherwise subject to any change without the express written consent of each of the Parties.

15.8Cooperation.  Each Party hereto agrees to execute any and all documents, and to do and perform any and all acts and things, upon request by the other Parties, reasonably necessary or proper to effectuate or further evidence the terms and provisions of this Settlement Agreement.

15.9Notices.  All notices or other communications given pursuant hereto by one Party hereto to the other Party shall be in writing and shall be deemed given (a) when delivered by messenger, (b) when received by the addressee, if sent by express mail, Federal Express or other express delivery service (receipt requested) or (c) three (3) days after being mailed in the U.S., first-class postage prepaid, registered or certified, in each case to the appropriate addresses and telecopy number set forth below (or to such other addresses and telecopy numbers as a Party may designate as to itself by prior advance written notice to the other Party):

Notices for TRIS shall be sent to:

Tris Pharma, Inc.

2031 US Highway 130

Monmouth Junction, NJ 08852

Notices for Aytu shall be sent to:

Aytu Bioscience, Inc.

373 Inverness Parkway, Suite 206

Englewood, Colorado 80112

12

Dated: May 12, 2022 Aytu BioPharma, Inc.By

Josh Disbrow

Chief Executive Officer

Dated: May 12, 2022 TRIS Pharma, Inc.By

Ketan Mehta

Chief Executive Officer

13

SCHEDULES TO ASSET PURCHASE AGREEMENT

Schedule 5.1 Adverse Event Reporting Beginning on the Transfer Date, TRIS assumes responsibilities for processing and reporting all Adverse Drug Experience (ADE) reports, including expedited ADE reports, to the relevant Regulatory Authorities.  In addition, TRIS has obligations for the preparation and submission of periodic adverse experience reports (“PADERs”) to the FDA. As of the Transfer Date, the TRIS will be responsible for evaluation of adverse drug experiences (“ADEs”), signal detection and literature surveillance as well. Data Exchange Procedure On and after the Closing Date, Aytu shall notify TRIS  within one Business Day of first learning of an ADE.  Minimum criteria for reporting include: (1) identifiable reporter; (2) identifiable patient; (3) adverse experience and (4) suspect product. TRIS assumes the responsibility for assessing seriousness and expectedness of the ADE. TRIS will be responsible for any additional follow-up regarding the ADE. However, if Aytu receives additional information regarding the ADE, the information will be forwarded to TRIS as per the above timeframes. TRIS assumes the responsibility for evaluating ADEs to determine the need for a quality investigation. The Parties shall promptly exchange information on any regulatory action or pending action for safety reasons that might result in a regulatory action including, but not limited to, a labeling change and market restriction. TRIS will be responsible for responding to regulatory inquiries for safety information. In addition to ADE exchange, Aytu shall notify TRIS within five (5) Business Days of first learning of any medical information request and/or product complaint relating to Tuzistra® XR. TRIS will provide Aytu with a list of all ADE reports and product complaints it has received in the previous month that are associated with the Product, other than those provided by Aytu within the first ten (10) working days of the following calendar month. Standard Operating Procedures (“SOPs”) and Training

14

Schedule 6.2(a)	Each of TRIS and Aytu will maintain SOPs relating to the handling of ADEs, specifically, with regard to each such Person’s respective responsibilities under this Schedule 5.1.  Personnel handling adverse events will be appropriately trained.
	Tris Inventory Relating to Tuzistra 1oz and 16oz
	Raw Materials and Packaging
	Description	UM	Inventory Qty	Inv $
	Cherry Flavor, Artificial	KG	11.167	[***]
	Ethyl Maltol, NF	KG	13.539	[***]
	Propyl Gallate, NF	KG	48.691	[***]
	PI for Tuzistra XR OS	EA	10981	[***]
	Med Guide Tuzistra XR OS	EA	1139	[***]
	Label 16oz Tuzistra XR Os	EA	18783	[***]
	Shipper CS 13 1/8x10 3/8x3 3/8	EA	1920	[***]
	Partition 13 3/4 x 16 ½	EA	2125	[***]
	Total:			[***]

Schedule 7.1(a)

Transferred Intellectual Property

Domain Names: www.tuzistraxr.com, www.tuzistraer.com, www.tuzistra.com, www.tuzistrad.com and the HTML and other files, content and layout  relating thereto (including, without limitation, all copyrights and licenses of copyrights related thereto), in each case to the extent owned by Aytu or its Affiliates, other than the name and logo of Aytu and the Aytu’s Affiliates and the NDC number associated with the Product contained therein. Marketing and Training Materials:  The content, layout, designs and coloring for all marketing and training materials (including, without limitation, brochures, videos and advertisements) relating to the Products (including, without limitation, all copyrights and licenses of copyrights related thereto) other than the name and logo of Aytu and Aytu’s Affiliates and the NDC number associated with the Product contained therein. Labeling and Packaging Materials:  The content, layout, design and coloring used on the packaging of the Products (including, without limitation, all copyrights and licenses of copyrights related thereto) other than the name and logo of Aytu and Aytu’s Affiliates and the NDC number associated with the Product contained therein.

15

Schedule 7.1(b)	Transferred Registrations Tuzistra® XR IND no: 115598. Tuzistra® NDA no: 207768 dated April 30, 2015.
Schedule 7.1(c)	Transferred Books and Records The Transferred Books and Records shall consist of originals, or where not available, copies, of the following:
	Category	Book or Record relating to the Transferred Assets (to the extent in the possession and control of Aytu or its Affiliates and which Aytu or its Affiliates has the right to disclose and transfer)	Already delivered to Tris	To be delivered before or at Closing	To be delivered post-Closing
	Sales	Health care Provider (“HCP”) Targeting Approach and list of targets
		Sales Force Territories
		Sales Force Call Plan
		Market Basket
		Sales Force Training Materials
		Tuzistra® XR market background and competitor information
		Pharmacy Stocking by chain
		852 inventory on hand by wholesaler for Tuzistra® XR from launch in August 2015, 867 data monthly from September 2017 to date and selected longitudinal 852 data.
		Customer complaints
	Marketing	2021/22 Annual Marketing information
		Market Research materials
		electronic copies of all branded and educational HCP and consumer/patient marketing materials including website content			Native files of content will be delivered
	Regulatory	All incoming and outgoing submissions/communications to/from Aytu and the FDA relating to Tuzistra® XR NDA beginning with the letter of acceptance of the NDA including:			(unless otherwise indicated below)
		a)All supplements and amendment to supplements relating to Tuzistra® XR (CMC, labeling etc. both under review by the FDA and those approved)
		b)Supplement Approval letters
		c)Product Annual Reports
		d)PADERs
		e)ICSRs and 15 Day Report Submissions
		f)Copy of Adverse Event report database
		g)Incoming/outgoing emails and faxes with FDA

16

	h)Telephone Contact Reports
	i)Safety Labeling Change notification letters
	j)FDA chronology of incoming/outgoing correspondence identified (including all correspondence to Office of Prescription Drug Promotion (“OPDP”)
	Copy of any communications with OPDP including any Advisory Comments on proposed promotional pieces
	Scanned copies of signed 2253 forms
	Information on the publishing tool used to send submissions to the FDA
	All Labeling files documenting evolution of labeling changes and date of implementation
	Current artwork files for the package insert and medication guide for Tuzistra® XR
	A copy of Aytu’s transfer submission to FDA for IND 11598 and all submissions and correspondence concerning the IND since that transfer.
Notwithstanding the foregoing, the Transferred Books and Records do not include any books, files, documents, data and records constituting attorney work product, attorney-client communications and other items protected by privilege, financial records (other than Product pricing information submissions required by a governmental authority) or, for the avoidance of doubt, which do not relate to the Transferred Assets; provided that any such books and records that contain information both relating to and not relating to the Transferred Assets shall be delivered but without such unrelated information.

17

Schedule 12.10 - Maintained Agreements

Agreements to be kept until December 31, 2022 or expiry, if earlier (to facilitate administration of returns)

Party	Counter Party	Effective Date	Description
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]
Aytu BioPharma, Inc.	[***]	[***]	[***]

18

Aytu BioPharma, Inc. [***] [***] [***]

19

EXHIBITS

Exhibit 10.1(a)(1)

Domain Names Assignment

DOMAIN NAME ASSIGNMENT

This Domain Name Assignment (this “Domain Name Assignment”) is made effective as of June 13, 2018 by and between by and between Aytu BioPharma, Inc. (formerly known as Aytu BioScience, Inc.), a Delaware corporation, with its principal offices at 373 Inverness Parkway, Suite 206, Englewood, CO (“Assignor”), and TRIS Pharma, Inc., a New Jersey corporation, with a location at 2031 U.S. Highway 130, Monmouth Junction, NJ  08852 (“Assignee”). All capitalized words used in this Domain Name Assignment and not defined herein shall have the meanings ascribed to them in the Asset Sale Agreement (as defined below).

WHEREAS, Assignor and Assignee have entered into that certain Asset Sale Agreement, of even date herewith (the “Asset Sale Agreement”), providing for, among other things, the sale to Assignee by Assignor of all of Assignor’s right, title and interest in the domain names “www.tuzistraxr.com” (currently registered with Freeparking Domain Registrars, Inc., expiring 8--22-2022), “www.tuzistraer.com” (currently registered with Freeparking Domain Registrars, Inc., expiring 8-17-2022), “tuzistra.com” (currently registered with Freeparking Domain Registrars, Inc., expiring 5-2-2024), “tuzistrad.com” (currently registered with Freeparking Domain Registrars, Inc., expiring 8-22-2022) and

WHEREAS, in accordance therewith, Assignor desires to sell, transfer, convey and assign to Assignee, and Assignee desires to accept the transfer and assignment of, all of Assignor’s right, title and interest in, to and under the Domain Names.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged:

Assignor hereby transfers and assigns to Assignee, and Assignee hereby accepts from Assignor, all of Assignor’s right, title and interest in, to and under the Domain Names, including the goodwill appurtenant thereto, including without limitation, the right to renew registrations for the Domain Names, and all rights of Assignor to bring an action, whether at law or in equity, for infringement, misappropriation, or misuse of the Domain Names against any third party, and all rights against any third party to recover damages, to recover income, royalties, profits, and to secure injunctive relief for all past, present, or future infringement, misappropriation, or misuse of the Domain Names.

Assignor shall release and transfer possession and control of the Domain Names to Assignee by initiating the transfer with the current registrar of the Domain Names and performing, following or cooperating with Assignee on all reasonable procedures and actions specified by such registrar. Assignor hereby authorizes such registrar to transfer the ownership and control of the Domain Names to Assignee.

The rights and obligations of the parties will be governed by, and this Domain Name Assignment will be interpreted, construed and enforced in accordance with, the laws of the

20

State of New York, excluding its conflict of laws rules to the extent such rules would apply the law of another jurisdiction.

Each of the parties hereto covenants and agrees to do, execute, acknowledge and deliver, at the reasonable request of the other party hereto, all such further acts, assurances, deeds, assignments, transfers, conveyances and other instruments and papers as may be reasonably required or appropriate to carry out the assignments and assumptions contemplated by this Domain Name Assignment.

Should any part of this Domain Name Assignment for any reason be declared invalid by a court of competent jurisdiction, such decision or determination shall not affect the validity of any remaining portion, and such remaining portion shall remain in force and effect as if this Domain Name Assignment had been executed with the invalid portion eliminated; provided, that in the event of a declaration of invalidity, the provision declared invalid shall not be invalidated in its entirety, but rather shall be observed and performed by the parties to the extent such provision is valid and enforceable.

This Domain Name Assignment is subject to and limited by the terms and provisions of the Asset Sale Agreement, and in the event of any conflict between this Domain Name Assignment and the Asset Sale Agreement, the terms, provisions and limitations of the Asset Sale Agreement shall control. Notwithstanding anything to the contrary in this Domain Name Assignment, nothing herein is intended to, nor shall it, enlarge, modify or otherwise alter the representations, warranties, rights, remedies, covenants and obligations of the parties contained in the Asset Sale Agreement or the survival thereof.

This Domain Name Assignment may be signed in any number of counterparts, including by facsimile copies or by electronic scan copies delivered by email, each of which will be deemed an original, and all of which will constitute one and the same instrument. Delivery of an executed counterpart signature page by facsimile or by electronic scan copies delivered by email is as effective as executing and delivering this Domain Name Assignment in the presence of the other party to this Domain Name Assignment. This Domain Name Assignment is effective upon delivery of one executed counterpart from each party to the other party.

This Domain Name Assignment may not be orally changed, modified or terminated, nor shall any oral waiver of any of its terms be effective. This Domain Name Assignment may be changed, modified or terminated only by an agreement in writing signed by the Assignor and Assignee.

This Domain Name Assignment shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns.

[signature pages follow]

21

[Signature Page to Domain Name Assignment]

IN WITNESS WHEREOF, the Assignor and Assignee have executed this Domain Name Assignment as of the date first written above

Aytu BioPharma, Inc

Name:

Title:

STATE OF ___________________ )

)

COUNTY OF)

On May 12^th, 2022 before me, _____________, a Notary Public in and for such State, personally appeared ________________, personally known to me or provided to me on the basis of satisfactory evidence to be the person who executed within instrument.

WITNESSES my hand and official seal

________________________

Notary Public

My Commission expires on : _________________

22

[Signature Page to Domain Name Assignment]

IN WITNESS WHEREOF, the Assignor and Assignee have executed this Domain Name Assignment as of the date first written above

Tris Pharma, Inc

Name:

Title:

STATE OF ___________________ )

)

COUNTY OF)

On May 12^th, 2022 before me, _____________, a Notary Public in and for such State, personally appeared _________________, personally known to me or provided to me on the basis of satisfactory evidence to be the person who executed within instrument.

WITNESSES my hand and official seal

________________________

Notary Public

My Commission expires on : _________________

23

Exhibit 10.2(a)

FDA Transferred Approval Notices of Aytu

[AYTU LETTERHEAD]

[INSERT FDA ADDRESS]

Reference: NDA 207768, Correspondence, Sequence 0065

Tuzistra® XR (codeine polistirex and chlorpheniramine polistirex) extended release oral suspension

CHANGE IN OWNERSHIP - DELIVERY

Dear [INSERT]:

Reference is made to the New Drug Application 207768 for Tuzistra XR (Codeine Polistirex and Chlorpheniramine Polistirex) Extended Release Oral Suspension, 14.7 mg of codeine and 2.8 mg chlorpheniramine per 5 mL approved on April 30, 2015, owned by Aytu BioPharma, Inc.

Effective [INSERT], all ownership rights to NDA 207768 are transferred from Aytu BioPharma, Inc to Tris Pharma, Inc.

All future correspondence for this NDA should be directed to:

This submission has been prepared in electronic Common Technical Document (eCTD) format in accordance with the following FDA Guidance for Industry: Providing Regulatory Submissions in Electronic Format – Certain Human Pharmaceutical Product Applications and Related Submissions Using the eCTD Specifications (April 2017).  This submission has been transmitted via the Electronic Submissions Gateway.  A description of the electronic submission, including submission size and virus statement, is provided.

If there are any questions concerning this submission, please contact me by telephone, at [INSERT]

Sincerely,

[INSERT NAME AND ADDRESS FOR AYTU RA CONTACT]

24

Exhibit 10.4(a)

FDA Transferred Approval Notices of TRIS

[TRIS LETTERHEAD]

[FDA DELIVERY ADDRESS]

Reference: NDA 207768, Correspondence, Sequence 0065

Tuzistra® XR (codeine polistirex and chlorpheniramine polistirex) extended release oral suspension

CHANGE IN OWNERSHIP - ACCEPTANCE

Dear [INSERT]:

Reference is made to the New Drug Application 207768 for Tuzistra XR (Codeine Polistirex and Chlorpheniramine Polistirex) Extended Release Oral Suspension, 14.7 mg of codeine and 2.8 mg chlorpheniramine per 5 mL approved on April 30, 2015. Reference is also made to the Aytu BioPharma, Inc. transfer of ownership letter, dated [INSERT] (Sequence 0064), transferring ownership and official correspondent of such NDA to Tris Pharma, Inc.

In accordance with 21 CFR 314.72, Tris Pharma, Inc. hereby accepts the change in ownership  which is effective as of [INSERT]. Tris Pharma, Inc. has a complete copy of the application including amendments and records that are required under 21 CFR 314.81 and commits to the agreements, promises and conditions made by the former owner and contained in the application.

The following will be the primary and alternate contacts at Tris Pharma, Inc.:

[INSERT] (alternate contact)

This submission is being supplied in an electronic format.

Please forward any written communications and any questions or comments regarding this application to the undersigned at.

Sincerely,

25

EX-31.1

Exhibit 31.1

AYTU BIOPHARMA, INC.

Certification by Chief Executive Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Joshua R. Disbrow, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Aytu BioPharma, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a—15(e) and 15d—15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a—15(f) and 15d—15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant is made known to us by others within those entities particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies or material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 11, 2023
	By:	/s/ Joshua R. Disbrow
		Joshua R. Disbrow
		Chief Executive Officer (Principal Executive Officer)

EX-31.2

Exhibit 31.2

AYTU BIOPHARMA, INC.

Certification by Chief Financial Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Mark Oki, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Aytu BioPharma, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a—15(e) and 15d—15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a—15(f) and 15d—15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant is made known to us by others within those entities particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies or material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 11, 2023
	By:	/s/ Mark Oki
		Mark Oki
		Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER

PURSUANT TO

18 U.S. C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I Joshua R. Disbrow, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002, that, to my knowledge, the Quarterly Report on Form 10‑Q of Aytu BioPharma, Inc. for the fiscal quarter ended March 31, 2023 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in such Quarterly Report on Form 10‑Q fairly presents, in all material respects, the financial condition and results of operations of Aytu BioPharma, Inc.

Date: May 11, 2023
	By:	/s/ Joshua R. Disbrow
		Joshua R. Disbrow
		Chief Executive Officer (Principal Executive Officer)

I Mark Oki, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002, that, to my knowledge, the Quarterly Report on Form 10‑Q of Aytu BioPharma, Inc. for the fiscal quarter ended March 31, 2023 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in such Quarterly Report on Form 10‑Q fairly presents, in all material respects, the financial condition and results of operations of Aytu BioPharma, Inc.

Date: May 11, 2023
	By:	/s/ Mark Oki
		Mark Oki
		Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

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Document and Entity Information - $ / shares	9 Months Ended
	Mar. 31, 2023	May 08, 2023
Cover [Abstract]
Entity Central Index Key	0001385818
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
Entity File Number	001-38247
Entity Registrant Name	AYTU BIOPHARMA, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-0883144
Entity Address, Address Line One	373 Inverness Parkway
Entity Address, Address Line Two	Suite 206
Entity Address, City or Town	Englewood
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80112
City Area Code	720
Local Phone Number	437-6580
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Entity Listing, Par Value Per Share	$ 0.0001
Trading Symbol	AYTU
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		3,780,179
Current Fiscal Year End Date	--06-30
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Amendment Flag	false

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Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Current assets
Cash and cash equivalents	$ 19,179	$ 19,360
Accounts receivable, net	34,043	21,712
Inventories	13,637	10,849
Prepaid expenses	10,429	7,375
Other current assets	1,177	633
Total current assets	78,465	59,929
Property and equipment, net	2,028	3,025
Operating lease right-of-use asset	2,367	3,271
Intangible assets, net	63,464	70,632
Other non-current assets	892	766
Total non-current assets	68,751	77,694
Total assets	147,216	137,623
Current liabilities
Accounts payable and other	14,673	10,987
Accrued liabilities	49,585	44,187
Short-term line of credit	10,403	3,813
Current portion of debt	3,305	96
Other current liabilities	7,450	5,359
Total current liabilities	85,416	64,442
Debt, net of current portion	11,386	14,279
Derivative warrant liabilities	1,582	1,796
Other non-current liabilities	7,920	12,798
Total liabilities	106,304	93,315
Commitments and contingencies (Note 13)
Stockholders' equity
Preferred Stock, par value $.0001; 50,000,000 shares authorized; no shares issued or outstanding as of March 31, 2023 and June 30, 2022
Additional paid-in capital	342,584	331,386
Accumulated deficit	(301,672)	(287,078)
Total stockholders' equity	40,912	44,308
Total liabilities and stockholders' equity	$ 147,216	$ 137,623

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Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2023	Jun. 30, 2022
Preferred stock
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	50,000,000	50,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	200,000,000	200,000,000
Common stock, shares issued (in shares)	3,779,513	1,928,941
Common stock, shares outstanding (in shares)	3,779,513	1,928,941

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Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Consolidated Statements of Operations
Product revenue, net	$ 22,733	$ 24,199	$ 76,667	$ 69,221
Revenue from Contract with Customer, Product and Service	Product	Product	Product	Product
Cost of sales	$ 9,990	$ 11,513	$ 28,599	$ 31,780
Gross profit	12,743	12,686	48,068	37,441
Operating expenses
Research and development	856	3,282	3,630	9,409
Selling and marketing	12,804	9,743	33,466	28,700
General and administrative	7,177	7,616	22,517	23,785
Gain from contingent consideration	(734)	(1,234)	(504)	(682)
Impairment expense		45,196	2,600	64,649
Amortization of intangible assets	1,198	1,504	3,593	4,546
Total operating expenses	21,301	66,107	65,302	130,407
Loss from operations	(8,558)	(53,421)	(17,234)	(92,966)
Other income (expense)
Other (expense) income, net	(1,215)	(32)	(3,527)	4
Gain on extinguishment of debt		169		169
Gain (loss) on derivative warrant liabilities	2,573	(7)	6,167	(7)
Total other income (expense)	1,358	130	2,640	166
Loss before income tax	(7,200)	(53,291)	(14,594)	(92,800)
Income tax benefit				(110)
Net loss	$ (7,200)	$ (53,291)	$ (14,594)	$ (92,690)
Weighted average number of common shares outstanding - basic (in shares)	3,726,779	1,484,492	3,099,130	1,360,585
Weighted average number of common shares outstanding - diluted (in shares)	3,726,779	1,484,492	3,099,130	1,360,585
Basic net loss per common share (in dollars per share)	$ (1.93)	$ (35.90)	$ (4.71)	$ (68.13)
Diluted net loss per common share (in dollars per share)	$ (1.93)	$ (35.90)	$ (4.71)	$ (68.13)

