XML 34 R24.htm IDEA: XBRL DOCUMENT
v3.21.2

STOCKHOLDERS' EQUITY (DEFICIT) | 9 Months Ended
--- | ---
Jun. 30, 2021
Stockholders' Equity Note [Abstract] |
STOCKHOLDERS' EQUITY (DEFICIT) | STOCKHOLDERS' EQUITY (DEFICIT) Share-based Compensation 2018 Equity Incentive Plan The Company’s stock option plans are administered by the Compensation Committee of the Board of Directors. The stockholder-approved 2018 Equity Incentive Plan provides for the issuance of incentive stock options, nonstatutory stock options, stock options with stock appreciation rights, restricted stock, restricted stock units and performance units, qualified performance-based awards, and stock grants to employees, consultants and non-employee members of the Board of Directors. 800,000 shares of Barnwell common stock have been reserved for issuance and as of June 30, 2021, a total of 135,000 share options remain available for grant. Barnwell currently has a policy of issuing new shares to satisfy share option exercises when the optionee requests shares. Equity-classified Awards On February 9, 2021, the Board of Directors of the Company granted options to purchase 665,000 shares of common stock, 310,000 shares to independent directors and 355,000 shares to employees. 605,000 shares of the stock options granted have an exercise price equal to the closing market price of Barnwell’s stock on the date of grant of $3.33, vest annually over three years, and expire in ten years from the date of grant. 60,000 shares of the stock options granted have an exercise price of $3.66 (110% of the closing market price on the date of grant for options granted to affiliates), vest annually over three years, and expire in five years from the date of grant. A summary of the activity in Barnwell’s equity-classified share options from October 1, 2020 through June 30, 2021 is presented below:
Options | Shares |  | Weighted- Average Exercise Price |  | Weighted- Average Remaining Contractual Term |  | Aggregate Intrinsic Value
Outstanding at October 1, 2020 | — |  |  | $ | — |  |  |  |  |
Granted | 665,000 |  |  | 3.36 |  |  |  |  |
Exercised | — |  |  | — |  |  |  |  |
Expired/Forfeited | (50,000) |  |  | 3.33 |  |  |  |  |
Outstanding at June 30, 2021 | 615,000 |  |  | $ | 3.36 |  |  | 9.1 |  | $ | — |
Exercisable at June 30, 2021 | — |  |  | $ | — |  |  | — |  |  | $ | — |
The following assumptions were used in estimating the fair value of the equity-classified share options granted on February 9, 2021:
| > 10% Owner-Employee |  | Others
Number of shares | 60,000 |  | 605,000
Expected volatility | 127.4% |  | 105.8%
Expected dividends | None |  | None
Expected term (in years) | 3.5 |  | 6.0
Risk-free interest rate | 0.19% |  | 0.82%
Expected forfeitures | None |  | None
Fair value per share | $2.51 |  | $2.70
The application of alternative assumptions could produce significantly different estimates of the fair value of share-based compensation, and consequently, the related costs reported in the Condensed Consolidated Statements of Operations. Compensation cost for equity-classified awards is measured at the grant date based on the fair value of the award and is recognized as an expense over the requisite service period. As of June 30, 2021, the total remaining unrecognized compensation cost related to nonvested share options was $1,259,000, which is expected to be recognized over the weighted-average remaining requisite service period of 2.6 years. During the three and nine months ended June 30, 2021, the Company recognized total share-based compensation expense of $238,000 and $389,000, respectively. There was no share-based compensation expense recognized during the three and nine months ended June 30, 2020. At The Market Offering On March 16, 2021, the Company entered into a Sales Agreement (the “Sales Agreement”) with A.G.P./Alliance Global Partners (“A.G.P,”), with respect to the ATM pursuant to which the Company may offer and sell, from time to time, shares of its common stock, par value $0.50 per share, having an aggregate sales price of up to $25 million (subject to certain limitations at any time our public float remains under $75 million), through or to A.G.P as the Company’s sales agent or as principal. Sales of our common stock under the ATM, if any, will be made by any methods deemed to be “at the market offerings” as defined in Rule 415(a)(4) under the Securities Act, including sales made directly on the NYSE American, on any other existing trading market for our Common Stock, or to or through a market maker. Shares of common stock sold under the ATM are offered pursuant to the Company’s Registration Statement on Form S-3 (File No. 333-254365), filed with the Securities and Exchange Commission on March 16, 2021, and declared effective on March 26, 2021 (the "Registration Statement”), and the prospectus dated March 26, 2021, included in the Registration Statement. The sale of shares under the ATM began in May 2021 and as of June 30, 2021, the Company sold 586,546 shares of common stock resulting in net proceeds of $1,860,000 after commissions and fees of $59,000. From July 1, 2021 to the date of this Quarterly Report, an additional 581,441 shares of common stock were sold resulting in net proceeds of $1,924,000 after commissions and fees of $64,000. In connection with our ATM offering, the Company incurred approximately $577,000 of incremental costs, which include legal, accounting, and underwriting fees, of which $283,000 has been recorded in stockholders’ equity as a reduction of additional paid-in capital generated from the offering and $294,000 has been capitalized as a current asset and recorded in “Deferred offering costs” on the Company’s Condensed Consolidated Balance Sheet as of June 30, 2021.

X
- References No definition available. + Details
Name: | us-gaap_StockholdersEquityNoteAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(e)(1)) -URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -URI http://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770 Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -URI http://asc.fasb.org/topic&trid=2208762 + Details
Name: | us-gaap_StockholdersEquityNoteDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration