Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 14, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | Searchlight Minerals Corp. | |
Entity Central Index Key | 1,084,226 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Trading Symbol | SRCH | |
Entity Common Stock, Shares Outstanding | 345,600,029 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets | ||
Cash | $ 968,187 | $ 453,744 |
Prepaid expenses | 14,912 | 87,325 |
Total current assets | 983,099 | 541,069 |
Property and equipment, net | 5,442,377 | 6,301,953 |
Restricted cash | 0 | 227,345 |
Reclamation bond and deposits, net | 14,566 | 14,566 |
Total non-current assets | 134,959,701 | 136,030,358 |
Total assets | 135,942,800 | 136,571,427 |
Current liabilities | ||
Accounts payable and accrued liabilities | 1,556,069 | 1,151,183 |
Accounts payable - related party | 532,656 | 348,916 |
VRIC payable, current portion - related party | 698,144 | 657,295 |
Convertible debt, net of discount | 0 | 3,252,212 |
Derivative liability - convertible debt | 0 | 590,536 |
Derivative warrant liability | 0 | 53,141 |
Total current liabilities | 2,786,869 | 6,053,283 |
Long-term liabilities | ||
VRIC payable, net of current portion - related party | 0 | 40,849 |
Deferred tax liability | 48,224,926 | 48,224,926 |
Total long-term liabilities | 48,224,926 | 48,265,775 |
Total liabilities | 51,011,795 | 54,319,058 |
Commitments and contingencies - Note 12 | ||
Stockholders' equity | ||
Common stock, $0.001 par value; 400,000,000 shares authorized, 345,600,029 and 154,306,537 shares, respectively, issued and outstanding | 345,600 | 154,306 |
Additional paid-in capital | 180,930,619 | 164,590,647 |
Accumulated deficit | (96,345,214) | (82,492,584) |
Total stockholders' equity | 84,931,005 | 82,252,369 |
Total liabilities and stockholders' equity | 135,942,800 | 136,571,427 |
Slag Project [Member] | ||
Current assets | ||
Slag project | 121,890,366 | 121,874,102 |
Smelter Site and Slag Pile [Member] | ||
Current assets | ||
Land | 5,916,150 | 5,916,150 |
Remaining Amount [Member] | ||
Current assets | ||
Land | $ 1,696,242 | $ 1,696,242 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2016 | Dec. 31, 2015 |
Common stock, par value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 400,000,000 | 400,000,000 |
Common stock, shares issued | 345,600,029 | 154,306,537 |
Common stock, shares outstanding | 345,600,029 | 154,306,537 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenue | $ 0 | $ 0 | $ 0 | $ 0 |
Operating expenses | ||||
Administrative - Clarkdale site | 0 | 26,682 | 0 | 91,244 |
(Gain) on asset disposition | 0 | 0 | 0 | (2,548) |
Depreciation | 286,353 | 352,988 | 859,576 | 1,068,325 |
Total operating expenses | 1,172,708 | 1,751,111 | 3,800,430 | 4,545,628 |
Loss from operations | (1,172,708) | (1,751,111) | (3,800,430) | (4,545,628) |
Other income (expense) | ||||
Rental revenue | 5,100 | 5,100 | 13,600 | 15,300 |
Other expense | 0 | (10,591) | 0 | (10,591) |
Loss on conversion of notes payable | 0 | 0 | (8,437,121) | 0 |
Change in fair value of derivative liabilities | 0 | 224,943 | (748,988) | 753,260 |
Interest expense | (114) | (139,820) | (880,603) | (413,475) |
Interest and dividend income | 287 | 791 | 912 | 1,451 |
Total other income (expense) | 5,273 | 80,423 | (10,052,200) | 345,945 |
Loss before income taxes | (1,167,435) | (1,670,688) | (13,852,630) | (4,199,683) |
Income tax (expense) | 0 | (21,795,143) | 0 | (20,677,458) |
Net loss | (1,167,435) | (23,465,831) | (13,852,630) | (24,877,141) |
Comprehensive loss | $ (1,167,435) | $ (23,465,831) | $ (13,852,630) | $ (24,877,141) |
Loss per common share - basic and diluted | ||||
Net loss | $ 0 | $ (0.15) | $ (0.05) | $ (0.17) |
Weighted average common shares outstanding - | ||||
Basic | 345,600,029 | 153,298,984 | 278,404,143 | 149,390,171 |
Diluted | 345,600,029 | 153,298,984 | 278,404,143 | 149,390,171 |
All Other [Member] | ||||
Operating expenses | ||||
Mineral exploration and evaluation expenses | $ 480,754 | $ 674,637 | $ 1,427,774 | $ 1,770,453 |
General and administrative | 355,399 | 590,130 | 1,311,998 | 1,285,513 |
Related Party Transactions [Member] | ||||
Operating expenses | ||||
Mineral exploration and evaluation expenses | 45,000 | 60,000 | 135,000 | 180,360 |
General and administrative | $ 5,202 | $ 46,674 | $ 66,082 | $ 152,281 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (13,852,630) | $ (24,877,141) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 859,576 | 1,068,325 |
Stock based compensation | 16,606 | 228,732 |
Stock based expenses | 0 | 41,588 |
(Gain) on asset dispositions and impairment | 0 | (2,548) |
Loss incurred in connection with conversion of notes payable and accrued interest | 8,437,121 | 0 |
Amortization of prepaid expense | 0 | 235,024 |