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Condensed Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Total
Beginning balance at Jun. 30, 2021		$ 315,867	$ (178,299)	$ 137,568
Beginning balance (in shares) at Jun. 30, 2021	1,374,520
Increase (Decrease) in Stockholders' Equity
Stock-based compensation		1,519		1,519
Stock-based compensation (in shares)	11,000
Issuance of common stock, net of issuance costs		270		270
Issuance of common stock, net of issuance costs (in shares)	3,075
Tax withholding for stock-based compensation		(6)		(6)
Net loss			(27,851)	(27,851)
Ending balance at Sep. 30, 2021		317,650	(206,150)	111,500
Ending balance (in shares) at Sep. 30, 2021	1,388,595
Beginning balance at Jun. 30, 2021		315,867	(178,299)	137,568
Beginning balance (in shares) at Jun. 30, 2021	1,374,520
Increase (Decrease) in Stockholders' Equity
Net loss				(92,690)
Ending balance at Mar. 31, 2022		328,737	(270,989)	57,748
Ending balance (in shares) at Mar. 31, 2022	1,667,795
Beginning balance at Sep. 30, 2021		317,650	(206,150)	111,500
Beginning balance (in shares) at Sep. 30, 2021	1,388,595
Increase (Decrease) in Stockholders' Equity
Stock-based compensation		1,229		1,229
Stock-based compensation (in shares)	3,848
Issuance of common stock, net of issuance costs		4,355		4,355
Issuance of common stock, net of issuance costs (in shares)	108,079
Net loss			(11,548)	(11,548)
Ending balance at Dec. 31, 2021		323,234	(217,698)	105,536
Ending balance (in shares) at Dec. 31, 2021	1,500,522
Increase (Decrease) in Stockholders' Equity
Stock-based compensation		1,270		1,270
Stock-based compensation (in shares)	5,388
Issuance of common stock, net of issuance costs		3,856		3,856
Issuance of common stock, net of issuance costs (in shares)	161,885
Tax withholding for stock-based compensation		(2)		(2)
Warrants issued with debt refinance		379		379
Net loss			(53,291)	(53,291)
Ending balance at Mar. 31, 2022		328,737	(270,989)	57,748
Ending balance (in shares) at Mar. 31, 2022	1,667,795
Beginning balance at Jun. 30, 2022		331,386	(287,078)	$ 44,308
Beginning balance (in shares) at Jun. 30, 2022	1,928,941			1,928,941
Increase (Decrease) in Stockholders' Equity
Stock-based compensation		1,177		$ 1,177
Stock-based compensation (in shares)	(1,666)
Issuance of common stock, net of issuance costs		3,564		3,564
Issuance of common stock, net of issuance costs (in shares)	1,194,196
Net loss			(701)	(701)
Ending balance at Sep. 30, 2022		336,127	(287,779)	48,348
Ending balance (in shares) at Sep. 30, 2022	3,121,471
Beginning balance at Jun. 30, 2022		331,386	(287,078)	$ 44,308
Beginning balance (in shares) at Jun. 30, 2022	1,928,941			1,928,941
Increase (Decrease) in Stockholders' Equity
Net loss				$ (14,594)
Ending balance at Mar. 31, 2023		342,584	(301,672)	$ 40,912
Ending balance (in shares) at Mar. 31, 2023	3,779,513			3,779,513
Beginning balance at Sep. 30, 2022		336,127	(287,779)	$ 48,348
Beginning balance (in shares) at Sep. 30, 2022	3,121,471
Increase (Decrease) in Stockholders' Equity
Stock-based compensation		3,067		3,067
Stock-based compensation (in shares)	(19,228)
Issuance of common stock, net of issuance costs		1,095		1,095
Issuance of common stock, net of issuance costs (in shares)	280,902
Net loss			(6,693)	(6,693)
Ending balance at Dec. 31, 2022		340,289	(294,472)	45,817
Ending balance (in shares) at Dec. 31, 2022	3,383,145
Increase (Decrease) in Stockholders' Equity
Stock-based compensation		902		902
Stock-based compensation (in shares)	8,747
Issuance of common stock, net of issuance costs		1,393		1,393
Issuance of common stock, net of issuance costs (in shares)	387,621
Net loss			(7,200)	(7,200)
Ending balance at Mar. 31, 2023		$ 342,584	$ (301,672)	$ 40,912
Ending balance (in shares) at Mar. 31, 2023	3,779,513			3,779,513

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Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Operating Activities
Net loss	$ (14,594)	$ (92,690)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation, amortization and accretion	6,699	7,926
Impairment expense	2,600	64,649
Stock-based compensation expense	5,146	4,018
(Gain) loss on derivative warrant liabilities	(6,167)	7
Gain from contingent consideration	(504)	(682)
Amortization of senior debt (premium) discount	413	(268)
(Gain) on sale of equipment	(42)	(44)
Gain on extinguishment of debt		(193)
Inventory write-down	199	352
Other noncash adjustments	13	(152)
Changes in operating assets and liabilities:
Accounts receivable	(12,335)	647
Inventories	(2,987)	91
Prepaid expenses and other current assets	(3,603)	1,406
Accounts payable and other	3,720	(8,099)
Accrued liabilities	7,031	1,252
Other operating assets and liabilities, net	(83)	52
Net cash used in operating activities	(14,494)	(21,728)
Investing Activities
Contingent consideration payment		(3,138)
Other investing activities	38	(69)
Net cash provided by (used in) investing activities	38	(3,207)
Financing Activities
Proceeds from issuance of stock and warrants	13,012	12,700
Payment of stock issuance costs	(1,045)	(782)
Payment made to fixed payment arrangement	(4,117)	(3,277)
Payments made to borrowings	(73)	(16,075)
Proceeds from borrowings		15,000
Payment for debt issuance costs	(92)	(363)
Net proceeds received (payments made on) short-term line of credit	6,590	(4,549)
Other financing activities		(7)
Net cash provided by financing activities	14,275	2,647
Net change in cash, cash equivalents and restricted cash	(181)	(22,288)
Cash, cash equivalents and restricted cash at beginning of period	19,360	49,901
Cash and cash equivalents at end of period	19,179	27,613
Supplemental cash flow data
Cash paid for interest	$ 2,861	3,080
Non-cash investing and financing activities:
Other noncash investing and financing activities		$ 473

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Nature of Business, Financial Condition, Basis of Presentation

9 Months Ended

Mar. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Nature of Business, Financial Condition, Basis of Presentation

1. Nature of Business, Financial Condition, Basis of Presentation

Aytu BioPharma, Inc. (“Aytu”, the “Company” or “we”), is a pharmaceutical company focused on commercializing novel therapeutics and consumer health products. The Company operates through two business segments (i) the Rx segment, consisting of prescription pharmaceutical products and (ii) the Consumer Health segment, which consists of various consumer healthcare products (the “Consumer Health Portfolio”). The Company was originally incorporated as Rosewind Corporation on August 9, 2002 in the State of Colorado and was re-incorporated as Aytu BioScience, Inc in the state of Delaware on June 8, 2015. Following the acquisition of Neos Therapeutics, Inc. (“Neos”) in March 2021, (the “Neos Acquisition”) the Company changed its name to Aytu BioPharma, Inc.

On January 6, 2023, the Company effected a reverse stock split in which each common stockholder received one share of common stock for every twenty shares held (“Reverse Stock Split”). All share and per share amounts in this quarterly report have been adjusted to reflect the effect of the Reverse Stock Split.

The Rx segment primarily consists of two product portfolios: Adzenys XR-ODT (amphetamine) extended-release orally disintegrating tablets and Cotempla XR-ODT (methylphenidate) extended-release orally disintegrating tablets for the treatment of attention deficit hyperactivity disorder (“ADHD”) together the “ADHD Portfolio”, and the “Pediatric Portfolio” consisting of Poly-Vi-Flor and Tri-Vi-Flor, two complementary prescription fluoride-based supplement product lines containing combinations of fluoride and vitamins in various formulations for infants and children with fluoride deficiency, and Karbinal ER, an extended-release antihistamine suspension containing carbinoxamine indicated to treat numerous allergic conditions.

The Consumer Health Portfolio consists of over twenty consumer health products competing in large healthcare categories, including allergy, hair regrowth, diabetes support, digestive health, sexual and urological health and general wellness, commercialized through direct mail and e-commerce marketing channels.

The Company’s strategy is to continue building its portfolio of revenue-generating products, leveraging its commercial team’s expertise to build leading brands within large therapeutic and consumer health markets. As a result of focusing on building the portfolio of revenue-generating products, the Company has indefinitely suspended active development of its clinical development programs including AR101 (enzastaurin), Healight, and NT0502 (N-desethyloxybutynin).

As of March 31, 2023, the Company had approximately $19.2 million of cash and cash equivalents and approximately $34.0 million in accounts receivable. The Company’s operations have historically consumed cash and are expected to continue to consume cash. The Company incurred a net loss of $7.2 million and $14.6 million during the three and nine months ended March 31, 2023, respectively. The Company had an accumulated deficit of $301.7 million as of March 31, 2023. Cash used in operations was $14.5 million during the nine months ended March 31, 2023.

During the nine months ended March 31, 2023, the Company issued 699,929 shares of common stock under the “At-The-Market” (“ATM”) (see Note — 14 Capital Structure) for total gross proceeds of approximately $3.0 million before deducting commissions of 3% and other offering expenses including legal and audit fees. The Company intends to use the net proceeds from the Offering and from the ATM for growth of the Company’s commercial business, and for working capital and general corporate purposes.

As of March 31, 2023, the Company did not have sufficient working capital to cover its cash needs to fund planned operations for the twelve months following the filing date of this Quarterly Report on Form 10-Q, which raises substantial doubt about the Company’s ability to continue as a going concern. The condensed consolidated financial statements do not include adjustments that might be necessary if the Company is unable to continue as a going concern.

Management plans to continue to mitigate the conditions that raise substantial doubt about its ability to continue as a going concern, primarily by focusing on increasing revenue, reducing expenses associated with research and development, and raising additional capital through public or private equity, debt offerings, or monetizing assets in order to meet its obligations. Management believes that the Company has access to capital resources, however, the Company cannot provide any assurance that it will be able to raise additional capital, monetize assets or obtain new financing on commercially acceptable terms. If the Company is unable to secure additional capital, it may be required to curtail its operations or delay the execution of its business plan. Alternatively, any efforts by the Company to reduce its expenses may adversely impact its ability to sustain revenue-generating activities and continue the suspension of its developmental programs or otherwise operate its business. As a result, there can be no assurance that the Company will be successful in implementing its plans to alleviate this substantial doubt about its ability to continue as a going concern.

Basis of Presentation. The unaudited condensed consolidated financial statements contained in this Quarterly Report on Form 10-Q represent the financial statements of the Company and its wholly owned subsidiaries. The unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended June 30, 2022, which included all disclosures required by generally accepted accounting principles in the United States (“U.S. GAAP”). In the opinion of management, these unaudited condensed consolidated financial statements contain all adjustments necessary to present fairly the financial position of the Company and the results of operations and cash flows for the interim periods presented. The results of operations for the periods ended March 31, 2023 are not necessarily indicative of expected operating results for the full year or any future year.

Also see Note 2 – Previously Reported Financial Statements relating to the immaterial correction of an error in the condensed consolidated financial statements for as of June 30, 2022, and for the three and nine months ended March 31, 2022.

Prior Period Reclassification. Certain prior year amounts in the condensed consolidated statements of operations and statements of cash flows have been reclassified to conform to the current year presentation, including a reclassification made in the presentation of amortization of intellectual property, and a reclassification of fair value adjustment from contingent consideration. Amortization of intellectual property was previously included in research and development expenses and is currently recorded in amortization of intangible assets expenses on the condensed consolidated statements of operations. Gain or loss from the fair value of contingent consideration was previously included in Other expense, net, and is currently recorded in operating expenses on the condensed consolidated statements of operations. These reclassifications did not impact operating results or cash flows for the nine months ended March 31, 2023 and 2022 or its financial position as of March 31, 2023 or June 30, 2022.

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Significant Accounting Policies

9 Months Ended

Mar. 31, 2023

Accounting Policies [Abstract]

Significant Accounting Policies

2. Significant Accounting Policies

Use of Estimates

Management uses estimates and assumptions relating to reporting amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. In the accompanying condensed consolidated financial statements, estimates are used for, but not limited to, stock-based compensation, revenue recognition, allowance for doubtful accounts, determination of variable consideration for accruals of chargebacks, administrative fees and rebates, government rebates, returns and other allowances, write-downs for inventory obsolescence, valuation of financial instruments and intangible assets, accruals for contingent liabilities, fair value of long-lived assets, the value of goodwill, income tax provision, deferred taxes and valuation allowance, determination of right-of-use assets and lease liabilities, purchase price allocations, the depreciable lives of long-lived assets, classification of warrants equity versus liability, and the valuation of derivative warrant liability. Because of the uncertainties inherent in such estimates, actual results may differ from those estimates. Management periodically evaluates estimates used in the preparation of the financial statements for reasonableness.

Previously Reported Financial Statements

The classification of certain of the Company’s warrants was previously recorded as equity. These warrants according to Generally Accepted Accounting Principles in the United States (“GAAP”) should have been classified as derivative warrant liabilities at fair value and marked to market at each reporting period, with changes in fair value recorded in earnings. The affected filing periods include the quarterly unaudited financial statements as of March 31, 2022 and the audited financial statements as of June 30, 2022.

SEC Staff Accounting Bulletin No. 99, “Materiality,” and the Financial Accounting Standards Board (“FASB”), Statement of Financial Accounting Concepts No. 2 “Qualitative Characteristics of Accounting Information” indicate that quantifying and aggregating adjustments is only the beginning of an analysis of materiality and that both quantitative and qualitative factors must be considered in determining whether individual adjustments are material. The Company evaluated the adjustments and determined that the impact was not material to the condensed consolidated financial statements for the quarter ended March 31, 2022 and to the condensed consolidated balance sheet as of June 30, 2022. As a result, adjustments for the immaterial adjustments were applied to these periods for comparative purposes. The adjustments did not change the Company’s reported total assets, cash and cash equivalents, operating expenses, operating losses or cash flows from operations.

The condensed consolidated financial statements as of and for the three and nine months ended March 31, 2022 have been adjusted as shown in the following tables.

	Three Months Ended
	March 31, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Statement of Operation data
Gain on derivative warrant liabilities	$	211	$	(218)	$	(7)
Total other (expense) income (1)	$	348	$	(218)	$	130
Loss before income tax	$	(53,073)	$	(218)	$	(53,291)
Net loss	$	(53,073)	$	(218)	$	(53,291)
Basic and diluted net loss per common share	$	(35.80)	$	(0.10)	$	(35.90)
Statement of Stockholders' Equity data
Issuance of common stock, net of issuance cost	$	7,034	$	(3,178)	$	3,856
Net loss by segment
Rx Segment	$	(52,311)	$	(218)	$	(52,529)
Consumer Health Segment		(762)		—		(762)
Consolidated net loss	$	(53,073)	$	(218)	$	(53,291)

(1)  Includes reclassification of gain or loss from fair value of contingent consideration. See Prior Period Reclassification in Note 1 – Nature of Business, Financial Condition, Basis of Presentation.

	Nine Months Ended
	March 31, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Statement of Operation data
Gain on derivative warrant liabilities	$	211	$	(218)	$	(7)
Total other (expense) income (1)	$	384	$	(218)	$	166
Loss before income tax	$	(92,582)	$	(218)	$	(92,800)
Net loss	$	(92,472)	$	(218)	$	(92,690)
Basic and diluted net loss per common share	$	(68.00)	$	(0.13)	$	(68.13)
Statement of Cash Flow data
Net loss	$	(92,472)	$	(218)	$	(92,690)
Gain on derivative warrant liabilities	$	(211)	$	218	$	7
Net loss by segment
Rx Segment	$	(88,359)	$	(218)	$	(88,577)
Consumer Health Segment		(4,113)		—		(4,113)
Consolidated net loss	$	(92,472)	$	(218)	$	(92,690)

(1)  Includes reclassification of gain or loss from fair value of contingent consideration. See Prior Period Reclassification in Note 1 – Nature of Business, Financial Condition, Basis of Presentation.

	As of March 31, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Statement of Stockholders' Equity data
Additional paid-in capital	$	331,915	$	(3,178)	$	328,737
Accumulated deficit		(270,771)		(218)		(270,989)
Total stockholders’ equity	$	61,144	$	(3,396)	$	57,748

The consolidated balance sheet and the consolidated statement of stockholders’ equity as of June 30, 2022 have been adjusted as shown in the table below.

	As of June 30, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Derivative warrant liabilities	$	—	$	1,796	$	1,796
Total liabilities	$	91,531	$	1,784	$	93,315
Additional paid-in capital	$	334,560	$	(3,174)	$	331,386
Accumulated deficit	$	(288,472)	$	1,394	$	(287,078)
Total stockholders’ equity	$	46,092	$	(1,784)	$	44,308

Warrants

The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in FASB Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own common shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. Liability and equity classified warrants are valued using a Black-Scholes option model or Monte Carlo simulation model at issuance and for each reporting period when applicable.

Income Taxes

The Company calculates its quarterly income tax provision based on estimated annual effective tax rates applied to ordinary income (or loss) and other known items computed and recognized when they occur. There have been no changes in tax law affecting the tax provision during the three and nine months ended March 31, 2023.

An ownership change (generally a 50% change in equity ownership over a three-year period) could limit the Company’s ability to offset, post-change, U.S. federal taxable income. Section 382 of the Internal Revenue Code imposes an annual limitation on the amount of post-ownership change taxable income a corporation may offset with pre-ownership change net operating loss carryforwards and certain recognized built-in losses. The Company believes that previous acquisitions, financing transactions, and equity ownership changes in the past five years may have caused a limitation on its ability to use the pre-acquisition net operating loss carryovers. The ownership change scenario could result in increased future tax liability. The Company is in the process of analyzing the impact of any possible ownership change result of which may be a change to the Company’s net deferred tax asset or liability position.

Impairment of Other Intangibles Assets 

Acquired in-process research and development (“IPR&D) is an intangible asset classified as an indefinite-lived asset until the completion or abandonment of the associated research and development (“R&D”) effort. In periods after the acquisition of IPR&D, the Company may (1) continue internal R&D efforts associated with the acquired assets or collaborate with another party in R&D efforts; (2) dispose of the assets through a sale; (3) out-license the assets; (4) temporarily postpone further development; or (5) abandon R&D efforts. IPR&D may be subject to different subsequent accounting treatment depending on the course of action chosen by the Company with respect to the asset. If the Company changes strategies related to the IPR&D the asset could potentially be impaired (see Note —7 Goodwill and Other Intangible Assets).

Recent Adopted Accounting Pronouncements

Reference Rate Reform. In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): “Facilitation of the Effects of Reference Rate Reform on Financial Reporting”, which provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued if contract modifications are made on or before December 31, 2022. The Company adopted the guidance effective July 1, 2022 for the accounting of its LIBOR indexed revolving loans by prospectively applying the interest rate. The Company elected not to reassess the discount rate of its leases. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial position and results of operations.

Earnings Per Share. In May 2021, the FASB issued ASU 2021-04, “Earnings Per Share (Topic 260), Debt – Modifications and Extinguishments (Subtopic 470-50), Compensation – Stock Compensation (Topic 718), and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options”. The amendments in ASU 2021-04 provide guidance to clarify and reduce diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. ASU 2021-04 is effective for all entities for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years, with early adoption permitted. The adoption of ASU 2021-04 and related updates did not have a material impact on its condensed consolidated financial statements.

Recent Accounting Pronouncements Not Yet Adopted

Debt—Debt with Conversion and Other Options. In June 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging— Contracts in Entity’s Own Equity (Subtopic 815-40)— “Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity”, which simplifies the accounting for convertible instruments by removing major separation models currently required. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The amendments in this update are effective for public entities that are smaller reporting companies, as defined by the Securities and Exchange Commission (”SEC”), for the fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted through a modified retrospective or full retrospective method. The Company will adopt the guidance on July 1, 2024 and does not expect the adoption of the standard to have a material impact on the Company’s condensed consolidated financial position or results of operations.

Financial Instruments – Credit Losses. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses” requiring the measurement of expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable forecasts. The main objective of ASU 2016-13 is to provide additional information about the expected credit losses on financial instruments and other commitments to extend credit. The standard was effective for interim and annual reporting periods beginning after December 15, 2019. However, in October 2019, the FASB approved deferral of the adoption date for smaller reporting companies for fiscal periods beginning after December 15, 2022. The Company will adopt ASU 2016-13 for the fiscal year ended June 30, 2024. The Company is evaluating the impact of adoption of this standard and does not

anticipate the application of ASU 2016-13 will have a material impact on the Company’s condensed consolidated financial position or results of operations.

For a complete set of the Company’s significant accounting policies, refer to our Annual Report on Form 10-K for the fiscal year ended June 30, 2022. There have been no significant changes to the Company’s significant accounting policies during the nine months ended March 31, 2023.

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Revenues from Contracts with Customers

9 Months Ended

Mar. 31, 2023

Revenue from Contract with Customer [Abstract]

Revenues from Contracts with Customers

3. Revenues from Contracts with Customers

Net product sales in the BioPharma Rx Segment (which includes the ADHD Portfolio and the Pediatric Portfolio) consist of sales of prescription pharmaceutical products, principally to a limited number of wholesale distributors and pharmacies in the United States. Rx product revenue is recognized at the point in time that control of the product transfers to the customer which typically aligns with shipping terms (i.e., upon delivery), which is generally “free-on-board” destination when shipped domestically within the United States and “free-on-board” shipping point when shipped internationally consistent with the contractual terms.

The Company generates Consumer Health Segment revenue (consisting of the Consumer Health Portfolio) from sales of various consumer health products through e-commerce platforms and direct-to-consumer marketing channels. Revenue is generally recognized “free-on-board” shipping point, as those are the agreed-upon contractual terms and align with the transfer of control. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction that are collected by the Company from customers are excluded from revenue. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfillment cost and are included in cost of sales.

Savings offers, rebates and wholesaler chargebacks. Reflect the terms of underlying agreements, which may vary. Accordingly, actual amounts will depend on the mix of sales by product and contracting entity. Future returns may not follow historical trends. The Company’s periodic adjustments of its estimates are subject to timed delays between the initial product sale and ultimate reporting and settlement of deductions. The Company continually monitors these provisions and does not believe variances between actual and estimated amounts have or will be material.

Revenues by Segment. Net revenue disaggregated by segment for the three and nine months ended March 31, 2023 and 2022 were as follows:

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2023		2022		2023		2022
	(In thousands)
Rx Segment	$	13,805	$	13,862	$	50,486	$	42,388
Consumer Health Segment		8,928		10,337		26,181		26,833
Consolidated revenue	$	22,733	$	24,199	$	76,667	$	69,221

Revenues by Geographic location. The Company’s revenues are predominately within the United States, with minimal sales in Canada.

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Inventories

9 Months Ended

Mar. 31, 2023

Inventory Disclosure [Abstract]

Inventories

4. Inventories

Inventories consist of raw materials, work in process and finished goods and are recorded at the lower of cost or net realizable value, with cost determined on a first-in, first-out basis. The Company periodically reviews the composition of its inventories to identify obsolete, slow-moving or otherwise unsaleable items. In the event that such items are identified and there are no alternate uses for the inventory, the Company will record a charge to reduce the value of the inventory to net realizable value in the period first recognized. The Company incurred $0.1 million and $2.0 million for the three months ended March 31, 2023 and 2022, respectively; and $0.2 million and $2.4 million for the nine months ended March 31, 2023 and 2022, respectively.

Inventory balances consist of the following:

		March 31,		June 30,
		2023		2022
	(In thousands)
Raw materials		$	2,223	$	1,814
Work in process			2,817		1,838
Finished goods			8,597		7,197
Inventory		$	13,637	$	10,849

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Property and Equipment

9 Months Ended

Mar. 31, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment

5. Property and Equipment

Properties and equipment are recorded at cost and depreciated on a straight-line basis over the assets’ estimated economic life. Leasehold improvements are amortized over the shorter of the estimated economic life or remaining lease term.

