Inotiv, Inc. [NOTV] Filings

10-Q 1 notv-20220331x10q.htm 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended March 31, 2022

☐

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from ___________ to _____________.

Commission File Number 000-23357

INOTIV, INC.

(Exact name of the registrant as specified in its charter)


INDIANA (State or other jurisdiction of incorporation or organization)		35-1345024 (I.R.S. Employer Identification No.)

2701 KENT AVENUE WEST LAFAYETTE, INDIANA (Address of principal executive offices)		47906 (Zip code)

(765) 463-4527

(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 Shares	NOTV	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, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check):


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 April 26, 2022, 25,515,239 of the registrant's common shares were outstanding.

Table of Contents

TABLE OF CONTENTS



		Page
PART I	FINANCIAL INFORMATION

Item 1	Condensed Consolidated Financial Statements:
	Condensed Consolidated Balance Sheets as of March 31, 2022 (Unaudited) and September 30, 2021	4
	Condensed Consolidated Statements of Operations for the Three and Six Months Ended March 31, 2022 and 2021 (Unaudited)	5
	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended March 31, 2022 and 2021 (Unaudited)	6
	Condensed Consolidated Statements of Shareholders’ Equity and Noncontrolling Interest for the Three and Six Months Ended March 31, 2022 and 2021 (Unaudited)	7
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended March 31, 2022 and 2021 (Unaudited)	9
	Notes to Condensed Consolidated Financial Statements	10
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	36
Item 3	Quantitative and Qualitative Disclosures about Market Risk	45
Item 4	Controls and Procedures	46

PART II	OTHER INFORMATION	47

Item 1	Legal Proceedings	47
Item 1A	Risk Factors	48
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	48
Item 3	Defaults Upon Senior Securities	48
Item 4	Mine Safety Disclosures	48
Item 5	Other Information	49
Item 6	Exhibits	49
	Signatures	50

Table of Contents

INOTIV, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share amounts)


	March 31,		September 30,
	2022		2021
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	47,042	$	138,924
Restricted cash		427		18,000
Trade receivables and contract assets, net of allowances for doubtful accounts of $4,698 and $668, respectively		86,456		28,364
Inventories, net		56,775		602
Prepaid expenses and other current assets		34,883		3,129
Total current assets		225,583		189,019

Property and equipment, net		153,179		47,978
Operating lease right-of-use assets, net		23,795		8,358
Goodwill		456,631		51,927
Other intangible assets, net		274,387		24,233
Other assets		5,846		341
Total assets	$	1,139,421	$	321,856

Liabilities, shareholders' equity and noncontrolling interest
Current liabilities:
Accounts payable	$	30,805	$	6,163
Accrued expenses and other liabilities		20,690		8,968
Capex line of credit		—		1,749
Fees invoiced in advance		70,238		26,614
Current portion on long-term operating lease		5,356		1,959
Current portion of long-term debt		5,339		9,656
Total current liabilities		132,428		55,109
Long-term operating leases, net		18,613		6,554
Long-term debt, less current portion, net of debt issuance costs		332,274		154,209
Other liabilities		1,913		512
Deferred tax liabilities, net		36,783		344
Total liabilities		522,011		216,728

Contingencies (Note 14)

Shareholders’ equity and noncontrolling interest:
Preferred shares, authorized 1,000,000 shares, no par value:
Common shares, no par value:
Authorized 74,000,000 shares; 25,495,701 issued and outstanding at March 31, 2022 and 15,931,485 at September 30, 2021		6,336		3,945
Additional paid-in capital		713,034		112,198
Accumulated deficit		(101,090)		(11,015)
Accumulated other comprehensive loss		(628)		—
Total equity attributable to common shareholders		617,652		105,128
Noncontrolling interest		(242)		—
Total shareholders’ equity and noncontrolling interest		617,410		105,128
Total liabilities and shareholders’ equity and noncontrolling interest	$	1,139,421	$	321,856

The accompanying notes are an integral part of the condensed consolidated financial statements

Table of Contents

INOTIV, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited)