Amortization of debt financing fees and debt discount | 816,789 | 194,801 |
Deferred income taxes | 0 | 20,677,458 |
Change loss (gain) in fair value of derivative liabilities | 748,988 | (753,260) |
Loss on interest settled in shares | 0 | 10,666 |
Accounts payable settlement | 0 | (378,136) |
Changes in operating assets and liabilities: | ||
Restricted cash | 0 | (227,345) |
Prepaid expenses | 72,412 | (256,183) |
Accounts payable and accrued liabilities | 699,436 | 982,360 |
Net cash used in operating activities | (2,201,702) | (3,055,659) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Proceeds from property and equipment dispositions | 0 | 457,548 |
Purchase of property and equipment | 0 | (4,786) |
Net cash provided by investing activities | 0 | 452,762 |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from stock issuance | 2,488,800 | 3,270,451 |
Stock issuance costs | 0 | (22,172) |
Cash restricted for debt collateral | 227,345 | 0 |
Net cash provided by financing activities | 2,716,145 | 3,248,279 |
NET CHANGE IN CASH | 514,443 | 645,382 |
CASH AT BEGINNING OF PERIOD | 453,744 | 584,976 |
CASH AT END OF PERIOD | 968,187 | 1,230,358 |
SUPPLEMENTAL INFORMATION | ||
Interest paid, net of capitalized amounts | 0 | 46,011 |
Income taxes paid | 0 | 0 |
Non-cash investing and financing activities: | ||
Common stock issued in satisfaction of accrued interest and convertible notes payable | 14,025,858 | 0 |
Conversion of notes payable and accrued interest | (4,196,073) | 0 |
Accrued Liabilities [Member] | ||
Non-cash investing and financing activities: | ||
Common stock issued in satisfaction of accrued interest | $ 0 | $ 243,880 |
DESCRIPTION OF BUSINESS, HISTOR
DESCRIPTION OF BUSINESS, HISTORY AND SUMMARY OF SIGNIFICANT POLICIES | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
DESCRIPTION OF BUSINESS, HISTORY AND SUMMARY OF SIGNIFICANT POLICIES | NOTE 1 DESCRIPTION OF BUSINESS, HISTORY AND SUMMARY OF SIGNIFICANT POLICIES - Searchlight Minerals Corp. (the “Company”) is an exploration stage company engaged in a slag reprocessing project and the acquisition and exploration of mineral properties. The Company is presently focused on the Clarkdale Slag Project, located in Clarkdale, Arizona, which is a reclamation project to recover precious and base metals from the reprocessing of slag produced from the smelting of copper ore mined at the United Verde Copper Mine in Jerome, Arizona. Since the Company’s involvement in the Clarkdale Slag Project began, the goal has been to demonstrate the economic feasibility of the project by determining a commercially viable method to extract precious and base metals from the slag material. The Company has not yet realized any revenues from its planned operations. Upon the location of commercially minable reserves, the Company plans to prepare for mineral extraction and enter the development stage. - The Company was incorporated on January 12, 1999, pursuant to the laws of the State of Nevada under the name L.C.M. Equity, Inc. From 1999 to 2005, the Company operated primarily as a biotechnology research and development company with its headquarters in Canada and an office in the United Kingdom. On November 2, 2001, the Company entered into an acquisition agreement with Regma Bio Technologies, Ltd. pursuant to which Regma Bio Technologies, Ltd. entered into a reverse merger with the Company with the surviving entity named “Regma Bio Technologies Limited”. On November 26, 2003, the Company changed its name from “Regma Bio Technologies Limited” to “Phage Genomics, Inc.” (“Phage”). In February 2005, the Company announced its reorganization from a biotechnology research and development company to a company focused on the development and acquisition of mineral properties and its Board of Directors approved a change in its name from Phage to "Searchlight Minerals Corp.” effective June 23, 2005. - The accompanying condensed consolidated financial statements were prepared on a going concern basis in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The going concern basis of presentation assumes that the Company will continue in operation for the next twelve months and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business and does not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the Company’s inability to continue as a going concern. The Company’s history of losses, working capital deficit, minimal liquidity and other factors raise substantial doubt about the Company’s ability to continue as a going concern. In order for the Company to continue operations beyond the next twelve months and be able to discharge its liabilities and commitments in the normal course of business it must raise additional equity or debt capital and continue cost cutting measures. There can be no assurance that the Company will be able to achieve sustainable profitable operations or obtain additional funds when needed or that such funds, if available, will be obtainable on terms satisfactory to management. If the Company continues to incur operating losses and does not raise sufficient additional capital, material adverse events may occur including, but not limited to: a reduction in the nature and scope of the Company’s operations; and the Company’s inability to fully implement its current business plan. There can be no assurance that the Company will successfully improve its liquidity position. The accompanying consolidated financial statements do not reflect any adjustments that might be required resulting from the adverse outcome relating to this uncertainty. As of September 30, 2016, the Company had cumulative net losses of $ 96,345,214 13,852,630 2,201,702 1,803,770 To address ongoing liquidity constraints, the Company continues to seek additional sources of capital through the issuance of equity, debt financing or a combination of both. The Company has reduced general and administrative expenses and elected to defer payment of certain obligations. Cash conservation measures include, but are not limited to, the deferred payment where available of outsourced consulting fees, current and future board fees, certain officer salaries, certain monthly professional fees, and the Verde River Iron Company, LLC (“VRIC”) monthly payable. These activities have reduced the required cash outlay of the Company’s business significantly. The Company is focused on continuing to reduce costs and obtaining additional funding. There is no assurance that such funding will be available on terms acceptable to the Company, or at all. If the Company raises additional funds by selling additional shares of capital stock, securities convertible into shares of capital stock or the issuance of convertible debt, the ownership interest of the Company’s existing common stock holders will be diluted. - The accompanying financial statements have been prepared in accordance with U.S. GAAP. The Company’s fiscal year-end is December 31. These condensed consolidated financial statements have been prepared without audit in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). In the opinion of management, all adjustments that are, in the opinion of management necessary for the fair presentation of the Company's Condensed Consolidated Balance Sheets as of September 30, 2016 and December 31, 2015; the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2016 and 2015; and the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2016 and 2015, are included herein. The Company’s balance sheet at December 31, 2015 is derived from the audited financial statements at that date. The results reported in these interim condensed consolidated financial statements are not necessarily indicative of the results that may be reported for the entire year. These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2015, filed with the SEC on April 5, 2016. - The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Clarkdale Minerals, LLC (“CML”) and Clarkdale Metals Corp. (“CMC”). Significant intercompany accounts and transactions have been eliminated. - The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. By their nature, these estimates are subject to measurement uncertainty and the effect on the financial statements of changes in such estimates in future periods could be significant. Significant areas requiring management’s estimates and assumptions include the valuation of stock-based compensation and derivative liabilities, impairment analysis of long-lived assets, and realizability of deferred tax assets. Actual results could differ from those estimates. - The Company capitalizes interest cost related to acquisition, development and construction of property and equipment which is designed as integral parts of the manufacturing process. The capitalized interest is recorded as part of the asset it relates to and will be amortized over the asset’s useful life once production commences. - Costs of acquiring mineral properties are capitalized upon acquisition. Exploration costs and costs to maintain mineral properties are expensed as incurred while the project is in the exploration stage. Once mineral reserves are established, development costs and costs to maintain mineral properties are capitalized as incurred while the property is in the development stage. When a property reaches the production stage, the related capitalized costs will be amortized using the units-of-production method over the proven and probable reserves. - Exploration expenditures incurred prior to entering the development stage are expensed and included in mineral exploration and evaluation expense. - Property and equipment is stated at cost less accumulated depreciation. Depreciation is provided principally on the straight-line method over the estimated useful lives of the assets, which are generally 3 15 - The tests for long-lived assets in the exploration, development or production stage that would have a value beyond proven and probable reserves would be monitored for impairment based on factors such as current market value of the mineral property and results of exploration, future asset utilization, business climate, mineral prices and future undiscounted cash flows expected to result from the use of the related assets. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the estimated future net cash flows expected to be generated by the asset, including evaluating its reserves beyond proven and probable amounts. The Company's policy is to record an impairment loss in the period when it is determined that the carrying amount of the asset may not be recoverable either by impairment or by abandonment of the property. The impairment loss is calculated as the amount by which the carrying amount of the assets exceeds its fair value. Deferred financing fees represent fees paid in connection with obtaining debt financing. These fees are amortized using the effective interest method over the term of the financing. If a conversion of the underlying note occurs, a proportionate share of the unamortized amount is immediately expensed. The Company evaluates the embedded features of convertible notes to determine if they are required to be bifurcated and recorded as a derivative liability. If more than one feature is required to be bifurcated, the features are accounted for as a single compound derivative. The fair value of the compound derivative is recorded as a derivative liability and a debt discount. The carrying value of the convertible notes is recorded on the date of issuance at its original value less the fair value of the compound derivative. The derivative liability is measured at fair value on a recurring basis with changes reported in other income (expense). Fair value is determined using a model which incorporates estimated probabilities and inputs calculated by both the Binomial Lattice model and present values. The debt discount is amortized to non-cash interest expense using the effective interest method over the life of the notes. If a conversion of the underlying note occurs, a proportionate share of the unamortized amount is immediately expensed. - For its exploration stage properties, the Company accrues the estimated costs associated with environmental remediation obligations in the period in which the liability is incurred or becomes determinable. Until such time that a project life is established, the Company records the corresponding cost as an exploration stage expense. The costs of future expenditures for environmental remediation are not discounted to their present value unless subject to a contractually obligated fixed payment schedule. Future reclamation and environmental-related expenditures are difficult to estimate in many circumstances due to the early stage nature of the exploration project, the uncertainties associated with defining the nature and extent of environmental disturbance, the application of laws and regulations by regulatory authorities and changes in reclamation or remediation technology. The Company periodically reviews accrued liabilities for such reclamation and remediation costs as evidence indicating that the liabilities have potentially changed becomes available. Changes in estimates are reflected in the consolidated statement of operations in the period an estimate is revised. The Company is in the exploration stage and is unable to determine the estimated timing of expenditures relating to reclamation accruals. It is reasonably possible that the ultimate cost of reclamation and remediation could change in the future and that changes to these estimates could have a material effect on future operating results as new information becomes known. - The Company’s financial instruments consist principally of derivative liabilities and the VRIC payable. Assets and liabilities measured at fair value are categorized based on whether the inputs are observable in the market and the degree that the inputs are observable. The categorization of financial instruments within the valuation hierarchy is based on the lowest level of input that is significant to the fair value measurement. The hierarchy is prioritized into three levels defined as follows: Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2 Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3 Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). The Company’s financial instruments consist of the VRIC payable, derivative liabilities (described in Notes 5 and 7) and convertible notes (described in Note 6). The VRIC payable and the convertible notes are classified within Level 2 of the fair value hierarchy. The fair value of the VRIC payable approximates carrying value as the imputed interest rate is considered to approximate a market interest rate. The fair value of the convertible notes approximates carrying value as the interest rate is considered to approximate a market interest rate. The Company calculates the fair value of its derivative liabilities using various models which are all Level 3 inputs. The fair value of the derivative warrant liability (described in Note 5) is calculated using the Binomial Lattice model, and the fair value of the derivative liability - convertible notes (described in Note 7) was calculated using a model which incorporated estimated probabilities and inputs calculated by both the Binomial Lattice model and present values. The change in fair value of the derivative liabilities is classified in other income (expense) in the condensed consolidated statement of operations. The Company generally does not use derivative financial instruments to hedge exposures to cash flow, market or foreign currency risks. There have been no changes in the valuation techniques used for the derivative liabilities. The Company does not have any non-financial assets or liabilities that it measures at fair value. During the nine months ended September 30, 2016 and 2015, there were no transfers of assets or liabilities between levels. - Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding. In computing diluted earnings per share, the weighted average number of shares outstanding is adjusted to reflect the effect of potentially dilutive securities. Potentially dilutive shares, such as stock options and warrants, are excluded from the calculation when their inclusion would be anti-dilutive, such as when the exercise price of the instrument exceeds the fair market value of the Company’s common stock and when a net loss is reported. The dilutive effect of convertible debt securities is reflected in the diluted earnings (loss) per share calculation using the if-converted method. Conversion of the debt securities is not assumed for purposes of calculating diluted earnings (loss) per share if the effect is anti-dilutive. 72,034,507 73,162,932 - Stock-based compensation awards are recognized in the consolidated financial statements based on the grant date fair value of the award which is estimated using the Binomial Lattice option pricing model. The Company believes that this model provides the best estimate of fair value due to its ability to incorporate inputs that change over time, such as volatility and interest rates, and to allow for the actual exercise behavior of option holders. The compensation cost is recognized over the requisite service period which is generally equal to the vesting period. Upon exercise, shares issued will be newly issued shares from authorized common stock. The fair value of performance-based stock option grants is determined on their grant date through the use of the Binomial Lattice option pricing model. The total value of the award is recognized over the requisite service period only if management has determined that achievement of the performance condition is probable. The requisite service period is based on management’s estimate of when the performance condition will be met. Changes in the requisite service period or the estimated probability of achievement can materially affect the amount of stock-based compensation recognized in the financial statements. - For interim reporting periods, the Company uses the annualized effective tax rate (“AETR”) method to calculate its income tax provision. Under this method, the AETR is applied to the interim year-to-date pre-tax losses to determine the income tax benefit or expense for the year-to-date period. The income tax benefit or expense for a quarter represents the difference between the year-to-date income tax benefit or expense for the current year-to-date period less such amount for the immediately preceding year-to-date period. Management considers the impact of all known events in its estimation of the Company’s annual operating results and AETR. The Company follows the liability method of accounting for income taxes. This method recognizes certain temporary differences between the financial reporting basis of liabilities and assets and the related income tax basis for such liabilities and assets. This method generates either a net deferred income tax liability or asset as measured by the statutory tax rates in effect. The effect of a change in tax rates is recognized in operations in the period that includes the enactment date. The Company records a valuation allowance against any portion of those deferred income tax assets when it