Property and equipment consist of the following:

	March 31,		June 30,
	2023		2022
	(In thousands)
Manufacturing equipment	$	2,449	$	2,487
Leasehold improvements		1,003		999
Office equipment, furniture and other		1,128		1,128
Lab equipment		832		832
Property and equipment, gross		5,412		5,446
Less accumulated depreciation and amortization		(3,384)		(2,421)
Property and equipment, net	$	2,028	$	3,025

Depreciation and amortization expense was $0.3 million and $0.5 million for the three months ended March 31, 2023 and 2022, respectively; and $1.0 million and $1.3 million for the nine months ended March 31, 2023 and 2022, respectively.

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Leases

9 Months Ended

Mar. 31, 2023

Leases [Abstract]

Leases

6. Leases

The Company has entered into various operating lease agreements for certain of its offices, manufacturing facilities and equipment, and finance lease agreements for certain equipment. These leases have original lease periods expiring between fiscal years 2023 and 2027. Most leases include one or more options to renew, and the exercise of a lease renewal option typically occurs at the discretion of both parties. Certain leases also include options to purchase the leased property. The Company’s lease agreements generally do not contain any material residual value guarantees or material restrictive covenants.

The components of lease expenses are as follows:

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2023		2022		2023		2022		Statement of Operations Classification
	(In thousands)
Lease cost:
Operating lease cost	$	360	$	316	$	1,076	$	942	Operating expenses
Short-term lease cost		27		65		71		130	Operating expenses
Finance lease cost:
Amortization of leased assets		14		18		51		55	Cost of sales
Interest on lease liabilities		2		3		7		11	Other (expense), net
Total net lease cost	$	403	$	402	$	1,205	$	1,138

Supplemental balance sheet information related to leases is as follows:

	March 31,		June 30,		Balance Sheet Classification
	2023		2022
	(In thousands)
Assets:
Operating lease assets	$	2,367	$	3,271	Operating lease right-of-use asset
Finance lease assets		174		256	Property and equipment, net
Total leased assets	$	2,541	$	3,527
Liabilities:
Current:
Operating leases	$	1,252	$	1,227	Other current liabilities
Finance leases		91		96	Current portion of debt
Non-current
Operating leases		1,154		2,090	Other non-current liabilities
Finance leases		15		84	Debt, net of current portion
Total lease liabilities	$	2,512	$	3,497

Remaining lease term and discount rate used are as follows:

	March 31,			June 30,
	2023			2022
Weighted-Average Remaining Lease Term (years)
Operating lease assets		1.94			2.63
Finance lease assets		1.12			1.73
Weighted-Average Discount Rate
Operating lease assets		7.68	%		7.48	%
Finance lease assets		6.54	%		6.43	%

Supplemental cash flow information related to lease is as follows:

	Nine Months Ended
	March 31,
	2023		2022
	(In thousands)
Cash flow classification of lease payments:
Operating cash flows - operating leases	$	1,076	$	942
Operating cash flows - finance leases	$	7	$	12
Financing cash flows - finance leases	$	73	$	76

As of March 31, 2023, the maturities of the Company’s future minimum lease payments were as follows:

	Operating		Finance
	(In thousands)
2023 (remaining 3 months)	$	360	$	23
2024		1,379		87
2025		749		—
2026		90		—
2027		46		—
Total lease payments		2,624		110
Less: Imputed interest		(218)		(4)
Lease liabilities	$	2,406	$	106

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Goodwill and Other Intangible Assets

9 Months Ended

Mar. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets

7. Goodwill and Other Intangible Assets

The Company’s strategy is to continue building its portfolio of revenue-generating products by leveraging its commercial team’s expertise to build leading brands within large therapeutic and consumer health markets. As a result of focusing on building the portfolio of revenue-generating products, the Company has decided to abandon active development of its NT0502 (N-desethyloxybutynin), a new chemical entity that is for the treatment of sialorrhea, which is excessive salivation or drooling. During the nine months ended March 31, 2023, the Company incurred an impairment charge of $2.6 million related to NT0502. The Company has terminated the licensing agreement. The Company has also terminated the license agreement with Cedars-Sinai Medical Center surrounding the Healight technology platform as an additional result of terminating the development of the Healight program.

The following table provides the summary of the Company’s intangible assets as of March 31, 2023 and June 30, 2022, respectively.

	March 31, 2023
									Weighted-
	Gross						Net		Average
	Carrying		Accumulated				Carrying		Remaining
	Amount		Amortization		Impairment		Amount		Life (in years)
	(In thousands)
Definite-lived intangibles:
Acquired product technology rights		45,400		(10,077)		(3,224)		32,099	11.55
Acquired technology right		30,200		(3,610)		—		26,590	15.00
Acquired product distribution rights		11,354		(4,407)		(2,172)		4,775	6.85
		86,954		(18,094)		(5,396)		63,464	12.64
Indefinite-lived intangibles:
Acquired in-process R&D		2,600		—		(2,600)		—	Indefinite-lived
		2,600		—		(2,600)		—
Total	$	89,554	$	(18,094)	$	(7,996)	$	63,464	12.64

	June 30, 2022
									Weighted-
	Gross						Net		Average
	Carrying		Accumulated				Carrying		Remaining
	Amount		Amortization		Impairment		Amount		Life (in years)
	(In thousands)
Definite-lived intangibles:
Acquired product technology rights	$	45,400	$	(7,667)	$	(3,224)	$	34,509	12.33
Acquired technology right		30,200		(2,278)		—		27,922	15.75
Acquired product distribution rights		11,354		(3,581)		(2,172)		5,601	7.60
Other intangible assets		4,666		(3,004)		(1,662)		—	—
		91,620		(16,530)		(7,058)		68,032	13.35
Indefinite-lived intangibles:
Acquired in-process R&D		2,600		—		—		2,600	Indefinite-lived
		2,600		—		—		2,600
Total	$	94,220	$	(16,530)	$	(7,058)	$	70,632	13.35

The following table summarizes the estimated future amortization expense to be recognized over the next five years and periods thereafter:

	(In thousands)
2023 (remaining 3 months)	$	1,518
2024		6,074
2025		5,934
2026		5,683
2027		5,653
2028		5,553
Thereafter		33,049
Total future amortization expense	$	63,464

Acquired Product Technology Rights

The acquired product technology rights are related to the rights to production, supply and distribution agreements of various products pursuant to the acquisitions of the Pediatric Portfolio in November 2019 and the Neos Acquisition in March 2021.

Karbinal ER. The Company acquired and assumed all rights and obligations pursuant to the Supply and Distribution Agreement, as Amended, with Tris for the exclusive rights to commercialize Karbinal ER in the United States (the “Tris Karbinal Agreement”). The Tris Karbinal Agreement’s initial term terminates in August of 2033, with an optional initial 20-year extension.

Poly-Vi-Flor and Tri-Vi-Flor. The Company acquired and assumed all rights and obligations pursuant to a Supply and License Agreement and various assignment and release agreements, including a previously agreed to Settlement and License Agreements (the “Poly-Tri Agreements”) for the exclusive rights to commercialize Poly-Vi-Flor and Tri-Vi-Flor in the United States.

ADHD Portfolio. As part of the Neos Acquisition, the Company acquired product technology for the production and sale of Adzenys XR-ODT and Cotempla XR-ODT. The formulations for the ADHD products are protected by patented technology. The estimated economic life of these proprietary technologies is 17 years.

Acquired Technology Right

TRRP Technology. As part of the Neos Acquisition, the Company acquired Time Release Resin Particle (“TRRP”) proprietary technology, which is a proprietary drug delivery technology protected by the Company as a trade secret that allows the Company to modify the drug release characteristics of each of its respective products. The TRRP technology underlines the ADHD portfolio and can potentially be used in future product development initiatives as well.

Acquired Product Distribution Rights (and Customer List)

In connection with the Innovus Acquisition, the Company obtained 35 products with a combination of over 300 registered trademarks and/or patent rights and customer lists. As of June 30, 2022, the customer list intangible asset was fully amortized.

Acquired In-Process R&D

IPR&D – NT0502. As part of the Neos Acquisition, the Company acquired in-process research and development associated with NT0502, a new chemical entity that is for the treatment of sialorrhea, which is excessive salivation or drooling. As this is an indefinite-lived intangible asset, this acquired asset remains an indefinite-lived asset until the completion or abandonment of the associated research and development efforts. If a product using this technology is eventually approved for commercial sale, at that time, the in-process research and development will begin amortizing on a straight-line over the life of the product.

Certain of the Company’s amortizable intangible assets include renewal options, extending the expected life of the asset. The renewal periods range between approximately 1 to 20 years depending on the license, patent or other agreement. Renewals are accounted for when they are reasonably assured. Intangible assets are amortized using the straight-line method over the estimated useful lives. Amortization expense of intangible assets was $1.5 million and $2.0 million for the three months ended March 31, 2023 and 2022, respectively; and $4.6 million and $6.1 million during the nine months ended March 31, 2023 and 2022, respectively.

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Accrued Liabilities

9 Months Ended

Mar. 31, 2023

Accrued Liabilities, Current [Abstract]

Accrued Liabilities

8. Accrued liabilities

Accrued liabilities consist of the following:

	March 31,		June 30,
	2023		2022
	(In thousands)
Accrued savings offers	$	18,370	$	12,711
Accrued program liabilities		10,287		9,468
Accrued customer and product related fees		6,379		7,817
Product return reserve		4,708		5,770
Accrued employee compensation		6,864		4,765
Other accrued liabilities		2,977		3,656
Total accrued liabilities	$	49,585	$	44,187

Savings offers represent programs for the Company’s patients covered under commercial payor plans in which the cost of a prescription to such patients is discounted.

Program liabilities include government rebates.

Customer and product related fees include accrued expenses and deductions for rebates, wholesaler chargebacks and fees, and other product-related fees and deductions such as royalties for Pediatric Portfolio products, accrued distributor fees, and Medicaid liabilities. 

Accrued employee compensation includes sales commissions, vacation earned, and accrued payroll.

Other accrued liabilities consist of accrued license fees, legal settlements, professional fees, credit card liabilities, taxes payable, and samples expense.

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Other Liabilities

9 Months Ended

Mar. 31, 2023

Other Liabilities Disclosure [Abstract]

Other Liabilities

9. Other Liabilities

	March 31,		June 30,
	2023		2022
	(In thousands)
Fixed payment arrangements	$	10,678	$	13,051
Operating lease liabilities		2,406		3,317
Contingent value rights		465		578
Contingent consideration		—		396
Other		1,821		815
Total other liabilities		15,370		18,157
Less: current portion		(7,450)		(5,359)
Total other liabilities, noncurrent	$	7,920	$	12,798

Fixed Payment Arrangements. 

Fixed payment arrangements represent obligations to an investor assumed as part of the acquisition of products from Cerecor, Inc. in 2019, including fixed and variable payments. These obligations included fixed monthly payments equal to $0.1 million from November 2019 through January 2021 plus $15.0 million due in January 2021, of which $15.0 million was paid down in May 2020. Monthly variable payments due to the same investor are equal to 15.0% of net revenue generated from a subset of the Pediatric Portfolio, subject to an aggregate monthly minimum of $0.1 million, except for January 2021, when a one-time payment of $0.2 million was due and paid. The variable payment obligation was to continue until the earlier of (i) aggregate variable payments of approximately $9.3 million have been made or (ii) February 12, 2026.

On June 21, 2021, the Company entered into a Waiver, Release and Consent pursuant to which the Company paid $2.8 million to the investor in partial satisfaction of the fixed obligation. The Company agreed to pay the remaining fixed obligation of $3.0 million in six equal quarterly payments of $0.5 million each over six quarters beginning September 30, 2021. The Company accounted for the Waiver, Release and Consent as a debt and remeasured the related liabilities using a discounted cash flow model. This fixed payment arrangement was paid in full by January 2023.

The Tris Karbinal Agreement grants the Company exclusive right to distribute and sell the product in the United States. The initial term of the agreement was 20 years. The Company will pay Tris a royalty equal to 23.5% of net sales. The Tris Karbinal Agreement also contains minimum unit sales commitments, which is based on a commercial year that spans from August 1 through July 31, of 70,000 units annually through 2025. The Company is required to pay Tris a royalty make whole payment of $30 for each unit under the 70,000-unit annual minimum sales commitment through 2025. The Tris Karbinal Agreement make-whole payment is capped at $2.1 million each year. The annual payment is due in August of each year. The Tris Karbinal Agreement also has multiple commercial milestone obligations that aggregate up to $3.0 million based on cumulative net sales, the first of which is triggered at $40.0 million of net revenues. As of March 31, 2023, the fixed payment arrangement balance was $1.7 million in other current liabilities and $2.6 million in other non-current liabilities on the condensed consolidated balance sheet.

On May 12, 2022, the Company entered into an agreement with Tris to terminate the Tuzistra XR License, Development, Manufacturing and Supply Agreement dated November 2, 2018 (the “License Agreement”). Pursuant to such termination, the Company agreed to pay Tris a total of approximately $9.0 million, which reduced our total liability for minimum payments by approximately $8.0 million from the original License Agreement. As of March 31, 2023, the balance was $4.0 million in other current liabilities and $2.4 million in other non-current liabilities on the condensed consolidated balance sheet. Pursuant to the settlement agreement, if the Company does not make timely payments, it is required to pay interest on any outstanding balances at the greater of 2.5% per month and the maximum interest rate permitted by law.

Contingent Value Rights. 

Contingent value rights (“CVRs”) represent contingent consideration related to the Company’s 2020 acquisition of Innovus of up to $16.0 million payable upon attainment of future performance milestones. Consideration can be satisfied in up to 470,000 shares of the Company’s common stock, or cash either upon the option of the Company or in the event there are insufficient shares available to satisfy such obligations. As of March 31, 2023, up to $5.0 million of future milestone payments potentially remain. As of March 31, 2023 and June 30, 2022, the CVRs were valued at $0.5 million and $0.6 million, respectively.

Contingent Consideration. 

Contingent consideration represents the fair value of potential future payments in connection with acquisitions that are contingent upon the occurrence of a particular event or events. The Company records an obligation for such contingent payments at fair value on the acquisition date. Subsequent changes in the fair value of contingent consideration obligations are recognized in the condensed consolidated statements of income.

In connection with the Company’s 2020 acquisition of Innovus, the Company recognized approximately $0.2 million in product related contingent consideration. The fair value was based on a discounted value of the future contingent payment using a 30% discount rate based on the estimated risk that the milestones are achieved. As of March 31, 2023 and June 30, 2022, the contingent consideration balance was zero and $0.4 million, respectively.

Through March 31, 2022, the Company’s contingent consideration liabilities included obligations under licensing arrangements for Tuzistra XR. The royalty and make-whole milestone payments related to licensing agreements with Tris for Tuzistra XR were being accounted for as contingent consideration and revalued at each reporting period. As a result of the discontinuation of commercializing Tuzistra XR and the settlement agreement with Tris, the Company concluded that the product milestone payments underlying the contingent consideration liability ceased to exist. The Company reversed the remaining contingent consideration liabilities of $8.5 million and recorded a liability of $7.6 million related to the settlement payments payable to Tris for termination of the Tuzistra XR licensing agreement. The settlement payments are included in fixed payment arrangements at their present value using the Company’s estimated borrowing rate.

Through March 31, 2022, the royalty payments related to licensing agreements with Magna Pharmaceuticals, Inc. (“Magna”) for ZolpiMist were being accounted for as contingent consideration and revalued at each reporting period. As a result of the discontinuation of commercializing ZolpiMist, the Company concluded that the royalty-based product milestone payments underlying the contingent consideration liability ceased to exist. During the three months ended March 31, 2022, the Company reversed the remaining contingent consideration liabilities of $0.6 million and recorded the $50,000 payment due for termination of the Magna licensing agreements in other current liabilities.

Other. 

Other consist of taxes payable and deferred cost related to our technology transfer.

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Line of Credit

9 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Line of Credit

10. Line of Credit

Upon closing of the Neos Acquisition in March 2021, the Company assumed obligations under the secured credit agreement that Neos had entered with Eclipse Business Capital LLC (f/k/a Encina Business Credit, LLC) (“Eclipse”) as agent for the lenders (the “Eclipse Loan Agreement”). Under the Eclipse Loan Agreement, Eclipse extended up to $25.0 million in secured revolving loans to Neos (the “Revolving Loans”), of which up to $2.5 million was available for short-term swingline loans, against 85% of eligible accounts receivable. The Revolving Loans thereunder accrued at variable interest through maturity at the one-month Secure Overnight Financing Rate (“SOFR”), plus 4.50%. The Eclipse Loan Agreement included an unused line fee of 0.50% of the average unused portion of the maximum revolving facility amount during the immediately preceding month. Interest is payable monthly in arrears. The original maturity date under the Eclipse Loan Agreement was May 11, 2022.

In connection with the Avenue Capital Agreement, described in Note 11— Long-term debt below, the Company entered into a Consent, Waiver and Second Amendment to Eclipse Loan Agreement, dated as of January 26, 2022 (together, the “Eclipse Second Amendment”). Pursuant to the Eclipse Second Amendment, Eclipse (i) consented to Aytu and certain of its subsidiaries joining as obligors to the Revolving Loans provided by the Eclipse Loan Agreement, (ii) consented to the Company entering into the Avenue Capital Agreement, (iii) extended the maturity date of the Eclipse Loan Agreement to January 26, 2025, (iv) removed the requirement for the Company to comply with the ongoing fixed charge coverage ratio financial covenant applicable to the borrowers under the Eclipse Loan Agreement, (v) consented to the first priority lien granted by Aytu in favor of the Avenue Capital Agent, (vi) reduced the maximum availability under the Revolving Loans from $25.0 million to $12.5 million minus a $3.5 million availability block, (vii) increased the availability block from $1.0 million to $3.5 million, (viii) consented to the full repayment under the Deerfield Facility, defined below, and (ix) made certain other modifications to conform to the Avenue Capital Agreement and to reflect the consummation of the transactions thereof, in each case subject to the terms and conditions of the Eclipse Second Amendment.

On March 24, 2023, the Company and certain of its subsidiaries entered into an Amendment No. 4 (the Eclipse Amendment”) to the Loan and Security Agreement dated October 2, 2019 (as amended by Amendment No. 1, dated

March 19, 2021, Amendment No. 2, dated January 26, 2022, Amendment No. 3, dated June 1, 2022, and the Eclipse Amendment (the “Eclipse Agreement”). The Eclipse Amendment, among other things, provided for an aggregate increase of $2.0 million to the Eclipse Lender’s commitment to make revolving loans from time to time under the Eclipse Agreement and increased the maximum amount available under the revolving credit facility provided under the Eclipse Agreement to $14.5 million. The Company paid $10,000 in fees associated to the Eclipse Amendment. The ability to make borrowings and obtain advances of revolving loans under the Eclipse Agreement remains subject to a borrowing base and reserve, and availability blockage requirements.

In the event that, for any reason, all or any portion of the Eclipse Loan Agreement is terminated prior to the scheduled maturity date, in addition to the payment of all outstanding principal and unpaid accrued interest, the Company is required to pay a fee equal to (i) 2.0% of the Revolving Loans commitment if such event occurs on or before January 26, 2023, (ii) 1.0% of the Revolving Loans commitment if such event occurs after January 26, 2023 but on or before January 26, 2024, and (iii) 0.5% of the Revolving Loans commitment if such event occurs after January 26, 2024 but on or before January 26, 2025. The Company may permanently terminate the Eclipse Loan Agreement at any time with at least five business days prior notice to Eclipse.

The Eclipse Loan Agreement contains customary affirmative covenants, negative covenants and events of default, as defined in the agreement, including covenants and restrictions that, among other things, require the Company to satisfy certain capital expenditure limitations and other financial covenants, and restrict the Company’s ability to incur liens, incur additional indebtedness, make certain dividends and distributions with respect to equity securities, engage in mergers and acquisitions or make asset sales without the prior written consent of Eclipse. A failure to comply with these covenants could permit Eclipse to declare the Company’s obligations under the Eclipse Loan Agreement, together with accrued interest and fees, to be immediately due and payable, plus any applicable additional amounts relating to a prepayment or termination, as described above. As of March 31, 2023, the Company was in compliance with the covenants under the Eclipse Loan Agreement.

The Company’s obligations under the Eclipse Loan Agreement are secured by substantially all of the Company’s assets, with a first priority lien in favor of Eclipse on the ABL Priority Collateral, and a second priority lien in favor of Eclipse on the Term Loan Priority Collateral, as each is defined in the Replacement Term Loan Intercreditor Agreement, as defined in the Eclipse Loan Agreement, as amended by the Eclipse Second Amendment.

Total interest expense on the Revolving Loans, including amortization of deferred financing costs, was $0.2 million and $0.1 million for the three months ended March 31, 2023 and 2022, respectively. For the nine months ended March 31, 2023 and 2022, interest expense was $0.5 million and $0.4 million, respectively.

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Long-term Debt

9 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Long-term Debt

11. Long-term Debt

Avenue Capital Loan:

On January 26, 2022 (“Closing Date”), the Company entered into a Loan and Security Agreement (the “Avenue Capital Agreement”) with Avenue Venture Opportunities Fund, L.P.(“Avenue”) and Avenue Venture Opportunities Fund II, L.P. (Avenue 2”) as lenders (the “Avenue Capital Lenders”), and Avenue Capital Management II, L.P. as administrative agent (the “Avenue Capital Agent”), (collectively “Avenue Capital”), pursuant to which the Avenue Capital Lenders provided the Company and certain of its subsidiaries with a secured $15.0 million loan. The interest rate on the loan is the greater of the prime rate and 3.25%, plus 7.4%, payable monthly in arrears. The maturity date of the loan is January 26, 2025. The proceeds from the Avenue Capital Agreement were used to repay the Deerfield Facility.

Pursuant to the Avenue Capital Agreement, the Company will make interest only payments for the first 18 months following the Closing Date (“Interest-only Period”). The Interest-only Period could be extended automatically without any action by any party for six months provided, as of the last day of the Interest-only Period then in effect, the Company received, prior to June 15, 2023, a specified amount of net proceeds from the sale and issuance of its equity securities (“Interest-only Milestone 1”). The Interest-only Period could further be extended automatically without any action by any party for an additional twelve months provided, the Company has achieved, prior to December 31, 2023,

(i) Interest-only Milestone 1 and (ii) a specified amount of trailing 12 months revenue (“Interest-only Milestone 2”) as of the date of determination.

In connection with the Eclipse Amendment, on March 24, 2023, Avenue amended certain Loan and Security Agreement dated January 26, 2022 (as amended by the First Amendment, dated October 25, 2022). The Avenue amendment, among other things, permitted the increase in revolving loan commitment provided by the Eclipse Lender under the Eclipse Facility.

In the event the Company prepays the outstanding principal prior to the maturity date, the Company will pay Avenue Capital a fee equal to (i) 3.0% of the loan if such event occurs on or before January 26, 2023, (ii) 2.0% of the loan if such event occurs after January 26, 2023 but on or before January 26, 2024, and (iii) 1.0% of the loan if such event occurs after January 26, 2024 but before January 26, 2025. In addition, upon the payment in full of the obligations, the Company shall pay to Avenue Capital a fee in the amount of $0.6 million (“Final Payment”).

The Company’s obligations under Avenue Capital Agreement are secured by substantially all of the Company’s assets, with a first priority lien in favor of the Avenue Capital Agent on the Term Loan Priority Collateral, and a second priority lien in favor of the Avenue Capital Agent on the ABL Priority Collateral, as each is defined in the Intercreditor Agreement, as defined in the Avenue Capital Agreement.

The Avenue Capital Agreement contains customary affirmative covenants, negative covenants and events of default, as defined in the agreement, including covenants and restrictions that, among other things, require the Company to satisfy certain capital expenditure limitations and other financial covenants, and restricts the Company’s ability to incur liens, incur additional indebtedness, make certain dividends and distributions with respect to equity securities, engage in mergers and acquisitions or make asset sales without the prior written consent of the Avenue Capital Lenders. A failure to comply with these covenants could permit the Avenue Capital Lenders to declare the Company’s obligations under the agreement, together with accrued interest and fees, to be immediately due and payable, plus any applicable additional amounts relating to a prepayment or termination, as described above. As of March 31, 2023, the Company was in compliance with the covenants under the Avenue Capital Agreement.

On January 26, 2022 (“Issuance Date”), as consideration for entering into the Avenue Capital Agreement, the Company issued warrants to the Avenue Capital Lenders to purchase shares of common stock at an exercise price equal to $24.20 per share (the “Avenue Capital Warrants”). The Avenue Capital Warrants provided that in the event the Company were to engage in an equity offering at a price lower than $24.20 prior to June 30, 2022, the exercise price would be adjusted to the effective price of such equity offering and the number of shares of common stock to be issued under the Avenue Capital Warrants would be adjusted as set forth in the agreement. The Avenue Capital Warrants are immediately exercisable and expire on January 31, 2027. The Company accounted for the Avenue Capital Warrants as a liability as the number of warrants was not fixed at the Issuance Date.

On March 7, 2022, the Company closed on an equity offering of shares of common stock and warrants at an offering price of $25.00 per share. As this offering precluded the Company from pursuing any equity financing prior to July 7, 2022 and the effective price of the March 7, 2022 offering was more than the exercise price of the Avenue Capital Warrants, the number of shares of common stock issuable upon exercise of the Avenue Capital Warrants were set to 43,388 at an exercise price of $24.20.

On October 25, 2022, the Company entered into an agreement with Avenue Venture Opportunities Fund, L.P (“Avenue”) to extend the interest-only period of its existing senior secure loan facility held with Avenue. The amendment to the original loan agreement, which was executed in January 2022, extends the interest-only period to January of 2024. In exchange for this extension of the interest-only period, the Company and Avenue agreed to reset the exercise price of the warrants issued in conjunction with the original loan agreement to $8.60, corresponding to the warrant exercise price associated with the Company’s August 2022 equity financing.

In addition to the debt discounts discussed above, the Company also incurred $0.4 million in loan origination, legal and other fees. The debt discount and issuance costs are being amortized over the term of the loan, using the effective interest method resulting in an effective rate of 15.37%. Total interest expense, including debt discount

amortization, was $0.7 million and $0.4 million for the three months ended March 31, 2023 and 2022, respectively; and $2.0 million and $0.4 million for the nine months ended March 31, 2023 and 2022, respectively.

Long-term debt consists of the following:

	March 31,		June 30,
	2023		2022
	(In thousands)
Long-term debt, due on January 26, 2025	$	15,000	$	15,000
Long-term, final payment fee		638		638
Unamortized discount and issuance costs		(1,053)		(1,443)
Financing leases, maturing through May 2024		106		180
Total debt		14,691		14,375
Less: current portion		(3,305)		(96)
Non-current portion of debt	$	11,386	$	14,279

Future principal payments of long-term debt, including financing leases, are as follows:

	March 31,
	(In thousands)
2023 (remaining 3 months)	$	91
2024		3,230
2025		12,423
Future principal payments		15,744
Less unamortized discount and issuance costs		(1,053)
Less current portion		(3,305)
Non-current portion of debt	$	11,386

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Fair Value Considerations

9 Months Ended

Mar. 31, 2023

Fair Value Disclosures [Abstract]

Fair Value Considerations

12. Fair Value Considerations

We determine the fair value of financial and non-financial assets and liabilities using the fair value hierarchy, which establishes three levels of inputs that may be used to determine fair value as follows:

● Level 1: Inputs that reflect unadjusted quoted prices in active markets that are accessible to Aytu for identical assets or liabilities;

● Level 2: Inputs that include quoted prices for similar assets and liabilities in active or inactive markets or that are observable for the asset or liability either directly or indirectly; and

● Level 3: Unobservable inputs that are supported by little or no market activity.

The Company’s financial instruments include cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, derivative warrant liabilities, contingent consideration liabilities, and short-term and long-term debt. The carrying amounts of certain short-term financial instruments, including cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued liabilities approximate their fair value due to their short maturities. Short-term and long-term debt are reported at their amortized costs on our condensed consolidated balance sheets. The remaining financial instruments and derivative warrant liabilities are reported on our consolidated balance sheets at amounts that approximate current fair values. The Company’s policy is to recognize transfers in and/or out of fair value hierarchy as of the date in which the event or change in circumstances caused the transfer. There were no transfers between Level 1, Level 2 and Level 3 in the periods presented.

Recurring Fair Value Measurements

The following table presents the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of March 31, 2023 and June 30, 2022, by level within the fair value hierarchy.

			Fair Value Measurements at March 31, 2023
	Fair Value at March 31,
	2023		(Level 1)		(Level 2)		(Level 3)
	(In thousands)
Liabilities:
Contingent consideration	$	—	$	—	$	—	$	—
CVR liability		465		—		—		465
Derivative warrant liabilities		1,582		—		—		1,582
Total	$	2,047	$	—	$	—	$	2,047

			Fair Value Measurements at June 30, 2022
	Fair Value at June 30,
	2022		(Level 1)		(Level 2)		(Level 3)
	(In thousands)
Liabilities:
Contingent consideration	$	396	$	—	$	—	$	396
CVR liability		578		—		—		578
Derivative warrant liabilities		1,796		—		—		1,796
Total	$	2,770	$	—	$	—	$	2,770

Summary of Level 3 Input Changes

The following table sets forth a summary of changes to those fair value measures using Level 3 inputs for the nine months ended March 31, 2023:

	CVR		Contingent			Derivative		Fixed Payment
	Liability		Consideration			Warrant Liabilities		Arrangement
	(In thousands)
Balance as of June 30, 2022	$	578	$	396	$	1,796	$	13,051
Included in earnings		(113)		(391)		(6,167)		1,202
Purchases, issues, sales and settlements:
Issues		—		—		5,953		—
Settlements		—		(5)		—		(3,575)
Balance as of March 31, 2023	$	465	$	—	$	1,582	$	10,678

Significant Assumptions

Significant assumptions used in valuing CVRs were as follows:

	March 31,
	2023
Leveraged Beta	0.82
Market risk premium	6.35	%
Risk-free interest rate	4.79	%
Discount	21.25	%
Company specific discount	10.00	%

Significant assumptions used in valuing derivative warrant liabilities at issuance date were as follows:

	August 9,
	2022
Expected volatility	89.89	%
Equivalent term (years)	4.11
Risk-free rate	3.09	%
Dividend yield	0.00	%

Significant assumptions used in valuing derivative warrant liabilities were as follows:

	March 31,
	2023
Expected volatility	75.51	%
Equivalent term (years)	3.84 - 4.44
Risk-free rate	3.65 - 3.73	%
Dividend yield	0.00	%

The fixed payment arrangements are recognized at their amortized cost basis using market appropriate discount rates and are accreted up to their ultimate face value over time.

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Commitments and Contingencies

9 Months Ended

Mar. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

13. Commitments and Contingencies

Pediatric Portfolio Fixed Payments and Product Milestone

The Company has two fixed, periodic payment obligations to an investor (the “Fixed Obligation”). Under the first fixed obligation, the Company was to make monthly payments of $0.1 million beginning November 1, 2019 through January 2021, with a balloon payment of $15.0 million that was originally due in January 2021 (“Balloon Payment Obligation”). A second fixed obligation required the Company to pay a minimum of $0.1 million monthly through February 2026, except for $0.2 million paid in January 2020.

On May 29, 2020, the Company entered into an Early Payment Agreement and Escrow Instruction (the “Early Payment Agreement”) pursuant to which the Company agreed to pay $15.0 million to the investor in satisfaction of the Balloon Payment Obligation. The parties to the Early Payment Agreement acknowledged and agreed that the remaining fixed payments other than the Balloon Payment Obligation remained due and payable pursuant to the terms of the Agreement, and that nothing in the Early Payment Agreement alters, amends, or waives any provisions or obligations in the Waiver or the Investor agreement other than as expressly set forth therein. The first fixed obligation was fully paid as of January 2021.

On June 21, 2021, the Company entered into a Waiver, Release and Consent pursuant to which the Company paid $2.8 million to the investor in satisfaction of the second fixed obligation. The Company agreed to pay the remaining fixed obligation of $3.0 million in six equal quarterly payments of $0.5 million over the six quarters commencing September 30, 2021. The outstanding balance for the Waiver, Release and Consent obligation as of December 31, 2022 was paid in January 2023.

The Tris Karbinal Agreement grants the Company exclusive right to distribute and sell the product in the United States. The initial term of the agreement was 20 years. The Company will pay Tris a royalty equal to 23.5% of net sales.

The Tris Karbinal Agreement also contains minimum unit sales commitments, which is based on a commercial year that spans from August 1 through July 31, of 70,000 units annually through 2025. The Company is required to pay Tris a royalty make whole payment of $30 for each unit under the 70,000-unit annual minimum sales commitment through 2025. The Tris Karbinal Agreement make-whole payment is capped at $2.1 million each year. The

annual payment is due in August of each year. The Tris Karbinal Agreement also has multiple commercial milestone obligations that aggregate up to $3.0 million based on cumulative net sales, the first of which is triggered at $40.0 million of net revenues.

Rumpus Earn Out Payments

On April 12, 2021, the Company acquired substantially all of the assets of Rumpus, pursuant to which the Company acquired certain rights and other assets, including key commercial global licenses with Denovo Biopharma LLC (“Denovo”) and Johns Hopkins University (“JHU”), relating to AR101. Upon the achievement of certain regulatory and commercial milestones, up to $67.5 million in earn-out payments, which are payable in cash or shares of common stock, generally at the Company’s option, are payable to Rumpus. Under the license agreement with Denovo, we made a payment of $0.6 million for a license fee in April 2022. In addition, upon the achievement of regulatory and commercial milestones we may be required to pay up to $101.7 million, and escalating royalties based on net product sales ranging in percentage from the low teens to the high teens. Finally, under the license agreement with Johns Hopkins, the Company assumed the responsibility for royalties of 3.0% of net product sales, with a minimum of $20,000 per year, and upon the achievement of certain regulatory and commercial milestones, up to $1.6 million.

Legal Proceeding

Aponowicz and Paguia Class-Action Securities Litigations. A putative class action was filed on February 9, 2022 in the Delaware Chancery Court by Rafal Aponowicz derivatively and on behalf of all Aytu stockholders, challenging the grant in 2021 of certain stock option awards to directors and officers. The stockholder contends those awards were in amounts exceeding the shares available under the Company’s 2015 equity incentive plan and that the directors therefore breached their fiduciary duties and breached a purported contract between them and stockholders. The Complaint seeks rescission of the awards, unspecified damages to stockholders as a result of the awards, and attorneys’ fees. A second such action was filed by Paul John M. Paguia on March 7, 2022; Mr. Paguia asserts the same claims and seeks the same relief. The parties have agreed to settle these matters for various corporate governance modifications and the payment of plaintiffs’ attorneys’ fees. The settlement was approved by the Court of Chancery of the State of Delaware in March 2023. As of March 31, 2023, the Company had $0.4 million accrued for finalized settled plaintiff attorney fees.

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Capital Structure

9 Months Ended

Mar. 31, 2023

Equity [Abstract]

Capital Structure

14. Capital Structure

The Company has 200 million shares of common stock authorized with a par value of $0.0001 per share and 50 million shares of preferred stock authorized with a par value of $0.0001 per share.

Included in the common stock outstanding are 48,818 shares of unvested restricted stock issued to executives, directors and employees.

On June 8, 2020, the Company filed a shelf registration statement on Form S-3, which was declared effective by the SEC on June 17, 2020. This shelf registration statement covered the offering, issuance and sale by the Company of up to an aggregate of $100.0 million of its common stock, preferred stock, debt securities, warrants, rights and units (the “2020 Shelf”). As of March 31, 2023, approximately $40.4 million remains available under the 2020 Shelf. This availability is subject to SEC 1.B.6 limitation to the Form S-3.

On June 4, 2021, the Company entered into a sales agreement with a sales agent, to provide for the offering, issuance and sale by the Company of up to $30.0 million of its common stock from time to time in “at-the-market” offerings under the 2020 Shelf (the “ATM Sales Agreement”). During the nine months ended March 31, 2023, the Company issued 699,929 shares of common stock under the ATM Sales Agreement, with total net proceeds of approximately $2.9 million. As of March 31, 2023, the Company had approximately $2.0 million of capacity under the ATM Sales Agreement due to baby self-limitations. As our market capitalization increases, these limitations will be adjusted and the Company will be able to issue additional ATM sales.

On September 28, 2021, the Company filed a shelf registration statement on Form S-3, which was declared effective by the SEC on October 7, 2021. This shelf registration statement covered the offering, issuance and sale by the Company of up to an aggregate of $100.0 million of its common stock, preferred stock, debt securities, warrants, rights and units (the “2021 Shelf”). As of March 31, 2023, approximately $82.4 million remained available under the 2021 Shelf. This availability is subject to SEC 1.B.6 limitation to the Form S-3.

On August 11, 2022, the Company closed on an underwritten public offering (the “August 2022 Offering”), pursuant to which we sold an aggregate of (i) 1,075,290 shares of its common stock, (ii) and, in lieu of common stock to certain investors that so chose, pre-funded warrants (the “Pre-Funded Warrants”) to purchase 87,500 shares of its common stock, and (iii) accompanying warrants (the "Common Warrants") to purchase 1,265,547 shares of its common stock. The shares of common stock and the Pre-Funded Warrants were each sold in combination with corresponding Common Warrants, with one Common Warrant to purchase one share of common stock for each share of common stock or each Pre-Funded Warrant sold. The combined public offering price for each share of common stock and accompanying Common Warrant was $8.60, and the combined offering price for each Pre-Funded Warrant and accompanying Common Warrant was $8.58, which equated to the public offering price per share of the common stock and accompanying Common Warrant, less the $0.001 per share exercise price of each Pre-Funded Warrant. The Pre-Funded Warrants were exercised in full in August 2022. The Common Warrants have an exercise price of $8.60 per share of common stock and are exercisable for a period of five years from issuance. The Company raised $10.0 million in gross proceeds through the August 2022 Offering before underwriting fees and other expenses of $0.9 million. The Pre-Funded and Common Warrants have a combined fair value of approximately $6.0 million at issuance and are classified as derivative warrant liabilities in the Company’s financial statements. (See Note 16 – Warrants).

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Equity Incentive Plans

9 Months Ended

Mar. 31, 2023

Share-Based Payment Arrangement [Abstract]

Equity Incentive Plans

15. Equity Incentive Plans

Aytu 2015 Plan. On June 1, 2015, the Company’s stockholders approved the 2015 Stock Option and Incentive Plan (the “Aytu 2015 Plan”), which, as amended in July 2017, provides for the award of stock options, stock appreciation rights, restricted stock and other equity awards for up to an aggregate of 150,000 shares of common stock. The shares of common stock underlying any awards that are forfeited, canceled, reacquired by Aytu prior to vesting, satisfied without any issuance of stock, expire or are otherwise terminated (other than by exercise) under the 2015 Plan will be added back to the shares of common stock available for issuance under the Aytu 2015 Plan. On February 13, 2020, the Company’s stockholders approved an increase to 250,000 total shares of common stock in the Aytu 2015 Plan. Stock options granted under this plan have contractual terms of 10 years from the grant date and a vesting period ranging from 3 to 4 years. The restricted stock awards have a vesting period ranging from 4 to 10 years, whereas the restricted stock units have a vesting period of 4 years. As of March 31, 2023, the Company had 84,554 shares that are available for grant under the Aytu 2015 Plan.

Neos 2015 Plan. Pursuant to the Neos Merger, the Company assumed 3,486 stock options and 1,786 restricted stock units (RSUs) previously granted under Neos plan. Accordingly, on April 19, 2021, the Company registered 5,272 shares of its common stock under the Neos Therapeutics, Inc. 2015 Stock Options and Incentive Plan (the "Neos 2015 Plan") with the SEC. The terms and conditions of the assumed equity securities will stay the same as they were under the previous Neos plan. The Company allocated costs of the replacement awards attributable to pre- and post-combination service periods. The pre-combination service costs were included in the considerations transferred. The remaining costs attributable to the post-combination service period are being recognized as stock-based compensation expense over the remaining terms of the replacement awards. Stock options granted under this plan have contractual terms of 10 years from the grant date and a vesting period ranging from 1 to 4 years. As of March 31, 2023, the Company had 2,579 shares that are available for grant under the Neos 2015 Plan.

Stock Options

Stock option activity is as follows:

				Weighted
				Average
		Weighted		Remaining
	Number of	Average		Contractual
	Options	Exercise Price		Life in Years
Outstanding June 30, 2022	3,899	$	209.70	7.77
Granted	49,212		4.00
Forfeited/Cancelled	(152)		126.84
Expired	(175)		131.45
Outstanding at March 31, 2023	52,784	$	18.42	9.31
Exercisable at March 31, 2023	2,920	$	227.28	6.44

As of March 31, 2023, there was $0.2 million total unrecognized compensation costs related to non-vested stock options granted under the Company’s equity incentive plans. The unrecognized compensation cost is expected to be recognized over a weighted average period of 1.7 years.

Restricted Stock

During the nine months ended March 31, 2023, as a result of the change in members of the Company’s board, the Company accelerated unvested shares for two former members and recorded $1.5 million of non-cash equity compensation expense.

On December 19, 2022, the Company entered into a Stipulation of Compromise and Settlement (the “Stipulation”). As a part of the terms of the Stipulation, the Company agreed to rescind 25% of the aggregate 2021 grants to board members. As a result of the recission of the shares, the Company recorded $0.6 million in non-cash compensation during the three months ended December 31, 2022.

Restricted stock activity under the Aytu 2015 Plan is as follows:

		Weighted
		Average Grant
	Number of	Date Fair
	Shares	Value
Unvested at June 30, 2022	80,373	$	148.91
Granted	6,825		3.79
Vested	(36,695)		135.41
Forfeited/Cancelled	(6,689)		135.66
Unvested at March 31, 2023	43,814	$	139.63

As of March 31, 2023, there was $4.9 million total unrecognized compensation costs related to non-vested restricted stock granted under the Company’s equity incentive plan. The unrecognized compensation cost is expected to be recognized over a weighted average period of 2.4 years.

The Company previously issued 4 shares of restricted stock outside the Aytu 2015 Plan, which vest in July 2026. On January 17, 2022, the Company granted 5,000 shares of restricted stock to a member of its management team outside of the Aytu 2015 Plan. As of March 31, 2023, there was $0.1 million total unrecognized costs related to non-vested restricted stock outside of the Company’s equity incentive plan. The unrecognized compensation cost is expected to be recognized over a weighted average period of 1.8 years.

Restricted Stock Units

RSUs activity is as follows:

		Weighted
		Average Grant
	Number of	Date Fair
	Shares	Value
Unvested at June 30, 2022	8,500	$	25.88
Vested	(2,580)		26.85
Unvested at March 31, 2023	5,920	$	25.42

As of March 31, 2023, there was $0.1 million total unrecognized compensation costs related to non-vested RSUs granted under the Company’s equity incentive plans. The unrecognized compensation cost is expected to be recognized over a weighted average period of 1.9 years.

Stock-based compensation expense related to the fair value of stock options and restricted stock and RSUs was included in the condensed consolidated statements of operations as set forth in the below table:

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2023		2022		2023		2022
	(in thousands)
Cost of sales	$	4	$	7	$	12	$	24
Research and development		2		73		25		467
Selling and marketing		3		23		9		51
General and administrative		893		1,167		5,100		3,476
Total stock-based compensation expense	$	902	$	1,270	$	5,146	$	4,018

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Warrants

9 Months Ended

Mar. 31, 2023

Warrants and Rights Note Disclosure [Abstract]

Warrants

16. Warrants

Liability Classified Warrants

On August 11, 2022, the Company closed on the August 2022 Offering, pursuant to which, the Company issued Pre-Funded Warrants to purchase 87,500 shares of its common stock and Common Warrants to purchase 1,265,547 shares of its common stock. The shares of common stock and the Pre-Funded Warrants were each sold in combination with corresponding Common Warrants, which one Common Warrant to purchase one share of common stock for each share of common stock or each Pre-Funded Warrant sold. The Pre-Funded Warrants had an exercise price of $0.02 per share of common stock and were exercised in full in August 2022. The Common Warrants have an exercise price of $8.60 per share of common stock and are exercisable for a period of five years from issuance. The Common Warrants provide that if there occurs any a stock split, stock dividend stock recapitalization, or similar event (a “Stock Combination Event”), then the warrant exercise price will be adjusted to the greater of the quotient determined by dividing (x) the sum of the VWAP of the Common Stock for each of the five lowest trading days during the 20 consecutive trading day period ending immediately preceding the 16th trading day after such Stock Combination Event, divided by (y) five; or $2.32 and the number of shares of common stock to be issued would be adjusted proportionately as set forth in the agreement limited to a maximum of 2,325,581 shares. The Common Warrants also provide that in the event the Company were to engage in an equity offering at a common stock price lower than the warrant exercise price prior to the second anniversary of a Stock Combination Event, the exercise price would be adjusted to the greater of the effective price of such equity offering or $2.32 (see Note 14 – Capital Structure).

In November and throughout the quarter end the Company sold shares through its ATM Sales Agreement. Per the warrant agreement, these sales qualified as an equity offering and the sales price was less than the current the exercise price of $8.60. As a result, the common warrants exercise price was adjusted to $3.30.

On January 6, 2023, the Company consummated a 20 to 1 reverse stock split. Pursuant to the warrant agreement described above, the Company triggered a Stock Combination Event and the warrant exercise price and number to be issued was adjusted based on the average of each of the lowest five trading days during the twenty-day consecutive trading day period beginning on December 30, 2022.

On October 25, 2022, the Company entered into an agreement with Avenue to extend the interest-only period of the Company’s existing senior secured loan facility. The amendment to the original secured loan agreement, which was executed in January 2022, extends the interest-only period to January of 2024. In exchange for this extension, the Company and Avenue agreed to reset the exercise price of the warrants issued in conjunction with the original loan agreement to $8.60, corresponding to the warrant exercise price associated with the Company’s latest equity financing.

Outstanding warrants are classified as derivative warrant liabilities in the condensed consolidated balance sheets and are marked to market at each reporting period (see Note 12 – Fair Value Considerations).