	Three Months Ended				Six Months Ended
	March 31,				March 31,
	2022		2021		2022		2021
Service revenue	$	49,584	$	17,902	$	87,760	$	34,934
Product revenue		90,729		849		136,764		1,702
Total revenue	$	140,313		18,751	$	224,524	$	36,636
Costs and expenses:
Cost of services provided		33,305		11,905		57,514		23,502
Cost of products sold		62,282		522		102,959		933
Selling		4,647		880		7,385		1,505
General and administrative		21,347		5,610		34,599		10,492
Amortization of intangible assets		6,414		152		9,810		312
Other operating expense		4,450		203		38,030		399
Operating income (loss)	$	7,868	$	(521)	$	(25,773)	$	(507)
Other income (expense):
Interest expense		(7,547)		(366)		(12,375)		(713)
Other (expense) income		(139)		179		(57,866)		179
Income (loss) before income taxes	$	182	$	(708)	$	(96,014)	$	(1,041)
Income tax (expense) benefit		(6,846)		(15)		5,939		(48)
Consolidated net (loss)	$	(6,664)	$	(723)	$	(90,075)	$	(1,089)
Less: Net income (expense) attributable to noncontrolling interests		(577)		—		(941)		—
Net (loss) attributable to common shareholders	$	(6,087)	$	(723)	$	(89,134)	$	(1,089)

(Loss) per common share
Net (loss) attributable to common shareholders:
Basic and diluted	$	(0.24)	$	(0.06)	$	(3.84)	$	(0.10)

Weighted-average number of common shares outstanding:
Basic and diluted		25,315		11,151		23,197		11,083

The accompanying notes are an integral part of the condensed consolidated financial statements.

Table of Contents

INOTIV, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)

(In thousands)


	Three Months Ended				Six Months Ended
	March 31,				March 31,
	2022		2021		2022		2021
Consolidated net (loss)	$	(6,664)	$	(723)	$	(90,075)	$	(1,089)
Foreign currency translation		(1,114)		—		(867)		—
Defined benefit plans:
Amortization of periodic benefit costs		340		—		230		—
Other comprehensive (loss) income, net of tax		(774)		—		(637)		—
Consolidated comprehensive (loss)		(7,438)		(723)		(90,712)		(1,089)
Less: Comprehensive (loss) attributable to non-controlling interests		(577)		—		(941)		—
Comprehensive (loss) attributable to common stockholders	$	(6,861)	$	(723)	$	(89,771)	$	(1,089)

Table of Contents

INOTIV, INC.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY AND NONCONTROLLING INTEREST

(UNAUDITED)

(In thousands, except number of shares)


	Three and Six Month Periods Ended March 31, 2022
											Accumulated
							Additional				Other		Non-		Total
	Preferred Shares			Common Shares			paid-in		Accumulated		Comprehensive		Controlling		shareholders’
	Number	Amount		Number	Amount		capital		deficit		Loss		Interests		equity
Balance at September 30, 2021	—	$	—	15,931,485	$	3,945	$	112,198	$	(11,015)	$	—	$	—	$	105,128
Consolidated net (loss) income	—		—	—		—		—		(83,411)		—		364		(83,047)
Stock issued in acquisitions	—		—	8,374,138		2,094		459,289		—		—		—		461,383
Non-controlling interest related to Envigo acquisition	—		—	—		—		—		—		—		(983)		(983)
Issuance of stock under employee stock plans	—		—	42,971		11		38		—		—		—		49
Stock based compensation	—		—	—		—		19,160		—		—		—		19,160
Pension cost amortization	—		—	—		—		—		—		(110)		—		(110)
Foreign currency translation adjustment	—		—	—		—		—		—		247		—		247
Reclassification of convertible note embedded derivative to equity (Note 7)	—		—	—		—		88,576		—		—		—		88,576
Balance at December 31, 2021	—	$	—	24,348,594	$	6,050	$	679,261	$	(94,426)	$	137	$	(619)	$	590,403
Consolidated net (loss) income	—		—	—		—		—		(6,664)		—	—	577		(6,087)
Stock issued in acquisitions	—		—	1,106,457		276		32,599		—		—		—		32,875
Non-controlling interest related to Envigo acquisition	—		—	—		—		—		—		—		(191)		(191)
Issuance of stock under employee stock plans	—		—	40,650		10		36		—		—		—		46
Stock based compensation	—		—	—		—		1,138		—		—		—		1,138
Pension cost amortization	—		—	—		—		—		—		340		—		340
Foreign currency translation adjustment	—		—	—		—		—		—		(1,105)		(9)		(1,114)
Balance March 31, 2022	—	$	—	25,495,701	$	6,336	$	713,034		(101,090)	$	(628)	$	(242)	$	617,410

