Document and Entity Information - USD ($) $ in Millions |
12 Months Ended | ||
|---|---|---|---|
Sep. 30, 2023 |
Dec. 05, 2023 |
Mar. 31, 2023 |
|
| Document and Entity Information [Abstract] | |||
| Document Type | 10-K/A | ||
| Document Annual Report | true | ||
| Document Period End Date | Sep. 30, 2023 | ||
| Document Transition Report | false | ||
| Entity File Number | 1-13602 | ||
| Entity Registrant Name | Veru Inc. | ||
| Entity Incorporation State Country Code | WI | ||
| Entity Tax Identification Number | 39-1144397 | ||
| Entity Address Address Line1 | 2916 N. Miami Avenue | ||
| Entity Address Address Line2 | Suite 1000 | ||
| Entity Address City Or Town | Miami | ||
| Entity Address State Or Province | FL | ||
| Entity Address Postal Zip Code | 33127 | ||
| City Area Code | 305 | ||
| Local Phone Number | 509-6897 | ||
| Security 12b Title | Common stock, $0.01 par value | ||
| Trading Symbol | VERU | ||
| Security Exchange Name | NASDAQ | ||
| Entity Well-known Seasoned Issuer | No | ||
| Entity Voluntary Filers | No | ||
| Entity Current Reporting Status | No | ||
| Entity Interactive Data Current | Yes | ||
| Entity Filer Category | Non-accelerated Filer | ||
| Entity Small Business | true | ||
| Entity Emerging Growth Company | false | ||
| ICFR Auditor Attestation Flag | false | ||
| Document Financial Statement Error Correction [Flag] | true | ||
| Document Financial Statement Restatement Recovery Analysis [Flag] | false | ||
| Entity Shell Company | false | ||
| Entity Public Float | $ 77.7 | ||
| Entity Common Stock, Shares Outstanding | 93,672,854 | ||
| Documents Incorporated By Reference |
DOCUMENTS INCORPORATED BY REFERENCE:
Portions of the Proxy Statement for the 2024 Annual Meeting of the Shareholders of the Registrant are incorporated by reference into Part III of this report.
EXPLANATO |
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| Amendment Description | Veru Inc. (“we,” “our,” “us,” “Veru” or the “Company”) is filing this Form 10-K/A to amend its Form 10-K for the year ended September 30, 2023, which was originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on December 8, 2023 (the “Original Form 10-K”), to restate its previously issued consolidated financial statements as of and for the years ended September 30, 2023 and 2022 (the “Prior Financial Statements”), and to amend related disclosures, including regarding controls and procedures. On February 15, 2024, we filed a Current Report on Form 8-K under Item 4.02(a) with the SEC relating to the Prior Financial Statements. As indicated in such Current Report on Form 8-K, on February 15, 2024, we determined that a restatement of the Prior Financial Statements was necessary due to the identification of an error related to the accounting for research and development expenses associated with the Company’s projects with third-party service providers. The Company records estimated costs of research and development activities conducted by third-party service providers based on information such as estimates of the work completed and in accordance with agreements established by third-party service providers. The Company inaccurately estimated the work completed by the third-party service providers because it did not evaluate all of the information that was known or knowable at the time. The errors resulted in a misstatement of research and development costs for the years ended September 30, 2023 and September 30, 2022, and corresponding misstatements of accounts payable, accrued research and development costs, and prepaid research and development costs as of September 30, 2023 and September 30, 2022. As a result of this restatement there is: a $0.1 million and a $0.3 million increase in research and development expenses with corresponding adjustments to total operating expenses, operating loss, loss before income taxes, and net loss for the years ended September 30, 2023 and 2022, respectively, versus the previously reported financial results;a $0.6 million and $0.8 million decrease in prepaid research and development costs with corresponding decreases in total current assets and total assets as of September 30, 2023 and 2022, respectively;a $1.6 million decrease in accounts payable as of September 30, 2023 and a $0.8 million and $2.7 million decrease in accrued research and development costs with corresponding decreases in total current liabilities and total liabilities as of September 30, 2023 and 2022, respectively; a $2.2 million decrease in the opening balance of accumulated deficit for the year ended September 30, 2022;corresponding adjustments, and the associated impacts of the adjustments to:oaccumulated deficit, total stockholders’ equity and total liabilities and stockholders’ equity as of September 30, 2023 and 2022; andonet loss and adjustments to reconcile net loss to net cash used in operating activities in the Company’s consolidated statements of cash flows for the years ended September 30, 2023 and 2022; andrelated adjustments to the financial information for each of the quarterly periods within fiscal 2023. The restatement did not result in any changes to the amount of cash and cash equivalents as of September 30, 2023 or 2022, and with respect to the consolidated statements of cash flows, all adjustments are to line items within operating cash flows and there was no impact to the subtotal of operating, investing, or financing cash flows for each period. See Note 18, Restatement of Prior Financial Information and Note 19, Restatement of Quarterly Financial Information to the consolidated financial statements included herein for additional information. Internal Control Considerations As a result of the restatement of the Company’s financial statements and the filing of this Form 10-K/A, management has determined that a material weakness existed in the Company’s internal control over financial reporting related to its management review control over its estimate of research and development expenses associated with activities conducted by third-party service providers. The identified material weakness and the Company’s remediation plan are further described in Part II, Item 9A within this Form 10-K/A. Items Amended in this Form 10-K/A This Form 10-K/A amends and restates the sections of the Original Form 10-K listed below, with modifications as necessary to reflect the effects of the restatement of our previously issued consolidated financial statements as of and for the years ended September 30, 2023 and 2022. No attempt has been made in this Form 10-K/A to update other disclosures presented in the Original Form 10-K, except as required to reflect the effects of such restatement in the following amended items: Part I, Item 1A. “Risk Factors”;Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations”;Part II, Item 8. “Financial Statements and Supplementary Data”;Part II, Item 9A. “Controls and Procedures”; andPart IV, Item 15. “Exhibits and Financial Statement Schedules.” In addition, this Form 10-K/A updates the signature page. In accordance with Rule 12b-15 under the Securities Exchange Act of 1934, the Company is also including with this Form 10-K/A new certifications required by Sections 302 and 906 of the Sarbanes-Oxley Act of 2022 from the Company’s Chief Executive Officer (as principal executive officer) and Chief Financial Officer (as principal financial officer) dated as of the filing date of this Form 10-K/A (included in Part IV, Item 15. “Exhibits and Financial Statement Schedules” and attached as Exhibits 31.1, 31.2, 32.1, and 32.2). Except as described above, this Form 10-K/A is presented as of the date of the Original Form 10-K and does not substantively amend, update or change any other items or disclosures contained in the Original Form 10-K. Accordingly, this Form 10-K/A does not reflect or purport to reflect any information or events occurring subsequent to December 8, 2023, the filing date of the Original Form 10-K, unless specifically noted herein, or otherwise modify or update those disclosures affected by subsequent events, except to the extent they are otherwise required to be included and discussed herein. Among other things, forward-looking statements made in the Original Form 10-K have not been revised to reflect events, results or developments that occurred or facts that became known to the Company after the date of the Original Form 10-K, other than the restatement. Accordingly, this Form 10-K/A should be read in conjunction with the Company’s filings with the SEC that were made after the filing of the Original Form 10-K, including any amendments to those filings. | ||
| Current Fiscal Year End Date | --09-30 | ||
| Auditor Firm ID | 49 | ||
| Auditor Name | RSM US LLP | ||
| Auditor Location | Chicago, Illinois | ||
| Document Fiscal Period Focus | FY | ||
| Document Fiscal Year Focus | 2023 | ||
| Amendment Flag | true | ||
| Entity Central Index Key | 0000863894 |