A summary of warrants is as follows:

				Weighted
				Average
		Weighted		Remaining
	Number of	Average		Contractual
	Warrants	Exercise Price		Life in Years
Outstanding June 30, 2022	433,174	$	92.60	4.73
Warrants issued	1,353,047		3.28	5.00
Warrants exercised	(87,500)		0.02	5.00
Warrants expired	(17,414)		1,200.77	—
Outstanding March 31, 2023	1,681,307	$	13.41	4.30

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Net Loss Per Common Share

9 Months Ended

Mar. 31, 2023

Earnings Per Share [Abstract]

Net Loss Per Common Share

17. Net Loss per Common Share

Basic income (loss) per common share is calculated by dividing the net income (loss) available to the common shareholders by the weighted average number of common shares outstanding during that period. Diluted net loss per share reflects the potential of securities that could share in the net loss of the Company.

The following table sets forth securities that are considered anti-dilutive, and therefore excluded from the calculation of diluted earnings per share.

	March 31,
	2023	2022
Warrants to purchase common stock - liability classified	1,642,235	377,893
Warrant to purchase common stock - equity classified	39,072	56,486
Employee stock options	52,784	4,193
Employee unvested restricted stock	48,818	106,874
Employee unvested restricted stock units	5,920	7,724
Total	1,788,829	553,170

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License Agreements

9 Months Ended

Mar. 31, 2023

License Agreement [Abstract]

Licensing Agreements

18. License Agreements

Healight

In April 2020, we entered into a licensing agreement with Cedars-Sinai Medical Center to secure worldwide rights to various potential esophageal and nasopharyngeal uses of Healight. The agreement with Cedars-Sinai grants us a license to all patent and development related technology rights for the intra-corporeal therapeutic use of ultraviolet light in the field of endotracheal and nasopharyngeal applications. As a result of the focus on revenue growth of our commercial business we have terminated the licensing agreement with Cedars-Sinai Medical Center, effective May 9, 2023.

NeuRx

In October 2018, Neos entered into an Exclusive License Agreement (“NeuRx License”) with NeuRx Pharmaceuticals LLC (“NeuRx”), pursuant to which NeuRx granted Neos an exclusive, worldwide, royalty-bearing license to research, develop, manufacture, and commercialize certain pharmaceutical products containing NeuRx’s proprietary compound designated as NRX-101, referred to as NT0502. NT0502 is a new chemical entity that is being developed for the treatment of sialorrhea, which is excessive salivation or drooling. The Company may be required to make certain development and milestone payments and royalties based on annual net sales, as defined in the NeuRx License. Royalties are to be paid on a country-by-country and licensed product-by-licensed product basis, during the period of time beginning on the first commercial sale of such licensed product in such country and continuing until the later of: (i) the expiration of the last-to-expire valid claim in any licensed patent in such country that covers such licensed product in such country; and/or (ii) expiration of regulatory exclusivity of such licensed product in such country.

In April 2023, the Company returned the NT0502 rights to NeuRx in exchange for and receive a royalty and potential milestone payments on amounts received for future revenue generated by NeuRx (or a future licensee) on NT0502.

Teva

On December 21, 2018, Neos and Teva Pharmaceuticals USA, Inc. (“Teva”) entered into an agreement granting Teva a non-exclusive license to certain patents owned by Neos by which Teva has the right to manufacture and market its generic version of Cotempla XR-ODT under an Abbreviated New Drug Application (“ANDA”) filed by Teva beginning on July 1, 2026, or earlier under certain circumstances.

Actavis

On October 17, 2017, Neos entered into an agreement granting Actavis a non-exclusive license to certain patents owned by Neos by which Actavis (now Teva, following Teva’s acquisition of Actavis’ generic products) has the right to manufacture and market its generic version of Adzenys XR-ODT under its ANDA beginning on September 1, 2025, or earlier under certain circumstances.

Shire

In July 2014, Neos entered into a Settlement Agreement and an associated License Agreement (the “2014 License Agreement”) with Shire LLC (“Shire”) for a non-exclusive license to certain patents for certain activities with respect to Neos’ New Drug Application (the “NDA”) No. 204326 for an extended-release orally disintegrating amphetamine polistirex tablet. In accordance with the terms of the 2014 License Agreement, following the receipt of the approval from the FDA for Adzenys XR-ODT, Neos paid an up-front, non-refundable license fee of an amount less than $1.0 million in February 2016. Neos is paying a single digit royalty on net sales of Adzenys XR-ODT during the life of the patents. The settlement agreement expires May of 2023.

In March 2017, Neos entered into a License Agreement (the “2017 License Agreement”) with Shire, pursuant to which Shire granted Neos a non-exclusive license to certain patents owned by Shire for certain activities with respect to Neos’ NDA No. 204325 for an extended-release amphetamine oral suspension. In accordance with the terms of the 2017 License Agreement, following the receipt of the approval from the FDA for Adzenys ER, Neos paid an up-front, non-refundable license fee of an amount less than $1.0 million in October 2017. Neos was paying a single digit royalty on net sales of Adzenys ER during the life of the patents. Adzenys ER was discontinued as of September 30, 2021.

The royalties are recorded as cost of sales in the same period as the net sales upon which they are calculated.

Additionally, each of the 2014 and 2017 License Agreements contains a covenant from Shire not to file a patent infringement suit against Neos alleging that Adzenys XR-ODT or Adzenys ER, respectively, infringes the Shire patents.

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Segment Reporting

9 Months Ended

Mar. 31, 2023

Segment Reporting [Abstract]

Segment Reporting

19. Segment Reporting

The Company’s chief operating decision maker (“CODM”), who is the Company’s Chief Executive Officer, allocates resources and assesses performance based on financial information of the Company. The CODM reviews financial information presented for each reportable segment for purposes of making operating decisions and assessing financial performance.

The Company manages and aggregates its operational and financial information in accordance with two reportable segments: Rx and Consumer Health. The Rx segment consists of the Company’s prescription products. The Consumer Health segment contains the Company’s consumer healthcare products.

Select financial information for these segments is as follows:

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2023		2022		2023		2022
	(In thousands)
Consolidated revenue:
Rx Segment	$	13,805	$	13,862	$	50,486	$	42,388
Consumer Health Segment		8,928		10,337		26,181		26,833
Consolidated revenue	$	22,733	$	24,199	$	76,667	$	69,221
Consolidated net loss:
Rx Segment	$	(5,777)	$	(52,529)	$	(10,931)	$	(88,577)
Consumer Health Segment		(1,423)		(762)		(3,663)		(4,113)
Consolidated net loss	$	(7,200)	$	(53,291)	$	(14,594)	$	(92,690)

	March 31,		June 30,
	2023		2022
	(In thousands)
Total assets:
Rx Segment	$	131,982	$	121,377
Consumer Health Segment		15,234		16,246
Consolidated assets	$	147,216	$	137,623

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Subsequent Events

9 Months Ended

Mar. 31, 2023

Subsequent Events [Abstract]

Subsequent Events

20. Subsequent Events

Sublease a portion of Grand Prairie Facility

On April 27, 2023, the Company entered into an agreement with AMT Manufacturing Solutions, LLC (“AMTMS”) to sublease 22,909 square feet of its manufacturing facility in Grand Prairie, Texas (“Sublease Agreement”). The Sublease Agreement is subject and subordinate to that certain Commercial Lease Agreement by and between the Company, as successor-in-interest to PharmaFab, Inc., as tenant, and Riverside Business Green, LP, as Landlord, as successor-in-interest to Walstib, L.P., as landlord, dated June 29, 1999, as amended, and expiring on December 31, 2024.

The sublease will commence on May 15, 2023. The expansion date (“Expansion Date”) will commence as early as April 1, 2024 but no later than December 31, 2024, which date shall be designated by the Company by written notice to AMTMS not less than thirty (30) days prior to the Expansion Date. The subleased property shall be expanded to include the remaining 54,203 square feet of the Company’s manufacturing facility. The Sublease Agreement will terminate on December 31, 2024.

Under the terms of the Sublease Agreement, AMTMS will pay the Company base rent of $20,045 per month through December 31, 2023 and $21,000 per month from January 1, 2024 through the Expansion Date. Beginning on the Expansion Date, base rent will be $70,686 per month through the expiration of the Sublease Agreement. In addition to the base rent, AMTMS will pay the Company certain operating expenses incurred by the Company. AMTMS will pay a security deposit of $90,731 to the Company which will be applied to rent payments if certain conditions are met.

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Significant Accounting Policies (Policies)

9 Months Ended

Mar. 31, 2023

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation. The unaudited condensed consolidated financial statements contained in this Quarterly Report on Form 10-Q represent the financial statements of the Company and its wholly owned subsidiaries. The unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended June 30, 2022, which included all disclosures required by generally accepted accounting principles in the United States (“U.S. GAAP”). In the opinion of management, these unaudited condensed consolidated financial statements contain all adjustments necessary to present fairly the financial position of the Company and the results of operations and cash flows for the interim periods presented. The results of operations for the periods ended March 31, 2023 are not necessarily indicative of expected operating results for the full year or any future year.

Also see Note 2 – Previously Reported Financial Statements relating to the immaterial correction of an error in the condensed consolidated financial statements for as of June 30, 2022, and for the three and nine months ended March 31, 2022.

Prior Period Reclassification

Prior Period Reclassification. Certain prior year amounts in the condensed consolidated statements of operations and statements of cash flows have been reclassified to conform to the current year presentation, including a reclassification made in the presentation of amortization of intellectual property, and a reclassification of fair value adjustment from contingent consideration. Amortization of intellectual property was previously included in research and development expenses and is currently recorded in amortization of intangible assets expenses on the condensed consolidated statements of operations. Gain or loss from the fair value of contingent consideration was previously included in Other expense, net, and is currently recorded in operating expenses on the condensed consolidated statements of operations. These reclassifications did not impact operating results or cash flows for the nine months ended March 31, 2023 and 2022 or its financial position as of March 31, 2023 or June 30, 2022.

Use of Estimates

Use of Estimates

Management uses estimates and assumptions relating to reporting amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. In the accompanying condensed consolidated financial statements, estimates are used for, but not limited to, stock-based compensation, revenue recognition, allowance for doubtful accounts, determination of variable consideration for accruals of chargebacks, administrative fees and rebates, government rebates, returns and other allowances, write-downs for inventory obsolescence, valuation of financial instruments and intangible assets, accruals for contingent liabilities, fair value of long-lived assets, the value of goodwill, income tax provision, deferred taxes and valuation allowance, determination of right-of-use assets and lease liabilities, purchase price allocations, the depreciable lives of long-lived assets, classification of warrants equity versus liability, and the valuation of derivative warrant liability. Because of the uncertainties inherent in such estimates, actual results may differ from those estimates. Management periodically evaluates estimates used in the preparation of the financial statements for reasonableness.

Previously Reported Financial Statements

Previously Reported Financial Statements

The classification of certain of the Company’s warrants was previously recorded as equity. These warrants according to Generally Accepted Accounting Principles in the United States (“GAAP”) should have been classified as derivative warrant liabilities at fair value and marked to market at each reporting period, with changes in fair value recorded in earnings. The affected filing periods include the quarterly unaudited financial statements as of March 31, 2022 and the audited financial statements as of June 30, 2022.

SEC Staff Accounting Bulletin No. 99, “Materiality,” and the Financial Accounting Standards Board (“FASB”), Statement of Financial Accounting Concepts No. 2 “Qualitative Characteristics of Accounting Information” indicate that quantifying and aggregating adjustments is only the beginning of an analysis of materiality and that both quantitative and qualitative factors must be considered in determining whether individual adjustments are material. The Company evaluated the adjustments and determined that the impact was not material to the condensed consolidated financial statements for the quarter ended March 31, 2022 and to the condensed consolidated balance sheet as of June 30, 2022. As a result, adjustments for the immaterial adjustments were applied to these periods for comparative purposes. The adjustments did not change the Company’s reported total assets, cash and cash equivalents, operating expenses, operating losses or cash flows from operations.

The condensed consolidated financial statements as of and for the three and nine months ended March 31, 2022 have been adjusted as shown in the following tables.

	Three Months Ended
	March 31, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Statement of Operation data
Gain on derivative warrant liabilities	$	211	$	(218)	$	(7)
Total other (expense) income (1)	$	348	$	(218)	$	130
Loss before income tax	$	(53,073)	$	(218)	$	(53,291)
Net loss	$	(53,073)	$	(218)	$	(53,291)
Basic and diluted net loss per common share	$	(35.80)	$	(0.10)	$	(35.90)
Statement of Stockholders' Equity data
Issuance of common stock, net of issuance cost	$	7,034	$	(3,178)	$	3,856
Net loss by segment
Rx Segment	$	(52,311)	$	(218)	$	(52,529)
Consumer Health Segment		(762)		—		(762)
Consolidated net loss	$	(53,073)	$	(218)	$	(53,291)

(1)  Includes reclassification of gain or loss from fair value of contingent consideration. See Prior Period Reclassification in Note 1 – Nature of Business, Financial Condition, Basis of Presentation.

	Nine Months Ended
	March 31, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Statement of Operation data
Gain on derivative warrant liabilities	$	211	$	(218)	$	(7)
Total other (expense) income (1)	$	384	$	(218)	$	166
Loss before income tax	$	(92,582)	$	(218)	$	(92,800)
Net loss	$	(92,472)	$	(218)	$	(92,690)
Basic and diluted net loss per common share	$	(68.00)	$	(0.13)	$	(68.13)
Statement of Cash Flow data
Net loss	$	(92,472)	$	(218)	$	(92,690)
Gain on derivative warrant liabilities	$	(211)	$	218	$	7
Net loss by segment
Rx Segment	$	(88,359)	$	(218)	$	(88,577)
Consumer Health Segment		(4,113)		—		(4,113)
Consolidated net loss	$	(92,472)	$	(218)	$	(92,690)

(1)  Includes reclassification of gain or loss from fair value of contingent consideration. See Prior Period Reclassification in Note 1 – Nature of Business, Financial Condition, Basis of Presentation.

	As of March 31, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Statement of Stockholders' Equity data
Additional paid-in capital	$	331,915	$	(3,178)	$	328,737
Accumulated deficit		(270,771)		(218)		(270,989)
Total stockholders’ equity	$	61,144	$	(3,396)	$	57,748

The consolidated balance sheet and the consolidated statement of stockholders’ equity as of June 30, 2022 have been adjusted as shown in the table below.

	As of June 30, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Derivative warrant liabilities	$	—	$	1,796	$	1,796
Total liabilities	$	91,531	$	1,784	$	93,315
Additional paid-in capital	$	334,560	$	(3,174)	$	331,386
Accumulated deficit	$	(288,472)	$	1,394	$	(287,078)
Total stockholders’ equity	$	46,092	$	(1,784)	$	44,308

Warrants

Warrants

The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in FASB Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own common shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. Liability and equity classified warrants are valued using a Black-Scholes option model or Monte Carlo simulation model at issuance and for each reporting period when applicable.

Income Taxes

Income Taxes

The Company calculates its quarterly income tax provision based on estimated annual effective tax rates applied to ordinary income (or loss) and other known items computed and recognized when they occur. There have been no changes in tax law affecting the tax provision during the three and nine months ended March 31, 2023.

An ownership change (generally a 50% change in equity ownership over a three-year period) could limit the Company’s ability to offset, post-change, U.S. federal taxable income. Section 382 of the Internal Revenue Code imposes an annual limitation on the amount of post-ownership change taxable income a corporation may offset with pre-ownership change net operating loss carryforwards and certain recognized built-in losses. The Company believes that previous acquisitions, financing transactions, and equity ownership changes in the past five years may have caused a limitation on its ability to use the pre-acquisition net operating loss carryovers. The ownership change scenario could result in increased future tax liability. The Company is in the process of analyzing the impact of any possible ownership change result of which may be a change to the Company’s net deferred tax asset or liability position.

Impairment of Other Intangibles Assets

Impairment of Other Intangibles Assets 

Acquired in-process research and development (“IPR&D) is an intangible asset classified as an indefinite-lived asset until the completion or abandonment of the associated research and development (“R&D”) effort. In periods after the acquisition of IPR&D, the Company may (1) continue internal R&D efforts associated with the acquired assets or collaborate with another party in R&D efforts; (2) dispose of the assets through a sale; (3) out-license the assets; (4) temporarily postpone further development; or (5) abandon R&D efforts. IPR&D may be subject to different subsequent accounting treatment depending on the course of action chosen by the Company with respect to the asset. If the Company changes strategies related to the IPR&D the asset could potentially be impaired (see Note —7 Goodwill and Other Intangible Assets).

Recently Adopted Accounting Pronouncements and Recent Accounting Pronouncements Not Yet Adopted

Recent Adopted Accounting Pronouncements

Reference Rate Reform. In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): “Facilitation of the Effects of Reference Rate Reform on Financial Reporting”, which provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued if contract modifications are made on or before December 31, 2022. The Company adopted the guidance effective July 1, 2022 for the accounting of its LIBOR indexed revolving loans by prospectively applying the interest rate. The Company elected not to reassess the discount rate of its leases. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial position and results of operations.

Earnings Per Share. In May 2021, the FASB issued ASU 2021-04, “Earnings Per Share (Topic 260), Debt – Modifications and Extinguishments (Subtopic 470-50), Compensation – Stock Compensation (Topic 718), and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options”. The amendments in ASU 2021-04 provide guidance to clarify and reduce diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. ASU 2021-04 is effective for all entities for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years, with early adoption permitted. The adoption of ASU 2021-04 and related updates did not have a material impact on its condensed consolidated financial statements.

Recent Accounting Pronouncements Not Yet Adopted

Debt—Debt with Conversion and Other Options. In June 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging— Contracts in Entity’s Own Equity (Subtopic 815-40)— “Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity”, which simplifies the accounting for convertible instruments by removing major separation models currently required. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The amendments in this update are effective for public entities that are smaller reporting companies, as defined by the Securities and Exchange Commission (”SEC”), for the fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted through a modified retrospective or full retrospective method. The Company will adopt the guidance on July 1, 2024 and does not expect the adoption of the standard to have a material impact on the Company’s condensed consolidated financial position or results of operations.

Financial Instruments – Credit Losses. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses” requiring the measurement of expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable forecasts. The main objective of ASU 2016-13 is to provide additional information about the expected credit losses on financial instruments and other commitments to extend credit. The standard was effective for interim and annual reporting periods beginning after December 15, 2019. However, in October 2019, the FASB approved deferral of the adoption date for smaller reporting companies for fiscal periods beginning after December 15, 2022. The Company will adopt ASU 2016-13 for the fiscal year ended June 30, 2024. The Company is evaluating the impact of adoption of this standard and does not

anticipate the application of ASU 2016-13 will have a material impact on the Company’s condensed consolidated financial position or results of operations.

For a complete set of the Company’s significant accounting policies, refer to our Annual Report on Form 10-K for the fiscal year ended June 30, 2022. There have been no significant changes to the Company’s significant accounting policies during the nine months ended March 31, 2023.

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Significant Accounting Policies (Tables)

9 Months Ended

Mar. 31, 2023

Accounting Policies [Abstract]

Schedule of the impact of the immaterial correction of an error

The condensed consolidated financial statements as of and for the three and nine months ended March 31, 2022 have been adjusted as shown in the following tables.

	Three Months Ended
	March 31, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Statement of Operation data
Gain on derivative warrant liabilities	$	211	$	(218)	$	(7)
Total other (expense) income (1)	$	348	$	(218)	$	130
Loss before income tax	$	(53,073)	$	(218)	$	(53,291)
Net loss	$	(53,073)	$	(218)	$	(53,291)
Basic and diluted net loss per common share	$	(35.80)	$	(0.10)	$	(35.90)
Statement of Stockholders' Equity data
Issuance of common stock, net of issuance cost	$	7,034	$	(3,178)	$	3,856
Net loss by segment
Rx Segment	$	(52,311)	$	(218)	$	(52,529)
Consumer Health Segment		(762)		—		(762)
Consolidated net loss	$	(53,073)	$	(218)	$	(53,291)

(1)  Includes reclassification of gain or loss from fair value of contingent consideration. See Prior Period Reclassification in Note 1 – Nature of Business, Financial Condition, Basis of Presentation.

	Nine Months Ended
	March 31, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Statement of Operation data
Gain on derivative warrant liabilities	$	211	$	(218)	$	(7)
Total other (expense) income (1)	$	384	$	(218)	$	166
Loss before income tax	$	(92,582)	$	(218)	$	(92,800)
Net loss	$	(92,472)	$	(218)	$	(92,690)
Basic and diluted net loss per common share	$	(68.00)	$	(0.13)	$	(68.13)
Statement of Cash Flow data
Net loss	$	(92,472)	$	(218)	$	(92,690)
Gain on derivative warrant liabilities	$	(211)	$	218	$	7
Net loss by segment
Rx Segment	$	(88,359)	$	(218)	$	(88,577)
Consumer Health Segment		(4,113)		—		(4,113)
Consolidated net loss	$	(92,472)	$	(218)	$	(92,690)

(1)  Includes reclassification of gain or loss from fair value of contingent consideration. See Prior Period Reclassification in Note 1 – Nature of Business, Financial Condition, Basis of Presentation.

	As of March 31, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Statement of Stockholders' Equity data
Additional paid-in capital	$	331,915	$	(3,178)	$	328,737
Accumulated deficit		(270,771)		(218)		(270,989)
Total stockholders’ equity	$	61,144	$	(3,396)	$	57,748

The consolidated balance sheet and the consolidated statement of stockholders’ equity as of June 30, 2022 have been adjusted as shown in the table below.

	As of June 30, 2022
	As Previously
	Reported		Adjustment		As Adjusted
	(in thousands)
Derivative warrant liabilities	$	—	$	1,796	$	1,796
Total liabilities	$	91,531	$	1,784	$	93,315
Additional paid-in capital	$	334,560	$	(3,174)	$	331,386
Accumulated deficit	$	(288,472)	$	1,394	$	(287,078)
Total stockholders’ equity	$	46,092	$	(1,784)	$	44,308

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Revenues from Contracts with Customers (Tables)

9 Months Ended

Mar. 31, 2023

Revenue from Contract with Customer [Abstract]

Schedule of disaggregation of revenue

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2023		2022		2023		2022
	(In thousands)
Rx Segment	$	13,805	$	13,862	$	50,486	$	42,388
Consumer Health Segment		8,928		10,337		26,181		26,833
Consolidated revenue	$	22,733	$	24,199	$	76,667	$	69,221

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Inventories (Tables)

9 Months Ended

Mar. 31, 2023

Inventory Disclosure [Abstract]

Schedule of Inventory balances

		March 31,		June 30,
		2023		2022
	(In thousands)
Raw materials		$	2,223	$	1,814
Work in process			2,817		1,838
Finished goods			8,597		7,197
Inventory		$	13,637	$	10,849

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Property and Equipment (Tables)

9 Months Ended

Mar. 31, 2023

Property, Plant and Equipment [Abstract]

Schedule of property and equipment

	March 31,		June 30,
	2023		2022
	(In thousands)
Manufacturing equipment	$	2,449	$	2,487
Leasehold improvements		1,003		999
Office equipment, furniture and other		1,128		1,128
Lab equipment		832		832
Property and equipment, gross		5,412		5,446
Less accumulated depreciation and amortization		(3,384)		(2,421)
Property and equipment, net	$	2,028	$	3,025

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Leases (Tables)

9 Months Ended

Mar. 31, 2023

Leases [Abstract]

Schedule of components of lease expenses

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2023		2022		2023		2022		Statement of Operations Classification
	(In thousands)
Lease cost:
Operating lease cost	$	360	$	316	$	1,076	$	942	Operating expenses
Short-term lease cost		27		65		71		130	Operating expenses
Finance lease cost:
Amortization of leased assets		14		18		51		55	Cost of sales
Interest on lease liabilities		2		3		7		11	Other (expense), net
Total net lease cost	$	403	$	402	$	1,205	$	1,138

Schedule of balance sheet information related to leases

	March 31,		June 30,		Balance Sheet Classification
	2023		2022
	(In thousands)
Assets:
Operating lease assets	$	2,367	$	3,271	Operating lease right-of-use asset
Finance lease assets		174		256	Property and equipment, net
Total leased assets	$	2,541	$	3,527
Liabilities:
Current:
Operating leases	$	1,252	$	1,227	Other current liabilities
Finance leases		91		96	Current portion of debt
Non-current
Operating leases		1,154		2,090	Other non-current liabilities
Finance leases		15		84	Debt, net of current portion
Total lease liabilities	$	2,512	$	3,497

Schedule of remaining lease term and discount rate

	March 31,			June 30,
	2023			2022
Weighted-Average Remaining Lease Term (years)
Operating lease assets		1.94			2.63
Finance lease assets		1.12			1.73
Weighted-Average Discount Rate
Operating lease assets		7.68	%		7.48	%
Finance lease assets		6.54	%		6.43	%

Schedule of supplemental cash flow information related to leases

	Nine Months Ended
	March 31,
	2023		2022
	(In thousands)
Cash flow classification of lease payments:
Operating cash flows - operating leases	$	1,076	$	942
Operating cash flows - finance leases	$	7	$	12
Financing cash flows - finance leases	$	73	$	76

Schedule of maturities of future minimum lease payments, operating leases

	Operating		Finance
	(In thousands)
2023 (remaining 3 months)	$	360	$	23
2024		1,379		87
2025		749		—
2026		90		—
2027		46		—
Total lease payments		2,624		110
Less: Imputed interest		(218)		(4)
Lease liabilities	$	2,406	$	106

Schedule of maturities of future minimum lease payments, finance leases

	Operating		Finance
	(In thousands)
2023 (remaining 3 months)	$	360	$	23
2024		1,379		87
2025		749		—
2026		90		—
2027		46		—
Total lease payments		2,624		110
Less: Imputed interest		(218)		(4)
Lease liabilities	$	2,406	$	106

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Goodwill and Other Intangible Assets (Tables)

9 Months Ended

Mar. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of finite lived intangible assets

	March 31, 2023
									Weighted-
	Gross						Net		Average
	Carrying		Accumulated				Carrying		Remaining
	Amount		Amortization		Impairment		Amount		Life (in years)
	(In thousands)
Definite-lived intangibles:
Acquired product technology rights		45,400		(10,077)		(3,224)		32,099	11.55
Acquired technology right		30,200		(3,610)		—		26,590	15.00
Acquired product distribution rights		11,354		(4,407)		(2,172)		4,775	6.85
		86,954		(18,094)		(5,396)		63,464	12.64
Indefinite-lived intangibles:
Acquired in-process R&D		2,600		—		(2,600)		—	Indefinite-lived
		2,600		—		(2,600)		—
Total	$	89,554	$	(18,094)	$	(7,996)	$	63,464	12.64

	June 30, 2022
									Weighted-
	Gross						Net		Average
	Carrying		Accumulated				Carrying		Remaining
	Amount		Amortization		Impairment		Amount		Life (in years)
	(In thousands)
Definite-lived intangibles:
Acquired product technology rights	$	45,400	$	(7,667)	$	(3,224)	$	34,509	12.33
Acquired technology right		30,200		(2,278)		—		27,922	15.75
Acquired product distribution rights		11,354		(3,581)		(2,172)		5,601	7.60
Other intangible assets		4,666		(3,004)		(1,662)		—	—
		91,620		(16,530)		(7,058)		68,032	13.35
Indefinite-lived intangibles:
Acquired in-process R&D		2,600		—		—		2,600	Indefinite-lived
		2,600		—		—		2,600
Total	$	94,220	$	(16,530)	$	(7,058)	$	70,632	13.35

Schedule of Indefinite lived intangible assets

	March 31, 2023
									Weighted-
	Gross						Net		Average
	Carrying		Accumulated				Carrying		Remaining
	Amount		Amortization		Impairment		Amount		Life (in years)
	(In thousands)
Definite-lived intangibles:
Acquired product technology rights		45,400		(10,077)		(3,224)		32,099	11.55
Acquired technology right		30,200		(3,610)		—		26,590	15.00
Acquired product distribution rights		11,354		(4,407)		(2,172)		4,775	6.85
		86,954		(18,094)		(5,396)		63,464	12.64
Indefinite-lived intangibles:
Acquired in-process R&D		2,600		—		(2,600)		—	Indefinite-lived
		2,600		—		(2,600)		—
Total	$	89,554	$	(18,094)	$	(7,996)	$	63,464	12.64

	June 30, 2022
									Weighted-
	Gross						Net		Average
	Carrying		Accumulated				Carrying		Remaining
	Amount		Amortization		Impairment		Amount		Life (in years)
	(In thousands)
Definite-lived intangibles:
Acquired product technology rights	$	45,400	$	(7,667)	$	(3,224)	$	34,509	12.33
Acquired technology right		30,200		(2,278)		—		27,922	15.75
Acquired product distribution rights		11,354		(3,581)		(2,172)		5,601	7.60
Other intangible assets		4,666		(3,004)		(1,662)		—	—
		91,620		(16,530)		(7,058)		68,032	13.35
Indefinite-lived intangibles:
Acquired in-process R&D		2,600		—		—		2,600	Indefinite-lived
		2,600		—		—		2,600
Total	$	94,220	$	(16,530)	$	(7,058)	$	70,632	13.35

Schedule of future amortization expense

	(In thousands)
2023 (remaining 3 months)	$	1,518
2024		6,074
2025		5,934
2026		5,683
2027		5,653
2028		5,553
Thereafter		33,049
Total future amortization expense	$	63,464

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Accrued Liabilities (Tables)

9 Months Ended

Mar. 31, 2023

Accrued Liabilities, Current [Abstract]

Schedule of Accrued liabilities

	March 31,		June 30,
	2023		2022
	(In thousands)
Accrued savings offers	$	18,370	$	12,711
Accrued program liabilities		10,287		9,468
Accrued customer and product related fees		6,379		7,817
Product return reserve		4,708		5,770
Accrued employee compensation		6,864		4,765
Other accrued liabilities		2,977		3,656
Total accrued liabilities	$	49,585	$	44,187

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Other Liabilities (Tables)

9 Months Ended

Mar. 31, 2023

Other Liabilities Disclosure [Abstract]

Schedule of other liabilities

	March 31,		June 30,
	2023		2022
	(In thousands)
Fixed payment arrangements	$	10,678	$	13,051
Operating lease liabilities		2,406		3,317
Contingent value rights		465		578
Contingent consideration		—		396
Other		1,821		815
Total other liabilities		15,370		18,157
Less: current portion		(7,450)		(5,359)
Total other liabilities, noncurrent	$	7,920	$	12,798

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Long-term Debt (Tables)

9 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Schedule of long term debt

	March 31,		June 30,
	2023		2022
	(In thousands)
Long-term debt, due on January 26, 2025	$	15,000	$	15,000
Long-term, final payment fee		638		638
Unamortized discount and issuance costs		(1,053)		(1,443)
Financing leases, maturing through May 2024		106		180
Total debt		14,691		14,375
Less: current portion		(3,305)		(96)
Non-current portion of debt	$	11,386	$	14,279

Schedule of future principal payments of long term debt

	March 31,
	(In thousands)
2023 (remaining 3 months)	$	91
2024		3,230
2025		12,423
Future principal payments		15,744
Less unamortized discount and issuance costs		(1,053)
Less current portion		(3,305)
Non-current portion of debt	$	11,386

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Fair Value Considerations (Tables)

9 Months Ended

Mar. 31, 2023

Fair Value Disclosures [Abstract]

Schedule of fair value on a recurring basis

			Fair Value Measurements at March 31, 2023
	Fair Value at March 31,
	2023		(Level 1)		(Level 2)		(Level 3)
	(In thousands)
Liabilities:
Contingent consideration	$	—	$	—	$	—	$	—
CVR liability		465		—		—		465
Derivative warrant liabilities		1,582		—		—		1,582
Total	$	2,047	$	—	$	—	$	2,047

			Fair Value Measurements at June 30, 2022
	Fair Value at June 30,
	2022		(Level 1)		(Level 2)		(Level 3)
	(In thousands)
Liabilities:
Contingent consideration	$	396	$	—	$	—	$	396
CVR liability		578		—		—		578
Derivative warrant liabilities		1,796		—		—		1,796
Total	$	2,770	$	—	$	—	$	2,770

Schedule of changes in Level 3 inputs

	CVR		Contingent			Derivative		Fixed Payment
	Liability		Consideration			Warrant Liabilities		Arrangement
	(In thousands)
Balance as of June 30, 2022	$	578	$	396	$	1,796	$	13,051
Included in earnings		(113)		(391)		(6,167)		1,202
Purchases, issues, sales and settlements:
Issues		—		—		5,953		—
Settlements		—		(5)		—		(3,575)
Balance as of March 31, 2023	$	465	$	—	$	1,582	$	10,678

Schedule of significant assumptions used in valuation

Significant assumptions used in valuing CVRs were as follows:

	March 31,
	2023
Leveraged Beta	0.82
Market risk premium	6.35	%
Risk-free interest rate	4.79	%
Discount	21.25	%
Company specific discount	10.00	%

Significant assumptions used in valuing derivative warrant liabilities at issuance date were as follows:

	August 9,
	2022
Expected volatility	89.89	%
Equivalent term (years)	4.11
Risk-free rate	3.09	%
Dividend yield	0.00	%

Significant assumptions used in valuing derivative warrant liabilities were as follows:

	March 31,
	2023
Expected volatility	75.51	%
Equivalent term (years)	3.84 - 4.44
Risk-free rate	3.65 - 3.73	%
Dividend yield	0.00	%

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Equity Incentive Plans (Tables)

9 Months Ended

Mar. 31, 2023

Share-Based Payment Arrangement [Abstract]

Stock option activity

				Weighted
				Average
		Weighted		Remaining
	Number of	Average		Contractual
	Options	Exercise Price		Life in Years
Outstanding June 30, 2022	3,899	$	209.70	7.77
Granted	49,212		4.00
Forfeited/Cancelled	(152)		126.84
Expired	(175)		131.45
Outstanding at March 31, 2023	52,784	$	18.42	9.31
Exercisable at March 31, 2023	2,920	$	227.28	6.44

Restricted stock activity

		Weighted
		Average Grant
	Number of	Date Fair
	Shares	Value
Unvested at June 30, 2022	80,373	$	148.91
Granted	6,825		3.79
Vested	(36,695)		135.41
Forfeited/Cancelled	(6,689)		135.66
Unvested at March 31, 2023	43,814	$	139.63

Restricted stock units activity

		Weighted
		Average Grant
	Number of	Date Fair
	Shares	Value
Unvested at June 30, 2022	8,500	$	25.88
Vested	(2,580)		26.85
Unvested at March 31, 2023	5,920	$	25.42

Stock-based compensation expense

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2023		2022		2023		2022
	(in thousands)
Cost of sales	$	4	$	7	$	12	$	24
Research and development		2		73		25		467
Selling and marketing		3		23		9		51
General and administrative		893		1,167		5,100		3,476
Total stock-based compensation expense	$	902	$	1,270	$	5,146	$	4,018

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Warrants (Tables)

9 Months Ended

Mar. 31, 2023

Warrants and Rights Note Disclosure [Abstract]

Summary of warrants

				Weighted
				Average
		Weighted		Remaining
	Number of	Average		Contractual
	Warrants	Exercise Price		Life in Years
Outstanding June 30, 2022	433,174	$	92.60	4.73
Warrants issued	1,353,047		3.28	5.00
Warrants exercised	(87,500)		0.02	5.00
Warrants expired	(17,414)		1,200.77	—
Outstanding March 31, 2023	1,681,307	$	13.41	4.30

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Net Loss Per Common Share (Tables)

9 Months Ended

Mar. 31, 2023

Earnings Per Share [Abstract]

Antidilutive securities excluded from the computation of earnings per share

	March 31,
	2023	2022
Warrants to purchase common stock - liability classified	1,642,235	377,893
Warrant to purchase common stock - equity classified	39,072	56,486
Employee stock options	52,784	4,193
Employee unvested restricted stock	48,818	106,874
Employee unvested restricted stock units	5,920	7,724
Total	1,788,829	553,170

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Segment Reporting (Tables)

9 Months Ended

Mar. 31, 2023

Segment Reporting [Abstract]

Schedule of segment financial information, consolidated revenue

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2023		2022		2023		2022
	(In thousands)
Consolidated revenue:
Rx Segment	$	13,805	$	13,862	$	50,486	$	42,388
Consumer Health Segment		8,928		10,337		26,181		26,833
Consolidated revenue	$	22,733	$	24,199	$	76,667	$	69,221
Consolidated net loss:
Rx Segment	$	(5,777)	$	(52,529)	$	(10,931)	$	(88,577)
Consumer Health Segment		(1,423)		(762)		(3,663)		(4,113)
Consolidated net loss	$	(7,200)	$	(53,291)	$	(14,594)	$	(92,690)

Schedule of segment financial information, consolidated net loss

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2023		2022		2023		2022
	(In thousands)
Consolidated revenue:
Rx Segment	$	13,805	$	13,862	$	50,486	$	42,388
Consumer Health Segment		8,928		10,337		26,181		26,833
Consolidated revenue	$	22,733	$	24,199	$	76,667	$	69,221
Consolidated net loss:
Rx Segment	$	(5,777)	$	(52,529)	$	(10,931)	$	(88,577)
Consumer Health Segment		(1,423)		(762)		(3,663)		(4,113)
Consolidated net loss	$	(7,200)	$	(53,291)	$	(14,594)	$	(92,690)

Schedule of segment financial information, total assets

	March 31,		June 30,
	2023		2022
	(In thousands)
Total assets:
Rx Segment	$	131,982	$	121,377
Consumer Health Segment		15,234		16,246
Consolidated assets	$	147,216	$	137,623

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Nature of Business, Financial Condition, Basis of Presentation - Segments (Details) - segment	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract]
Number of reportable segments	2	2	2	2

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Nature of Business, Financial Condition, Basis of Presentation - Reverse Stock Split (Details)	Jan. 06, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Stock split, conversion ratio	0.05

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Nature of Business, Financial Condition, Basis of Presentation - Product Information (Details)	3 Months Ended		9 Months Ended
	Mar. 31, 2023 item	Mar. 31, 2022 item	Mar. 31, 2023 item product	Mar. 31, 2022 item
Consumer Health Portfolio | Minimum
Disaggregation of Revenue [Line Items]
Number of products | product			20
Rx
Disaggregation of Revenue [Line Items]
Number of product portfolios | item	2	2	2	2

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Nature of Business, Financial Condition, Basis of Presentation - General Information (Details) - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Sep. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	Mar. 31, 2023	Mar. 31, 2022	Jun. 30, 2022	Jun. 30, 2021
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract]
Cash, cash equivalents and restricted cash	$ 19,179			$ 27,613			$ 19,179	$ 27,613	$ 19,360	$ 49,901
Accounts Receivable, after Allowance for Credit Loss, Current [Abstract]
Accounts receivable, net	34,043						34,043		21,712
Net Income (Loss) Attributable to Parent [Abstract]
Net loss	(7,200)	$ (6,693)	$ (701)	(53,291)	$ (11,548)	$ (27,851)	(14,594)	(92,690)
Retained Earnings (Accumulated Deficit) [Abstract]
Accumulated deficit	$ (301,672)			$ (270,989)			(301,672)	(270,989)	$ (287,078)
Net Cash Provided by (Used in) Operating Activities [Abstract]
Cash used in operations							$ (14,494)	$ (21,728)

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Nature of Business, Financial Condition, Basis of Presentation - Stock Offerings (Details) - USD ($) $ in Thousands		9 Months Ended
	Aug. 11, 2022	Mar. 31, 2023	Mar. 31, 2022
Subsidiary, Sale of Stock [Line Items]
Proceeds from issuance of common stock and warrants, net of issuance costs		$ 13,012	$ 12,700
Shelf Registration Statement, 2021 Shelf, Underwritten Public Offering, August 2022
Subsidiary, Sale of Stock [Line Items]
Issuance of common stock (in shares)	1,075,290
Proceeds from issuance of common stock and warrants	$ 10,000
Shelf Registration Statement, 2020 Shelf, At-the-market Sales Agreement
Subsidiary, Sale of Stock [Line Items]
Issuance of common stock (in shares)		699,929
Proceeds from issuance of common stock, gross		$ 3,000
Commissions (as a percent)		3.00%

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Nature of Business, Financial Condition, Basis of Presentation - Warrants (Details)	Aug. 11, 2022 shares
Warrants to Purchase Common Stock, Liability Classified, Pre-funded Warrants, August 2022
Class of Warrant or Right [Line Items]
Class of warrant or right, number of securities called by warrants or right (in shares)	87,500
Warrants to Purchase Common Stock, Liability Classified, Common Warrants, August 2022
Class of Warrant or Right [Line Items]
Class of warrant or right, number of securities called by warrants or right (in shares)	1,265,547

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Nature of Business, Financial Condition, Basis of Presentation - Going Concern (Details)	9 Months Ended
	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Substantial Doubt about Going Concern, within One Year	true

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Significant Accounting Policies - Previously Reported Financial Statements - Statement of Operations (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Sep. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	Mar. 31, 2023	Mar. 31, 2022
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Gain (loss) on derivative warrant liabilities	$ 2,573			$ (7)			$ 6,167	$ (7)
Total other (expense) income	1,358			130			2,640	166
Loss before income tax	(7,200)			(53,291)			(14,594)	(92,800)
Net loss	$ (7,200)	$ (6,693)	$ (701)	$ (53,291)	$ (11,548)	$ (27,851)	$ (14,594)	$ (92,690)
Basic net loss per common share (in dollars per share)	$ (1.93)			$ (35.90)			$ (4.71)	$ (68.13)
Diluted net loss per common share (in dollars per share)	$ (1.93)			$ (35.90)			$ (4.71)	$ (68.13)
Previously Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Gain (loss) on derivative warrant liabilities				$ 211				$ 211
Total other (expense) income				348				384
Loss before income tax				(53,073)				(92,582)
Net loss				$ (53,073)				$ (92,472)
Basic net loss per common share (in dollars per share)				$ (35.80)				$ (68.00)
Diluted net loss per common share (in dollars per share)				$ (35.80)				$ (68.00)
Revision of Prior Period, Error Correction, Adjustment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Gain (loss) on derivative warrant liabilities				$ (218)				$ (218)
Total other (expense) income				(218)				(218)
Loss before income tax				(218)				(218)
Net loss				$ (218)				$ (218)
Basic net loss per common share (in dollars per share)				$ (0.10)				$ (0.13)
Diluted net loss per common share (in dollars per share)				$ (0.10)				$ (0.13)

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Significant Accounting Policies - Previously Reported Financial Statements - Statement of Stockholders' Equity (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Sep. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Sep. 30, 2021
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Issuance of common stock, net of issuance costs	$ 1,393	$ 1,095	$ 3,564	$ 3,856	$ 4,355	$ 270
Previously Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Issuance of common stock, net of issuance costs				7,034
Revision of Prior Period, Error Correction, Adjustment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Issuance of common stock, net of issuance costs				$ (3,178)

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Significant Accounting Policies - Previously Reported Financial Statements - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Net Cash Provided by (Used in) Operating Activities [Abstract]
Net loss			$ (14,594)	$ (92,690)
Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract]
(Gain) loss on derivative warrant liabilities	$ (2,573)	$ 7	$ (6,167)	7
Previously Reported
Net Cash Provided by (Used in) Operating Activities [Abstract]
Net loss				(92,472)
Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract]
(Gain) loss on derivative warrant liabilities		(211)		(211)
Revision of Prior Period, Error Correction, Adjustment
Net Cash Provided by (Used in) Operating Activities [Abstract]
Net loss				(218)
Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract]
(Gain) loss on derivative warrant liabilities		$ 218		$ 218

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Significant Accounting Policies - Previously Reported Financial Statements - Net Income (Loss) by Segment (Details) - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Sep. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	Mar. 31, 2023	Mar. 31, 2022
Net Income (Loss) Attributable to Parent [Abstract]
Net loss	$ (7,200)	$ (6,693)	$ (701)	$ (53,291)	$ (11,548)	$ (27,851)	$ (14,594)	$ (92,690)
Rx
Net Income (Loss) Attributable to Parent [Abstract]
Net loss	(5,777)			(52,529)			(10,931)	(88,577)
Consumer Health
Net Income (Loss) Attributable to Parent [Abstract]
Net loss	$ (1,423)			(762)			$ (3,663)	(4,113)
Previously Reported
Net Income (Loss) Attributable to Parent [Abstract]
Net loss				(53,073)				(92,472)
Previously Reported | Rx
Net Income (Loss) Attributable to Parent [Abstract]
Net loss				(52,311)				(88,359)
Previously Reported | Consumer Health
Net Income (Loss) Attributable to Parent [Abstract]
Net loss				(762)				(4,113)
Revision of Prior Period, Error Correction, Adjustment
Net Income (Loss) Attributable to Parent [Abstract]
Net loss				(218)				(218)
Revision of Prior Period, Error Correction, Adjustment | Rx
Net Income (Loss) Attributable to Parent [Abstract]
Net loss				$ (218)				$ (218)

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Significant Accounting Policies - Previously Reported Financial Statements - Balance Sheet and Statement of Stockholders' Equity (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Derivative warrant liabilities	$ 1,582			$ 1,796
Total liabilities	106,304			93,315
Additional paid-in capital	342,584			331,386	$ 328,737
Accumulated deficit	(301,672)			(287,078)	(270,989)
Total stockholders' equity	$ 40,912	$ 45,817	$ 48,348	44,308	57,748	$ 105,536	$ 111,500	$ 137,568
Previously Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total liabilities				91,531
Additional paid-in capital				334,560	331,915
Accumulated deficit				(288,472)	(270,771)
Total stockholders' equity				46,092	61,144
Revision of Prior Period, Error Correction, Adjustment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Derivative warrant liabilities				1,796
Total liabilities				1,784
Additional paid-in capital				(3,174)	(3,178)
Accumulated deficit				1,394	(218)
Total stockholders' equity				$ (1,784)	$ (3,396)

XML

Significant Accounting Policies - Warrants (Details)	Mar. 31, 2023	Aug. 09, 2022
Accounting Policies [Abstract]
Derivative Liability, Valuation Technique	us-gaap:ValuationTechniqueOptionPricingModelMember	us-gaap:ValuationTechniqueOptionPricingModelMember