Table of Contents

INOTIV, INC.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY AND NONCONTROLLING INTEREST

(UNAUDITED)

(In thousands, except number of shares)


	Three and Six Month Periods Ended March 31, 2021
											Accumulated
							Additional				Other		Non-		Total
	Preferred Shares			Common Shares			paid-in		Accumulated		Comprehensive		Controlling		shareholders’
	Number	Amount		Number	Amount		capital		deficit		Loss		Interests		equity
Balance at September 30, 2020	25	$	25	10,977,675	$	2,706	$	26,775	$	(21,910)	$	—	$	—	$	7,596
Consolidated net (loss) income	—		—	—		—		—		(366)		—		—		(366)
Stock option exercises	—		—	23,350		6		39		—		—		—		45
Stock based compensation	—		—	116,974		29		152		—		—		—		181
Balance at December 31, 2020	25	$	25	11,117,999	$	2,741	$	26,966	$	(22,276)	$	—	$	—	$	7,456
Consolidated net (loss) income	—		—	—		—		—		(723)		—		—		(723)
Stock based compensation	—		—	12,502		3		275		—		—		—		278
Stock option exercises	—		—	36,040		9		56		—		—		—		65
Preferred stock conversion	(25)		(25)	12,500		3		22		—		—		—		—
Balance at March 31, 2021	—	$	—	11,179,041	$	2,756	$	27,319	$	(22,999)	$	—	$	—	$	7,076

The accompanying notes are an integral part of the consolidated financial statements.

Table of Contents

INOTIV, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)


	Six Months Ended
	March 31,
	2022		2021
Operating activities:
Consolidated net (loss)	$	(90,075)	$	(1,089)
Adjustments to reconcile net income (loss) to net cash provided by operating activities, net of acquisitions:
Depreciation and amortization		15,866		2,154
Undistributed earnings of noncontrolling interest		777		—
Employee stock compensation expense		20,300		460
Changes in deferred taxes		(1,907)		—
Provision for doubtful accounts		381		72
Unrealized foreign currency loss		60		9
Amortization of debt issuance costs and original issue discount		1,203		—
Noncash interest and accretion expense		2,512		—
Loss on fair value remeasurement of embedded derivative		56,714		—
Other non-cash operating activities		—		69
Loss on debt extinguishment		878		—
Non-cash amortization of inventory fair value step-up		6,277		—
Gain on disposal of property and equipment		(235)		(1)
Financing lease interest expense		1		137
Changes in operating assets and liabilities:
Trade receivables and contract assets		(8,926)		(1,927)
Inventories		(14,688)		(172)
Prepaid expenses and other current assets		(10,149)		178
Operational lease right-of-use assets and liabilities, net		1,457		(31)
Accounts payable		5,222		770
Accrued expenses and other liabilities		(11,510)		66
Fees invoiced in advance		28,402		3,831
Other asset and liabilities, net		1,467		—
Net cash provided by operating activities		4,027		4,526

Investing activities:
Capital expenditures		(15,202)		(2,427)
Proceeds from sale of equipment		283		2
Cash paid in acquisitions		(288,702)		—
Net cash used in investing activities		(303,621)		(2,425)

Financing activities:
Payments on finance lease liability		—		(207)
Payments of long-term debt		(37,746)		(1,436)
Payments of debt issuance costs		(9,887)		(41)
Payments on promissory notes		(763)		—
Payments on capex lines of credit		(1,749)		(135)
Payments on revolving credit facility		(10,000)
Payments on senior term notes		(513)
Payments on delayed draw term loan		(88)
Borrowings on revolving credit facility		10,000
Borrowings on construction loans		1,184		—
Borrowings on capex lines of credit		—		387
Borrowings on delayed draw term loan		35,000		—
Proceeds from issuance of senior term notes		205,000		—
Proceeds from exercise of stock options		93		111
Net cash provided by (used in) financing activities		190,531		(1,321)

Effect of exchange rate changes on cash and cash equivalents		(392)		—

Net (decrease) increase in cash and cash equivalents		(109,455)		780
Cash, cash equivalents, and restricted cash at beginning of period		156,924		1,406
Cash, cash equivalents, and restricted cash at end of period	$	47,469	$	2,186

Noncash financing activity:
Seller financed acquisition	$	6,325		—

Supplemental disclosure of cash flow information:
Cash paid for interest	$	5,989	$	520
Income taxes paid, net	$	614	$	—

The accompanying notes are an integral part of the condensed consolidated financial statements.

Table of Contents

INOTIV, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands except share amounts, unless otherwise indicated)

(Unaudited)

1. DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION

Inotiv, Inc. and its subsidiaries and a variable interest entity (“VIE”) (“we,” “our,” “us,” the “Company,” and “Inotiv”) comprise a leading contract research organization specializing in nonclinical and analytical drug discovery and development services. The Company also manufactures scientific instruments for life sciences research, which it sells with related software for use by pharmaceutical companies, universities, government research centers and medical research institutions.

On November 5, 2021, the Company completed the acquisition of Envigo RMS Holding Corp. (“Envigo”) by merger of a wholly owned subsidiary of the Company with and into Envigo.

As a result of the Envigo transaction, the Company’s business now includes breeding, importing and selling research-quality animal models for use in laboratory tests, manufacturing and distributing standard and custom diets, distributing bedding and enrichment products, and providing other services associated with these products. With over 130 different species and strains, the Company is a global leader in the production and sale of some of the most widely used rodent research model strains, among other species. The Company maintains production and distribution facilities in the United States (“U.S.”), United Kingdom (“U.K.”), mainland Europe, and Israel.

Basis of Presentation

The Company has prepared the accompanying unaudited interim condensed consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles (“GAAP”), and therefore should be read in conjunction with the Company’s audited consolidated financial statements, and the notes thereto, included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2021. In the opinion of management, the condensed consolidated financial statements for the three and six months ended March 31, 2022 and 2021 include all adjustments which are necessary for a fair presentation of the results of the interim periods and of the Company’s financial position at March 31, 2022. The results of operations for the three and six months ended March 31, 2022 may not be indicative of the results for the fiscal year ending September 30, 2022.

The acquisition of Envigo was transformational to the Company’s underlying business. As a result, certain reclassifications have been made to prior periods in the unaudited condensed consolidated financial statements and accompanying notes to conform with current presentation, which more closely reflects management’s perspective of the business as it currently exists.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires the Company to make estimates and judgements that may affect the reported amounts of assets, liabilities, revenues, and expenses, and related disclosures of contingent assets and liabilities. These include, but are not limited to, management estimates in the calculation and timing of revenue recognition, pension liabilities, deferred tax assets and liabilities and the related valuation allowance. Although estimates are based upon management’s best estimate using historical experience, current events, and actions, actual results could differ from those estimates. Changes in estimates are reflected in reported results in the period in which they become known.

Consolidation

The accompanying condensed consolidated financial statements are unaudited and have been prepared by the Company, including all subsidiaries and a VIE it consolidates in accordance with GAAP. The Company consolidates a VIE as a result of the Envigo acquisition. The VIE does not materially impact our net assets or net income.

The Company accounts for noncontrolling interests in accordance with Accounting Standard Codification (“ASC”) 810, “Consolidation” (“ASC 810”). ASC 810 requires companies with noncontrolling interests to disclose such interests as a portion of equity but separate from the parent’s equity. The noncontrolling interests’ portion of net income (loss) is presented on the condensed consolidated statement of operations.

Table of Contents

Summary of Significant Accounting Policies

The Company’s significant accounting policies are described in Note 2, “Summary of Significant Accounting Policies” in the Company’s Annual Report on Form 10-K for fiscal year 2021. As a result of the Envigo acquisition, the following policies have been added or adjusted to reflect our combined business.

Pension Costs

As a result of the Envigo acquisition, the Company has a defined benefit pension plan for one of its U.K. subsidiaries.

The projected benefit obligation and funded position of the defined benefit plan is estimated by actuaries and the Company recognizes the funded status of its defined benefit plan on its condensed consolidated balance sheets and recognizes gains, losses and prior service costs or credits that arise during the period that are not recognized as components of net periodic benefit cost as a component of accumulated other comprehensive income (loss), net of tax. The Company measures plan assets and obligations as of the date of the Company’s year-end consolidated balance sheet, using assumptions to anticipate future events. The valuation of assets acquired and liabilities assumed in the Envigo acquisition had not yet been finalized as of March 31, 2022. The purchase price allocation is preliminary and subject to change, including the valuation of the unfunded defined benefit plan obligation, among other items.

Additional information about certain effects on net periodic benefit cost for the next fiscal year that arise from delayed recognition of the gains or losses, prior service costs or credits, and transition assets or obligations are disclosed in the notes to the condensed consolidated financial statements (see Note 13 – Defined Benefit Plan).

Comprehensive Income (Loss)

Comprehensive income (loss) for the periods presented is comprised of consolidated net income (loss) plus the change in the cumulative translation adjustment equity account and the adjustments, net of tax, for the current period actuarial gains (losses) in connection with the Company’s defined benefit plan.

Foreign Currencies

Transactions in currencies other than the functional currency of each entity are recorded at the rates of exchange on the date of the transaction. Monetary assets and liabilities in currencies other than the functional currency are translated at the rates of exchange on the balance sheet date and the related transaction gains and losses are reported in the condensed consolidated statements of operations, in Operating income. The Company records gains and losses from re-measuring intercompany loans within Other (expense) income in the condensed consolidated statements of operations.

The results of operations of subsidiaries whose functional currency is other than the U.S. dollar are translated into U.S. dollars at the average exchange rate, assets and liabilities are translated at period-end exchange rates, capital accounts are translated at historical exchange rates, and retained earnings are translated at the weighted average of historical rates. Translation adjustments are excluded from the determination of net income (loss) and are recorded as a separate component of equity within accumulated other comprehensive income (loss) in the condensed consolidated financial statements.

Concentration of Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of trade receivables from customers in the biopharmaceutical, contract research, academic, and governmental sectors. The Company believes its exposure to credit risk is minimal, as the majority of the customers are predominantly well established and viable. Additionally, the Company maintains allowances for potential credit losses. The Company’s exposure to credit loss in the event that payment is not received for revenue recognized equals the outstanding trade receivables and contract assets less fees invoiced in advance.

During the three and six months ended March 31, 2022, one customer accounted for 31.4% and 27.4% of sales, respectively. During the three and six months ended March 31, 2021, no customer accounted for more than 10% of sales. During the the three and six months ended March 31, 2022 and 2021, no supplier accounted for more than 10% of purchases of goods and services.

Table of Contents

2. EQUITY

Common Stock Offering

On April 23, 2021, we closed an underwritten public offering of 3,044,117 of our common shares, including 397,058 common shares sold pursuant to the full exercise by the underwriter of its option to purchase additional shares to cover over-allotments. All of the shares were sold at a price to the public of $17.00 per share. Net proceeds from the offering were approximately $49,000, after deducting the underwriting discount and estimated offering expenses.

Increase in Authorized Shares and Equity Plan Reserve

On November 4, 2021, the Company’s shareholders approved an amendment to the Company’s Second Amended and Restated Articles of Incorporation to increase the number of authorized shares from 20,000,000 shares, consisting of 19,000,000 common shares and 1,000,000 preferred shares, to 75,000,000 shares, consisting of 74,000,000 common shares and 1,000,000 preferred shares. Approval of this matter by the Inotiv shareholders was a condition to the closing of the Envigo acquisition. The amendment was effective on November 4, 2021. On November 4, 2021, the Company’s shareholders approved an amendment to the Company’s 2018 Equity Incentive Plan (the “Equity Plan”) to increase the number of shares available for awards thereunder by 1,500,000 shares and to make certain corresponding changes to certain limitations in the Equity Plan. At March 31, 2022, 1,250,819 shares remained available for grants under the Equity Plan.

Stock Issued in Connection with Acquisitions

During the three and six months ended March 31, 2022, 1,106,457 and 9,480,595 common shares, respectively, were issued in relation to acquisitions. See Note 10 for further discussion of consideration for each acquisition.

Stock Based Compensation

The Company expenses the estimated fair value of stock options, restricted stock and restricted stock units over the vesting periods of the grants. The Company recognizes expense for awards subject to graded vesting using the straight-line attribution method. The Company adopted a change in accounting policy effective October 1, 2020 for forfeitures. Stock based compensation expense for the three and six months ended March 31, 2022 and 2021, was $1,138 and $25,070 and $279 and $460, respectively. Of the $25,070 stock compensation expense in the six-months ended March 31, 2022, $23,014 relates to post-combination expense recognized in connection with the Envigo transaction (see Note 10 – Business Combinations), which is inclusive of $4,772 of stock based compensation settled in cash.

3. NET LOSS PER SHARE

The Company computes basic income (loss) per share using the weighted average number of common shares outstanding. The Company computes diluted earnings per share using the if-converted method for preferred shares and convertible debt, if any, and the treasury stock method for stock options and restricted stock units. Shares issuable upon exercise of 1,695,070 options and shares issuable upon vesting of 682,357 restricted stock units were not considered in computing diluted income (loss) per share for the three and six months ended March 31, 2022 because they were anti-dilutive. Additionally, there are 3,040,268 shares of common stock issuable upon conversion in connection with the convertible debt entered into on September 27, 2021. The Company computes diluted earnings per share using the if-converted method for the shares issuable in connection with the convertible debt. These shares were not considered in computing diluted (loss) per share for the three and six months ended March 31, 2022 because they were anti-dilutive. Shares issuable upon the exercise of 671 options and seven common shares issuable upon conversion of preferred shares were not considered in computing diluted income (loss) per share for the three and six months ended March 31, 2021 because they were anti-dilutive.

Table of Contents

The following table reconciles the computation of basic net loss per share to diluted net loss per share:

Inotiv, Inc. [NOTV] Filings
10-Q	[2022-05-16]
10-Q	[2022-02-16]
S-1	[2021-12-23]
10-K	[2021-12-21]
10-Q	[2021-08-13]
10-Q	[2021-05-14]
10-Q	[2021-02-10]
10-K	[2020-12-22]
10-Q	[2020-08-14]
10-Q	[2020-05-14]
10-Q	[2020-02-14]
10-K	[2019-12-26]
10-Q	[2019-08-14]
10-Q	[2019-05-15]
10-Q	[2019-02-14]
10-K	[2018-12-21]
10-Q	[2018-08-14]
10-Q	[2018-05-15]
10-Q	[2018-02-14]
10-K	[2017-12-22]
10-Q	[2017-08-14]
10-Q	[2017-05-15]
10-Q	[2017-02-14]
10-K	[2016-12-28]
10-Q	[2016-08-15]
10-Q	[2016-05-16]
10-Q	[2016-02-16]
10-K	[2015-12-24]
10-Q	[2015-08-14]
10-Q	[2015-05-15]
10-Q	[2015-02-17]
10-K	[2014-12-29]
10-Q	[2014-08-14]
10-Q	[2014-05-15]
10-Q	[2014-02-14]
10-K	[2013-12-30]
10-Q	[2013-10-18]
10-Q	[2013-05-15]
10-Q	[2013-02-14]
10-K	[2012-12-31]
10-Q	[2012-08-14]
10-Q	[2012-05-14]
10-Q	[2012-02-14]