XML

Significant Accounting Policies - Recent Adopted Accounting Pronouncements (Details)	Mar. 31, 2023
Accounting Standards Update 2020-04
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted	true
Change in Accounting Principle, Accounting Standards Update, Adoption Date	Jul. 01, 2022
Accounting Standards Update 2021-04
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted	true
Accounting Standards Update 2020-06
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted	false
Accounting Standards Update 2016-13
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted	false

XML

Revenues from Contracts with Customers (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	$ 22,733	$ 24,199	$ 76,667	$ 69,221
Rx
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	13,805	13,862	50,486	42,388
Consumer Health
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	$ 8,928	$ 10,337	$ 26,181	$ 26,833

XML

Inventories - General Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Production Related Impairments or Charges [Abstract]
Inventory write-down and impairment	$ 0.1	$ 2.0	$ 0.2	$ 2.4

XML

Inventories - Tabular Disclosure (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Inventory, Net [Abstract]
Raw materials	$ 2,223	$ 1,814
Work in process	2,817	1,838
Finished goods	8,597	7,197
Inventory, net	$ 13,637	$ 10,849

XML

Property and Equipment - Tabular Disclosure (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization [Abstract]
Property and equipment, gross	$ 5,412	$ 5,446
Less accumulated depreciation and amortization	(3,384)	(2,421)
Property and equipment, net	2,028	3,025
Manufacturing Equipment
Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization [Abstract]
Property and equipment, gross	2,449	2,487
Leasehold Improvements
Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization [Abstract]
Property and equipment, gross	1,003	999
Office Equipment, Furniture and Other
Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization [Abstract]
Property and equipment, gross	1,128	1,128
Lab Equipment
Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization [Abstract]
Property and equipment, gross	$ 832	$ 832

XML

Property and Equipment - Depreciation Expense (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Depreciation, Depletion and Amortization [Abstract]
Depreciation expense	$ 0.3	$ 0.5	$ 1.0	$ 1.3

XML

Leases - Net Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Lease, Cost [Abstract]
Operating lease cost	$ 360	$ 316	$ 1,076	$ 942
Short-term lease cost	27	65	71	130
Amortization of leased assets	14	18	51	55
Interest on lease liabilities	2	3	7	11
Total net lease cost	$ 403	$ 402	$ 1,205	$ 1,138

XML

Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Assets and Liabilities, Lessee [Abstract]
Operating lease assets	$ 2,367	$ 3,271
Finance lease assets	$ 174	$ 256
Finance Lease, Right-of-Use Asset, Statement of Financial Position	Property and equipment, net	Property and equipment, net
Total leased assets	$ 2,541	$ 3,527
Current portion of operating lease liabilities	1,252	1,227
Finance leases, current	$ 91	$ 96
Finance Lease, Liability, Current, Statement of Financial Position	Current portion of debt	Current portion of debt
Operating lease liabilities, net of current portion	$ 1,154	$ 2,090
Finance leases, long-term	$ 15	$ 84
Finance Lease, Liability, Noncurrent, Statement of Financial Position	Debt, net of current portion	Debt, net of current portion
Total lease liabilities	$ 2,512	$ 3,497

XML

Leases - Remaining Lease Term and Weighted-average Discount Rate (Details)	Mar. 31, 2023	Jun. 30, 2022
Lessee Disclosure [Abstract]
Operating lease assets, weighted-average remaining lease term	1 year 11 months 8 days	2 years 7 months 17 days
Finance lease assets, weighted-average remaining lease term	1 year 1 month 13 days	1 year 8 months 23 days
Operating lease assets, weighted-average discount rate	7.68%	7.48%
Finance lease assets, weighted-average discount rate	6.54%	6.43%

XML

Leases - Cash Flow Information (Details) - USD ($) $ in Thousands	9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash Flow, Operating Activities, Lessee [Abstract]
Operating cash flows - operating leases	$ 1,076	$ 942
Cash Flow, Investing Activities, Lessee [Abstract]
Operating cash flows - finance leases	7	12
Cash Flow, Financing Activities, Lessee [Abstract]
Financing cash flows - finance leases	$ 73	$ 76

XML

Leases - Operating Leases - Future Minimum Lease Payments (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Lessee, Operating Lease, Liability, Payment, Due [Abstract]
2023 (remaining 6 months)	$ 360
2024	1,379
2025	749
2026	90
2027	46
Total lease payments	$ 2,624

XML

Leases - Operating Leases - Gross Difference (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Operating Lease Liabilities, Gross Difference, Amount [Abstract]
Total lease payments	$ 2,624
Less: Imputed interest	(218)
Lease liabilities	$ 2,406	$ 3,317

XML

Leases - Finance Leases - Future Minimum Lease Payments (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Finance Lease, Liability, Payment, Due [Abstract]
2023 (remaining 6 months)	$ 23
2024	87
Total lease payments	$ 110

XML

Leases - Finance Leases - Gross Difference (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Finance Lease Liabilities, Gross Difference, Amount [Abstract]
Total lease payments	$ 110
Less: Imputed interest	(4)
Lease liabilities	$ 106	$ 180

XML

Goodwill and Other Intangible Assets - Intangible Assets Impairment (Excluding Goodwill) (Details) $ in Millions	9 Months Ended
	Mar. 31, 2023 USD ($)
Asset Impairment Charges [Abstract]
Impairment of intangible assets, indefinite-lived (excluding goodwill)	$ 2.6

XML

Goodwill and Other Intangible Assets - Finite-lived Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Finite-Lived Intangible Assets, Net [Abstract]
Finite-lived intangible assets, gross carrying amount	$ 86,954	$ 91,620
Accumulated amortization	(18,094)	(16,530)
Finite-lived intangible assets, accumulated impairment	(5,396)	(7,058)
Finite-lived intangible assets, net	63,464	68,032
Product Technology Right
Finite-Lived Intangible Assets, Net [Abstract]
Finite-lived intangible assets, gross carrying amount	45,400	45,400
Accumulated amortization	(10,077)	(7,667)
Finite-lived intangible assets, accumulated impairment	(3,224)	(3,224)
Finite-lived intangible assets, net	32,099	34,509
Developed Technology Rights
Finite-Lived Intangible Assets, Net [Abstract]
Finite-lived intangible assets, gross carrying amount	30,200	30,200
Accumulated amortization	(3,610)	(2,278)
Finite-lived intangible assets, net	26,590	27,922
Product Distribution Rights
Finite-Lived Intangible Assets, Net [Abstract]
Finite-lived intangible assets, gross carrying amount	11,354	11,354
Accumulated amortization	(4,407)	(3,581)
Finite-lived intangible assets, accumulated impairment	(2,172)	(2,172)
Finite-lived intangible assets, net	$ 4,775	5,601
Other Intangible Assets
Finite-Lived Intangible Assets, Net [Abstract]
Finite-lived intangible assets, gross carrying amount		4,666
Accumulated amortization		(3,004)
Finite-lived intangible assets, accumulated impairment		$ (1,662)

XML

Goodwill and Other Intangible Assets - Weighted-average Remaining Life (Details) - Weighted Average	9 Months Ended	12 Months Ended
	Mar. 31, 2023	Jun. 30, 2022
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, remaining amortization period	12 years 7 months 20 days	13 years 4 months 6 days
Product Technology Right
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, remaining amortization period	11 years 6 months 18 days	12 years 3 months 29 days
Developed Technology Rights
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, remaining amortization period	15 years	15 years 9 months
Product Distribution Rights
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, remaining amortization period	6 years 10 months 6 days	7 years 7 months 6 days

XML

Goodwill and Other Intangible Assets - Indefinite-lived Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract]
Indefinite-lived intangible assets, before accumulated impairment	$ 2,600
Indefinite-lived intangible assets, accumulated impairment	$ (2,600)
Indefinite-lived intangible assets		$ 2,600

XML

Goodwill and Other Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Finite-lived intangible assets, gross carrying amount	$ 86,954	$ 91,620
Indefinite-lived intangible assets		2,600
Intangible assets, gross carrying amount	89,554	94,220
Accumulated amortization	(18,094)	(16,530)
Finite-lived intangible assets, accumulated impairment	(5,396)	(7,058)
Indefinite-lived intangible assets, accumulated impairment	(2,600)
Impairment	(7,996)	(7,058)
Intangible assets, net carrying amount	$ 63,464	$ 70,632

XML

Goodwill and Other Intangible Assets - Estimated Future Amortization Expense (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
2023 (remaining 6 months)	$ 1,518
2024	6,074
2025	5,934
2026	5,683
2027	5,653
2028	5,553
Thereafter	33,049
Finite-lived intangible assets, net	$ 63,464	$ 68,032

XML

Goodwill and Other Intangible Assets - Supply and Distribution Agreement (Details)	9 Months Ended
	Mar. 31, 2023
Supply and Distribution Agreement, Tris Pharma, Inc
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Supply and distribution agreement, term	20 years

XML

Goodwill and Other Intangible Assets - Estimated Useful Life (Details)	9 Months Ended
	Mar. 31, 2023
Minimum
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life, renewable period	1 year
Maximum
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life, renewable period	20 years
Product Technology Right | Attention Deficit Hyperactivity Disorder Portfolio
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives	17 years

XML

Goodwill and Other Intangible Assets - Product Distribution Rights and Customer List (Details) - Innovus Pharmaceuticals, Inc	1 Months Ended
	Feb. 29, 2020 product item
Business Acquisition [Line Items]
Number of products acquired | product	35
Number of registered trademarks and or patent rights and customer lists acquired | item	300

XML

Goodwill and Other Intangible Assets - Amortization Expense (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Amortization [Abstract]
Amortization expense	$ 1.5	$ 2.0	$ 4.6	$ 6.1

XML

Accrued Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Accrued Liabilities, Current [Abstract]
Accrued savings offers	$ 18,370	$ 12,711
Accrued program liabilities	10,287	9,468
Accrued customer and product related fees	6,379	7,817
Product return reserve	4,708	5,770
Accrued employee compensation	6,864	4,765
Other accrued liabilities	2,977	3,656
Total accrued liabilities	$ 49,585	$ 44,187

XML

Other Liabilities - Components (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Other Liabilities, Unclassified [Abstract]
Fixed payment arrangements	$ 10,678	$ 13,051
Operating lease liabilities	2,406	3,317
Contingent value rights	465	578
Contingent consideration		396
Other	1,821	815
Total other liabilities	$ 15,370	$ 18,157

XML

Other Liabilities - Classification (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Other Liabilities [Abstract]
Total other liabilities	$ 15,370	$ 18,157
Less: current portion	(7,450)	(5,359)
Total other liabilities, noncurrent	$ 7,920	$ 12,798

XML

Other Liabilities - Fixed Payment Arrangements (Details) $ in Thousands				1 Months Ended
	May 12, 2022 USD ($)	Jun. 21, 2021 USD ($)	May 29, 2020 USD ($)	Jan. 31, 2021 USD ($)	Jan. 31, 2020 USD ($)	Mar. 31, 2023 USD ($)	Jun. 30, 2022 USD ($)	Sep. 30, 2021 USD ($) payment	Nov. 01, 2019 USD ($) agreement
Other Commitments [Line Items]
Fixed payment arrangements						$ 10,678	$ 13,051
Fixed Payment Arrangements, Investor Assumed, Product Acquisition from Cerecor, Inc
Other Commitments [Line Items]
Fixed payment arrangements, periodic payment obligations, number | agreement									2
Fixed Payment Arrangements, Investor Assumed, Product Acquisition from Cerecor, Inc, Periodic Payment Obligation, Fixed Payments
Other Commitments [Line Items]
Fixed payment arrangements, monthly payment amount									$ 100
Fixed payment arrangements, balloon payment amount									$ 15,000
Fixed payment arrangements, balloon payment amount, paid			$ 15,000
Fixed payment arrangements								$ 3,000
Fixed payment arrangements, quarterly payment amount, payments, number | payment								6
Fixed payment arrangements, quarterly payment amount								$ 500
Fixed Payment Arrangements, Investor Assumed, Product Acquisition from Cerecor, Inc, Periodic Payment Obligation, Variable Payments
Other Commitments [Line Items]
Fixed payment arrangements, monthly variable payment amount, percentage of net revenue (as a percent)									15.00%
Fixed payment arrangements, monthly variable payment amount, minimum									$ 100
Fixed payment arrangements, monthly variable payment amount, one-time payment, paid				$ 200	$ 200
Fixed payment arrangements, monthly variable payment amount, aggregate payments to satisfy obligation if paid before 12 February 2026									$ 9,300
Fixed payment arrangements, payment amount, paid		$ 2,800
Fixed Payment Arrangements, Termination of Original License Agreement, Tris Pharma, Inc
Other Commitments [Line Items]
Fixed payment arrangements	$ 9,000
Fixed payment arrangements, current						4,000
Fixed payment arrangements, noncurrent						$ 2,400
Fixed payment arrangements, liability, reduction	8,000
Fixed payment arrangements, monthly payments, interest rate percentage, minimum (as a percent)						2.50%
Fixed Payment Arrangements, TRIS Pharma, Inc, Royalty and Make Whole Payments
Other Commitments [Line Items]
Fixed payment arrangements, current						$ 1,700
Fixed payment arrangements, noncurrent						$ 2,600
Issues, fixed payment arrangements	$ 7,600

XML

Other Liabilities - Supply and Distribution Agreement (Details) - 9 months ended Mar. 31, 2023 - Supply and Distribution Agreement, Tris Pharma, Inc	Total	USD ($)	item
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Supply and distribution agreement, term	20 years
Supply and distribution agreement, royalty, percentage of net sales (as a percent)	23.50%
Supply and distribution agreement, minimum unit sales commitments, annual unit sales, units	70,000		70,000
Supply and distribution agreement, minimum unit sales commitments, royalty make whole payment under annual minimum sales commitment, per unit		$ 30
Supply and distribution agreement, minimum unit sales commitments, royalty make whole payment under annual minimum sales commitment, maximum annual amount		2,100,000
Supply and distribution agreement, commercial milestone obligations, cumulative net sales, maximum obligation		3,000,000.0
Supply and distribution agreement, commercial milestone obligations, net revenue trigger amount		$ 40,000,000.0

XML

Other Liabilities - Contingent Value Rights (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022	Feb. 29, 2020
Other Liabilities Disclosure [Abstract]
Contingent value rights, business combination, contingent consideration, milestone payable, amount, maximum	$ 5,000		$ 16,000
Contingent value rights, business combination, contingent consideration, milestone payable, shares, maximum (in shares)			470,000
Contingent value rights	$ 465	$ 578

XML

Other Liabilities - Contingent Consideration - Business Combination (Details) - Innovus Pharmaceuticals, Inc - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022	Feb. 29, 2020
Business Acquisition [Line Items]
Business combination, contingent consideration, product related, milestone payable, amount			$ 200
Business combination, contingent consideration, product related, milestone payable, discount rate (as a percent)			30.00%
Contingent consideration	$ 0	$ 400

XML

Other Liabilities - Contingent Consideration - Other than Business Combination (Details) - USD ($) $ in Thousands	May 12, 2022	Mar. 31, 2021	Mar. 31, 2023	Jun. 30, 2022
Other Commitments [Line Items]
Other current liabilities			$ 7,450	$ 5,359
Licensing Agreements, TRIS Pharma, Inc, Royalty and Make Whole Payments
Other Commitments [Line Items]
Contingent consideration other than from business combination, liability, reversed in period	$ 8,500
Licensing Agreements, Magna Pharmaceuticals, Inc, ZolpiMist, Royalty Payments [Member]
Other Commitments [Line Items]
Contingent consideration other than from business combination, liability, reversed in period		$ 600
Other current liabilities		$ 50

XML

Line of Credit (Details) $ in Thousands			1 Months Ended	3 Months Ended		9 Months Ended
	Mar. 24, 2023 USD ($)	Jan. 26, 2022 USD ($)	Mar. 31, 2021 USD ($)	Mar. 31, 2023 USD ($) D	Mar. 31, 2022 USD ($)	Mar. 31, 2023 USD ($) D	Mar. 31, 2022 USD ($)	Jun. 30, 2022 USD ($)
Short-Term Debt [Line Items]
Payment for debt issuance costs						$ 92	$ 363
Interest expense including amortization of deferred financing costs				$ 700	$ 400	2,000	400
Short-term line of credit				$ 10,403		$ 10,403		$ 3,813
Secured Debt | Eclipse Loan Agreement, Secured Revolving Loans
Short-Term Debt [Line Items]
Maximum borrowing capacity, increase (decrease)	$ 2,000
Maximum borrowing capacity	14,500	$ 12,500	$ 25,000
Unused capacity commitment fee (as a percent)			0.50%
Debt instrument, maturity date		Jan. 26, 2025	May 11, 2022
Availability block		$ 3,500	$ 1,000
Payment for debt issuance costs	$ 10
Termination fee before 26 January 2023 (as a percent)				2.00%		2.00%
Termination fee after 26 January 2023, but before 26 January 2024 (as a percent)				1.00%		1.00%
Termination fee after 26 January 2024, but on or before 26 January 2025 (as a percent)				0.50%		0.50%
Notice period | D				5		5
Interest expense including amortization of deferred financing costs				$ 200	$ 100	$ 500	$ 400
Secured Debt | Eclipse Loan Agreement, Secured Revolving Loans | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate
Short-Term Debt [Line Items]
Basis spread on variable rate (as a percent)			4.50%
Secured Debt | Eclipse Loan Agreement, Secured Revolving Loans, Short-term Swingline Loans
Short-Term Debt [Line Items]
Maximum borrowing capacity			$ 2,500
Maximum borrowing capacity, percentage of eligible accounts receivable (as a percent)			85.00%

XML

Long-term Debt - Narrative (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
	Jan. 26, 2022	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022	Jun. 30, 2022
Debt Instrument [Line Items]
Debt Instrument, Interest Payment Term	18 months
Debt Instrument, Interest Payment Extension Term	6 months
Interest Only Period Further Extension Term	12 months
Debt Instrument, Term of Trailing Months Revenue	12 months
Debt Instrument Prepayment Fee Percentage	3.00%
Long-term, final payment fee	$ 600	$ 638		$ 638		$ 638
Loan Processing Fee				$ 400
Debt Instrument, Interest Rate, Effective Percentage		15.37%		15.37%
Interest expense including amortization of deferred financing costs		$ 700	$ 400	$ 2,000	$ 400
Event Occurs after January 26, 2023, but on or before January 26, 2024 [Member]
Debt Instrument [Line Items]
Debt Instrument Prepayment Fee Percentage	2.00%
Event Occurs after January 26, 2024, but on or before January 26, 2025 [Member]
Debt Instrument [Line Items]
Debt Instrument Prepayment Fee Percentage	1.00%
Avenue Capital Loan, Term Loan
Debt Instrument [Line Items]
Debt instrument, minimum variable rate before basis spread (as a percent)	3.25%
Debt instrument, basis spread on variable rate (as a percent)	7.40%
Face amount	$ 15,000

XML

Long-term Debt - Warrants (Details) - $ / shares	Mar. 07, 2022	Jan. 26, 2022	Oct. 25, 2022
Class of Warrant or Right [Line Items]
Share price (in dollars per share)	$ 25.00
Warrants to Purchase Common Stock, Equity Classified, Avenue Capital Warrants, January 2022
Class of Warrant or Right [Line Items]
Class of warrant or right, date from which warrants or rights exercisable	Mar. 07, 2022
Class of warrant or right, exercise price of warrants or rights (in dollars per share)	$ 24.20		$ 8.60
Class of warrant or right, number of securities called by warrants or right (in shares)	43,388
Warrants to Purchase Common Stock, Liability Classified, Avenue Capital Warrants, January 2022
Class of Warrant or Right [Line Items]
Class of warrant or right, date from which warrants or rights exercisable		Jan. 26, 2022
Class of warrant or right, exercise price of warrants or rights (in dollars per share)		$ 24.20

XML

Long-term Debt - Composition (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022	Jan. 26, 2022
Debt Disclosure [Abstract]
Long-term debt, due on January 26, 2025	$ 15,000	$ 15,000
Long-term, final payment fee	638	638	$ 600
Unamortized discount	(1,053)	(1,443)
Financing leases, maturing through May 2024	106	180
Total debt	14,691	14,375
Less current portion	(3,305)	(96)
Non-current portion of debt	$ 11,386	$ 14,279

XML

Long-term Debt - Future Principal Payments (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Debt Disclosure [Abstract]
2023	$ 91
2024	3,230
2025	12,423
Future principal payments	15,744
Less unamortized discount and issuance costs	(1,053)
Less current portion	(3,305)	$ (96)
Non-current portion of debt	$ 11,386	$ 14,279

XML

Fair Value Considerations - Recurring Basis (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Financial Liabilities Fair Value Disclosure [Abstract]
Contingent consideration		$ 396
CVR liability	$ 465	$ 578
Derivative Liability, Statement of Financial Position	Derivative warrant liabilities	Derivative warrant liabilities
Fair Value, Recurring
Financial Liabilities Fair Value Disclosure [Abstract]
Contingent consideration		$ 396
CVR liability	$ 465	578
Derivative warrant liabilities	1,582	1,796
Total	2,047	2,770
Fair Value, Recurring | Fair Value, Inputs, Level 3
Financial Liabilities Fair Value Disclosure [Abstract]
Contingent consideration		396
CVR liability	465	578
Derivative warrant liabilities	1,582	1,796
Total	$ 2,047	$ 2,770

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Fair Value Considerations - Unobservable Inputs Reconciliation, Recurring Basis, Liabilities (Details) $ in Thousands	9 Months Ended
	Mar. 31, 2023 USD ($)
Contingent Value Rights
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 578
Included in earnings	$ (113)
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income	Contingent Consideration and Contingent Value Rights, Gain (Loss) for Change in Fair Value During Period
Ending balance	$ 465
Contingent Consideration
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	396
Included in earnings	$ (391)
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income	Contingent Consideration and Contingent Value Rights, Gain (Loss) for Change in Fair Value During Period
Settlements	$ (5)
Derivative Financial Instruments, Liabilities
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	1,796
Included in earnings	$ (6,167)
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income	Gain (loss) on derivative warrant liabilities
Issues	$ 5,953
Ending balance	$ 1,582

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Fair Value Considerations - Unobservable Inputs Reconciliation, Non-recurring Basis, Liabilities (Details) $ in Thousands	9 Months Ended
	Mar. 31, 2023 USD ($)
Fair Value Disclosures [Abstract]
Beginning balance, fixed payment arrangements	$ 13,051
Included in earnings, fixed payment arrangements	1,202
Settlements, fixed payment arrangements	(3,575)
Ending balance, fixed payment arrangements	$ 10,678

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Fair Value Considerations - Valuation Assumptions (Details)	Mar. 31, 2023 Y	Aug. 09, 2022 Y
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative Liability, Valuation Technique	us-gaap:ValuationTechniqueOptionPricingModelMember	us-gaap:ValuationTechniqueOptionPricingModelMember
Measurement Input, Leveraged Beta
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent value rights, measurement input	0.82
Measurement Input, Market Risk Premium
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent value rights, measurement input	0.0635
Measurement Input, Price Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	0.7551	0.8989
Measurement Input, Expected Term
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input		4.11
Measurement Input, Expected Term | Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	3.84
Measurement Input, Expected Term | Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	4.44
Measurement Input, Risk Free Interest Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent value rights, measurement input	0.0479
Derivative liability, measurement input		0.0309
Measurement Input, Risk Free Interest Rate | Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	0.0365
Measurement Input, Risk Free Interest Rate | Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	0.0373
Measurement Input, Discount Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent value rights, measurement input	0.2125
Measurement Input, Discount for Lack of Marketability
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent value rights, measurement input	0.1000
Measurement Input, Expected Dividend Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	0.0000	0.0000

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Commitments and Contingencies - Fixed Payment Arrangements (Details) $ in Thousands				1 Months Ended
	May 12, 2022 USD ($)	Jun. 21, 2021 USD ($)	May 29, 2020 USD ($)	Jan. 31, 2021 USD ($)	Jan. 31, 2020 USD ($)	Mar. 31, 2023 USD ($)	Jun. 30, 2022 USD ($)	Sep. 30, 2021 USD ($) payment	Nov. 01, 2019 USD ($) agreement
Other Commitments [Line Items]
Fixed payment arrangements						$ 10,678	$ 13,051
Fixed Payment Arrangements, Investor Assumed, Product Acquisition from Cerecor, Inc
Other Commitments [Line Items]
Fixed payment arrangements, periodic payment obligations, number | agreement									2
Fixed Payment Arrangements, Investor Assumed, Product Acquisition from Cerecor, Inc, Periodic Payment Obligation, Fixed Payments
Other Commitments [Line Items]
Fixed payment arrangements, monthly payment amount									$ 100
Fixed payment arrangements, balloon payment amount									15,000
Fixed payment arrangements, balloon payment amount, paid			$ 15,000
Fixed payment arrangements								$ 3,000
Fixed payment arrangements, quarterly payment amount, payments, number | payment								6
Fixed payment arrangements, quarterly payment amount								$ 500
Fixed Payment Arrangements, Investor Assumed, Product Acquisition from Cerecor, Inc, Periodic Payment Obligation, Variable Payments
Other Commitments [Line Items]
Fixed payment arrangements, monthly variable payment amount, minimum									$ 100
Fixed payment arrangements, monthly variable payment amount, one-time payment, paid				$ 200	$ 200
Fixed payment arrangements, payment amount, paid		$ 2,800
Fixed Payment Arrangements, Termination of Original License Agreement, Tris Pharma, Inc
Other Commitments [Line Items]
Fixed payment arrangements	$ 9,000
Fixed Payment Arrangements, TRIS Pharma, Inc, Royalty and Make Whole Payments
Other Commitments [Line Items]
Issues, fixed payment arrangements	$ 7,600

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Commitments and Contingencies - Supply and Distribution Agreement (Details) - 9 months ended Mar. 31, 2023 - Supply and Distribution Agreement, Tris Pharma, Inc	Total	USD ($)	item
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Supply and distribution agreement, term	20 years
Supply and distribution agreement, royalty, percentage of net sales (as a percent)	23.50%
Supply and distribution agreement, minimum unit sales commitments, annual unit sales, units	70,000		70,000
Supply and distribution agreement, minimum unit sales commitments, royalty make whole payment under annual minimum sales commitment, per unit		$ 30
Supply and distribution agreement, minimum unit sales commitments, royalty make whole payment under annual minimum sales commitment, maximum annual amount		2,100,000
Supply and distribution agreement, commercial milestone obligations, cumulative net sales, maximum obligation		3,000,000.0
Supply and distribution agreement, commercial milestone obligations, net revenue trigger amount		$ 40,000,000.0

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Commitments and Contingencies - Earn Out Payments (Details) $ in Thousands	Apr. 12, 2021 USD ($)
Commercial Global License Agreements, AR101
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
License agreement, milestone, maximum earn-out, cash and common stock	$ 67,500
Commercial Global License Agreement, Denovo Biopharma LLC, AR101
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
License agreement, license option fee	600
License agreement, escalating royalties, maximum	101,700
Commercial Global License Agreement, Johns Hopkins University, AR101
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
License agreement, minimum annual royalties, low end of range	$ 20
License agreement, royalties, percentage of net product sales (as a percent)	3.00%
License agreement, royalties, achievement of certain regulatory and commercial milestones, maximum	$ 1,600

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Commitments and Contingencies - Legal Proceeding (Details) $ in Millions	Mar. 31, 2023 USD ($)
Aponowicz and Paguia Class-Action Securities Litigations
Loss Contingency Accrual, Disclosures [Abstract]
Accrued for plaintiff's attorney fees	$ 0.4

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Capital Structure - Common and Preferred Stock (Details) - $ / shares	Mar. 31, 2023	Jun. 30, 2022
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract]
Common stock, shares authorized (in shares)	200,000,000	200,000,000
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred Stock, Number of Shares, Par Value and Other Disclosures [Abstract]
Preferred stock, shares authorized (in shares)	50,000,000	50,000,000
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001

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Capital Structure - Restricted Stock (Details) - shares	Mar. 31, 2023	Jun. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, shares outstanding (in shares)	3,779,513	1,928,941
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, shares outstanding (in shares)	48,818

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Capital Structure - Stock Offerings (Details) - USD ($) $ / shares in Units, $ in Thousands		9 Months Ended
	Aug. 11, 2022	Mar. 31, 2023	Mar. 31, 2022	Mar. 07, 2022	Sep. 28, 2021	Jun. 04, 2021	Jun. 08, 2020
Subsidiary, Sale of Stock [Line Items]
Share price (in dollars per share)				$ 25.00
Proceeds from issuance of common stock and warrants, net of issuance costs		$ 13,012	$ 12,700
Shelf Registration Statement, 2020 Shelf
Subsidiary, Sale of Stock [Line Items]
Shelf registration, amount authorized							$ 100,000
Shelf registration, remaining amount available for sale		40,400
Shelf Registration Statement, 2020 Shelf, At-the-market Sales Agreement
Subsidiary, Sale of Stock [Line Items]
At-the-market sales agreement, amount authorized						$ 30,000
At-the-market sales agreement, remaining amount available for sale		$ 2,000
Issuance of common stock (in shares)		699,929
Proceeds from issuance of stock, net		$ 2,900
Shelf Registration Statement, 2021 Shelf
Subsidiary, Sale of Stock [Line Items]
Shelf registration, amount authorized					$ 100,000
Shelf registration, remaining amount available for sale		$ 82,400
Shelf Registration Statement, 2021 Shelf, Underwritten Public Offering, August 2022
Subsidiary, Sale of Stock [Line Items]
Issuance of common stock (in shares)	1,075,290
Proceeds from issuance of common stock and warrants	$ 10,000
Underwriting discounts, commissions, and other offering expenses	$ 900

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Capital Structure - Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands				3 Months Ended
	Aug. 11, 2022	Mar. 07, 2022	Jan. 26, 2022	Mar. 31, 2022	Mar. 31, 2023	Oct. 25, 2022	Aug. 31, 2022
Class of Warrant or Right [Line Items]
Fair value of warrants as additional paid in capital				$ 379
Warrants to Purchase Common Stock, Equity Classified, Avenue Capital Warrants, January 2022
Class of Warrant or Right [Line Items]
Class of warrant or right, date from which warrants or rights exercisable		Mar. 07, 2022
Class of warrant or right, number of securities called by warrants or right (in shares)		43,388
Class of warrant or right, exercise price of warrants or rights (in dollars per share)		$ 24.20				$ 8.60
Warrants to Purchase Common Stock, Liability Classified, Avenue Capital Warrants, January 2022
Class of Warrant or Right [Line Items]
Class of warrant or right, date from which warrants or rights exercisable			Jan. 26, 2022
Class of warrant or right, exercise price of warrants or rights (in dollars per share)			$ 24.20
Warrants to Purchase Common Stock, Liability Classified, August 2022
Class of Warrant or Right [Line Items]
Class of warrant or right, date from which warrants or rights exercisable	Aug. 11, 2022
Class of warrant or right, offering price (in dollars per share)	$ 8.58
Fair value of warrants	$ 6,000
Warrants to Purchase Common Stock, Liability Classified, Pre-funded Warrants, August 2022
Class of Warrant or Right [Line Items]
Class of warrant or right, number of securities called by warrants or right (in shares)	87,500
Class of warrant or right, number of securities called by each warrant or right (in shares)	1
Class of warrant or right, exercise price of warrants or rights (in dollars per share)	$ 0.02						$ 0.001
Warrants to Purchase Common Stock, Liability Classified, Common Warrants, August 2022
Class of Warrant or Right [Line Items]
Class of warrant or right, number of securities called by warrants or right (in shares)	1,265,547
Class of warrant or right, number of securities called by each warrant or right (in shares)	1
Class of warrant or right, exercise price of warrants or rights (in dollars per share)	$ 8.60				$ 3.30
Warrants and rights outstanding, term	5 years

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Equity Incentive Plans - General Information (Details) - shares	9 Months Ended
	Mar. 31, 2023	Jun. 30, 2022	Apr. 19, 2021	Mar. 31, 2021	Feb. 13, 2020	Jun. 01, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of options outstanding (in shares)	52,784	3,899
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unvested units outstanding (in shares)	5,920	8,500
Aytu 2015 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares)					250,000	150,000
Number of shares available for grant (in shares)	84,554
Aytu 2015 Plan | Share-Based Payment Arrangement, Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Term of award	10 years
Aytu 2015 Plan | Share-Based Payment Arrangement, Option | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	3 years
Aytu 2015 Plan | Share-Based Payment Arrangement, Option | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	4 years
Aytu 2015 Plan | Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unvested units outstanding (in shares)	43,814	80,373
Aytu 2015 Plan | Restricted Stock | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	4 years
Aytu 2015 Plan | Restricted Stock | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	10 years
Aytu 2015 Plan | Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	4 years
Neos 2015 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of options outstanding (in shares)				3,486
Number of shares available for grant (in shares)	2,579		5,272
Neos 2015 Plan | Share-Based Payment Arrangement, Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Term of award	10 years
Neos 2015 Plan | Share-Based Payment Arrangement, Option | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	1 year
Neos 2015 Plan | Share-Based Payment Arrangement, Option | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	4 years
Neos 2015 Plan | Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unvested units outstanding (in shares)				1,786

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Equity Incentive Plans - Stock Options (Details) - $ / shares	9 Months Ended	12 Months Ended
	Mar. 31, 2023	Jun. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Number of options outstanding, beginning balance (in shares)	3,899
Granted (in shares)	49,212
Forfeited/cancelled (in shares)	(152)
Expired (in shares)	(175)
Number of options outstanding, ending balance (in shares)	52,784	3,899
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract]
Weighted average exercise price outstanding, beginning balance (in dollars per share)	$ 209.70
Granted (in dollars per share)	4.00
Forfeited/cancelled (in dollars per share)	126.84
Expired (in dollars per share)	131.45
Weighted average exercise price outstanding, ending balance (in dollars per share)	$ 18.42	$ 209.70
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Outstanding, weighted average remaining contractual life (Year)	9 years 3 months 21 days	7 years 9 months 7 days
Number of options exercisable	2,920
Weighted average exercise price exercisable (in dollars per share)	$ 227.28
Weighted average remaining contractual life in years exercisable	6 years 5 months 8 days

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Equity Incentive Plans - Restricted Stock - Equity Compensation Expense (Details) $ in Thousands		3 Months Ended			9 Months Ended
	Dec. 19, 2022 USD ($)	Mar. 31, 2023 USD ($)	Dec. 31, 2022 USD ($) item	Mar. 31, 2022 USD ($)	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense		$ 902		$ 1,270	$ 5,146	$ 4,018
Restricted Stock | Aytu 2015 Plan, Restricted Stock, Accelerated Unvested Shares for Two Former Board Members
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Accelerated unvested shares, former board members, number | item			2
Stock-based compensation expense			$ 1,500
Restricted Stock | Aytu 2015 Plan, Restricted Stock, Stipulation of Compromise and Settlement, Board Members, Rescind Aggregate 2021 Grants
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stipulation of compromise and settlement, board members, percentage of 2021 grants rescinded (as a percent)	25.00%
Stock-based compensation expense	$ 600

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Equity Incentive Plans - Restricted Stock - Activity (Details) - Restricted Stock - Aytu 2015 Plan	9 Months Ended
	Mar. 31, 2023 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Unvested outstanding, beginning balance (in shares) | shares	80,373
Granted (in shares) | shares	6,825
Vested (in shares) | shares	(36,695)
Forfeited/Cancelled (in shares) | shares	(6,689)
Unvested outstanding, ending balance (in shares) | shares	43,814
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
Unvested, weighted average grant date fair value outstanding, beginning balance (in dollars per share) | $ / shares	$ 148.91
Granted (in dollars per share) | $ / shares	3.79
Vested (in dollars per share) | $ / shares	135.41
Forfeited/Cancelled (in dollars per share) | $ / shares	135.66
Unvested, weighted average grant date fair value outstanding, ending balance (in dollars per share) | $ / shares	$ 139.63

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Equity Incentive Plans - Restricted Stock - Additional Information (Details) - Restricted Stock - Non-plan - shares	Jan. 17, 2022	Mar. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unvested units outstanding (in shares)		4
Management
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)	5,000

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Equity Incentive Plans - Restricted Stock Units (Details) - Restricted Stock Units (RSUs)	9 Months Ended
	Mar. 31, 2023 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Unvested outstanding, beginning balance (in shares) | shares	8,500
Vested (in shares) | shares	(2,580)
Unvested outstanding, ending balance (in shares) | shares	5,920
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
Unvested, weighted average grant date fair value outstanding, beginning balance (in dollars per share) | $ / shares	$ 25.88
Vested | $ / shares	26.85
Unvested, weighted average grant date fair value outstanding, ending balance (in dollars per share) | $ / shares	$ 25.42

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Equity Incentive Plans - Unrecognized Compensation Costs (Details) $ in Millions	9 Months Ended
	Mar. 31, 2023 USD ($)
Unrecognized compensation costs
Unrecognized compensation costs, options	$ 0.2
Share-Based Payment Arrangement, Option
Unrecognized compensation costs
Unrecognized compensation costs, period for recognition	1 year 8 months 12 days
Restricted Stock | Aytu 2015 Plan
Unrecognized compensation costs
Unrecognized compensation costs, excluding options	$ 4.9
Unrecognized compensation costs, period for recognition	2 years 4 months 24 days
Restricted Stock | Non-plan
Unrecognized compensation costs
Unrecognized compensation costs, excluding options	$ 0.1
Unrecognized compensation costs, period for recognition	1 year 9 months 18 days
Restricted Stock Units (RSUs)
Unrecognized compensation costs
Unrecognized compensation costs, excluding options	$ 0.1
Unrecognized compensation costs, period for recognition	1 year 10 months 24 days

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Equity Incentive Plans - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Stock-based compensation expense
Total share-based compensation expense	$ 902	$ 1,270	$ 5,146	$ 4,018
Cost of Sales
Stock-based compensation expense
Total share-based compensation expense	4	7	12	24
Research and Development Expense
Stock-based compensation expense
Total share-based compensation expense	2	73	25	467
Selling and Marketing Expense
Stock-based compensation expense
Total share-based compensation expense	3	23	9	51
General and Administrative Expense
Stock-based compensation expense
Total share-based compensation expense	$ 893	$ 1,167	$ 5,100	$ 3,476

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Warrants - General Information (Details)					9 Months Ended
	Jan. 06, 2023	Aug. 11, 2022 D $ / shares shares	Mar. 07, 2022 $ / shares shares	Jan. 26, 2022 $ / shares	Mar. 31, 2023 D $ / shares shares	Oct. 25, 2022 $ / shares	Aug. 31, 2022 $ / shares	Jun. 30, 2022 shares
Class of Warrant or Right [Line Items]
Stock split, conversion ratio	0.05
Warrants to Purchase Common Stock [Member]
Class of Warrant or Right [Line Items]
Warrants expired (in shares)					17,414
Outstanding warrants (in shares)					1,681,307			433,174
Warrants to Purchase Common Stock, Equity Classified, Avenue Capital Warrants, January 2022
Class of Warrant or Right [Line Items]
Class of warrant or right, number of securities called by warrants or right (in shares)			43,388
Class of warrant or right, exercise price of warrants or rights (in dollars per share) | $ / shares			$ 24.20			$ 8.60
Class of warrant or right, date from which warrants or rights exercisable			Mar. 07, 2022
Warrants to Purchase Common Stock, Liability Classified, Avenue Capital Warrants, January 2022
Class of Warrant or Right [Line Items]
Class of warrant or right, exercise price of warrants or rights (in dollars per share) | $ / shares				$ 24.20
Class of warrant or right, date from which warrants or rights exercisable				Jan. 26, 2022
Warrants to Purchase Common Stock, Liability Classified, August 2022
Class of Warrant or Right [Line Items]
Class of warrant or right, date from which warrants or rights exercisable		Aug. 11, 2022
Warrants to Purchase Common Stock, Liability Classified, Pre-funded Warrants, August 2022
Class of Warrant or Right [Line Items]
Class of warrant or right, number of securities called by warrants or right (in shares)		87,500
Class of warrant or right, number of securities called by each warrant or right (in shares)		1
Class of warrant or right, exercise price of warrants or rights (in dollars per share) | $ / shares		$ 0.02					$ 0.001
Warrants to Purchase Common Stock, Liability Classified, Common Warrants, August 2022
Class of Warrant or Right [Line Items]
Class of warrant or right, number of securities called by warrants or right (in shares)		1,265,547
Class of warrant or right, number of securities called by each warrant or right (in shares)		1
Class of warrant or right, exercise price of warrants or rights (in dollars per share) | $ / shares		$ 8.60			$ 3.30
Warrants and rights outstanding, term		5 years
Class of warrant or right, exercise price adjustment, quotient, divisor, common stock, volume-weighted average price, 20 consecutive trading day period preceding 16th trading day, lowest trading days (in days) | D		5			5
Class of warrant or right, exercise price adjustment, quotient, divisor, common stock, volume-weighted average price, consecutive trading days preceding 16th trading day (in days) | D		20			20
Class of warrant or right, exercise price adjustment, quotient, dividend, scenario one		5
Class of warrant or right, exercise price adjustment, quotient, dividend, scenario two (in dollars per share) | $ / shares		$ 2.32
Class of warrant or right, exercise price adjustment, maximum shares (in shares)		2,325,581
Class of warrant or right, exercise price adjustment, equity offering, common stock price lower than warrant exercise price prior to 2nd anniversary of Stock Combination Event, adjusted exercise price (in dollars per share) | $ / shares		$ 2.32

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Warrants - Warrants Activity (Details) - Warrants to Purchase Common Stock - $ / shares	9 Months Ended	12 Months Ended
	Mar. 31, 2023	Jun. 30, 2022
Class of Warrant or Right [Line Items]
Outstanding, number of warrants (in shares)	433,174
Warrants issued (in shares)	1,353,047
Warrants exercised (in shares)	(87,500)
Warrants expired (in shares)	(17,414)
Outstanding, number of warrants (in shares)	1,681,307	433,174
Outstanding, weighted average remaining contractual life	4 years 3 months 18 days	4 years 8 months 23 days
Warrants issued, weighted average remaining contractual life	5 years
Warrants exercised, weighted average remaining contractual life	5 years
Weighted Average
Class of Warrant or Right [Line Items]
Outstanding, exercise price (in dollars per share)	$ 92.60
Warrants issued (in dollars per share)	3.28
Warrants exercised (in dollars per share)	0.02
Warrants expired (in dollars per share)	1,200.77
Outstanding, exercise price (in dollars per share)	$ 13.41	$ 92.60

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Net Loss Per Common Share (Details) - shares	9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	1,788,829	553,170
Warrants to Purchase Common Stock, Liability Classified
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	1,642,235	377,893
Warrants to Purchase Common Stock, Equity Classified
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	39,072	56,486
Share-Based Payment Arrangement, Option
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	52,784	4,193
Restricted Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	48,818	106,874
Restricted Stock Units (RSUs)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	5,920	7,724

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License Agreements (Details) - USD ($) $ in Millions	1 Months Ended
	Oct. 31, 2017	Feb. 29, 2016
Settlement Agreement and Associated License Agreement, 2014, Shire LLC, New Drug Application
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
License agreement, up-front, non-refundable license fee paid, maximum		$ 1.0
License Agreement, 2017, Shire LLC, New Drug Application
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
License agreement, up-front, non-refundable license fee paid, maximum	$ 1.0

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Segment Reporting - General Information (Details) - segment	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract]
Number of reportable segments	2	2	2	2

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Segment Reporting - Consolidated Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Revenues [Abstract]
Revenue from contract with customer	$ 22,733	$ 24,199	$ 76,667	$ 69,221
Rx
Revenues [Abstract]
Revenue from contract with customer	13,805	13,862	50,486	42,388
Consumer Health
Revenues [Abstract]
Revenue from contract with customer	$ 8,928	$ 10,337	$ 26,181	$ 26,833

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Segment Reporting - Consolidated Net Income (Loss) (Details) - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Sep. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	Mar. 31, 2023	Mar. 31, 2022
Segment Reporting Information, Profit (Loss) [Abstract]
Net loss	$ (7,200)	$ (6,693)	$ (701)	$ (53,291)	$ (11,548)	$ (27,851)	$ (14,594)	$ (92,690)
Rx
Segment Reporting Information, Profit (Loss) [Abstract]
Net loss	(5,777)			(52,529)			(10,931)	(88,577)
Consumer Health
Segment Reporting Information, Profit (Loss) [Abstract]
Net loss	$ (1,423)			$ (762)			$ (3,663)	$ (4,113)

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Segment Reporting - Total Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Assets [Abstract]
Assets	$ 147,216	$ 137,623
Rx
Assets [Abstract]
Assets	131,982	121,377
Consumer Health
Assets [Abstract]
Assets	$ 15,234	$ 16,246

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Subsequent Events (Details) - Subsequent Event	Apr. 27, 2023 USD ($) ft²	Apr. 01, 2024 USD ($) ft²	Jan. 01, 2024 USD ($)	May 15, 2023 USD ($)
Sublease Portion of Grand Prairie Facility, AMT Manufacturing Solutions, LLC
Lessee, Operating Sublease, Description [Abstract]
Lessee, operating sublease, expansion date, minimum written notice period	30 days
Lessee, operating sublease, security deposit, receivable	$ 90,731
Sublease Portion of Grand Prairie Facility, AMT Manufacturing Solutions, LLC | Forecast
Lessee, Operating Sublease, Description [Abstract]
Lessee, operating sublease, base rent, monthly		$ 70,686
Sublease Portion of Grand Prairie Facility, AMT Manufacturing Solutions, LLC, Initial Sublease
Lessee, Operating Sublease, Description [Abstract]
Lessee, operating sublease, area (in sq. ft.) | ft²	22,909
Sublease Portion of Grand Prairie Facility, AMT Manufacturing Solutions, LLC, Initial Sublease | Forecast
Lessee, Operating Sublease, Description [Abstract]
Lessee, operating sublease, base rent, monthly			$ 21,000	$ 20,045
Sublease Portion of Grand Prairie Facility, AMT Manufacturing Solutions, LLC, Expansion | Forecast
Lessee, Operating Sublease, Description [Abstract]
Lessee, operating sublease, area (in sq. ft.) | ft²		54,203