believes, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred income tax asset will not be realized. - From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (the “FASB”) that are adopted by the Company as of the specified effective date. Unless otherwise discussed, management believes that the impact of recently issued standards did not or will not have a material impact on the Company’s consolidated financial statements upon adoption. In March 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-09, “Improvements on Employee Share-Based Payment Accounting”, which simplifies several aspects of the accounting for employee share-based payment transactions for both public and nonpublic entities, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The new standard is effective for annual periods beginning after December 15, 2016 and interim periods within those years. Early adoption is permitted. The standard will be effective for the Company beginning January 1, 2017. The Company is currently evaluating the impact to its condensed consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, “Leases”, which requires lessees to put most leases on their balance sheets but recognize the expenses on their income statements in a manner similar to current practice. ASU 2016-02 states that a lessee would recognize a lease liability for the obligation to make lease payments and a right-to-use asset for the right to use the underlying asset for the lease term. The new standard is effective for annual periods beginning after December 15, 2018 and interim periods within those years. Early adoption is permitted. The standard will be effective for the Company beginning January 1, 2019. The Company is currently evaluating the impact to its condensed consolidated financial statements. In November 2015, the FASB issued ASU 2015-17, “Balance Sheet Classification of Deferred Taxes”, which simplifies income tax accounting. The update requires that all deferred tax assets and liabilities be classified as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts. This update is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years, and early adoption is permitted. Adoption of the new guidance is not expected to have an impact on the condensed consolidated financial position, results of operations or cash flows. In April 2015, the FASB issued ASU 2015-03, “Interest Imputation of Interest (Subtopic 835-30) Simplifying the Presentation of Debt Issuance Costs”, which simplifies the presentation of debt issuance costs by requiring debt issuance costs to be presented as a deduction from the corresponding debt liability. The update is effective in fiscal years, including interim periods, beginning after December 15, 2015, and early adoption was permitted. We adopted the provisions of ASU 2015-03 on a retrospective basis for our annual period ended December 31, 2015. The retrospective adoption of this standard resulted in the reclassification of approximately $0.1 million of current assets as a direct reduction against the balance of our current debt in the accompanying condensed consolidated balance sheet at December 31, 2015, but had no effect on our condensed consolidated net loss or stockholders’ equity. In August 2014, the FASB issued ASU 2014-15, “Disclosure of Uncertainties about and Entity’s Ability to Continue as a Going Concern”. This update requires management of public and private companies to evaluate whether there is substantial doubt about the entity’s ability to continue as a going concern and, if so, disclose that fact. Management will also be required to evaluate and disclose whether its plans alleviate that doubt. The new standard is effective for annual periods ending after December 15, 2016, and interim periods within annual periods beginning after December 15, 2016. The Company is currently evaluating the impact to its condensed consolidated financial statements. |
RESTRICTED CASH
RESTRICTED CASH | 9 Months Ended |
Sep. 30, 2016 | |
Receivables [Abstract] | |
RESTRICTED CASH | NOTE 2 RESTRICTED CASH At September 30, 2016 and December 31, 2015, restricted cash amounted to $0 and $ 227,345 227,345 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended |
Sep. 30, 2016 | |
PROPERTY AND EQUIPMENT [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 3 PROPERTY AND EQUIPMENT September 30, 2016 December 31, 2015 Accumulated Accumulated Cost Depreciation Net Book Value Cost Depreciation Net Book Value Furniture and fixtures $ 38,255 $ (38,172) $ 83 $ 38,255 $ (37,963) $ 292 Lab equipment 249,061 (249,061) - 249,061 (249,061) - Computers and equipment 71,407 (65,924) 5,483 71,407 (61,644) 9,763 Vehicles 47,675 (46,683) 992 47,675 (46,158) 1,517 Slag conveyance equipment 300,916 (300,916) - 300,916 (300,916) - Demo module building 6,630,063 (5,024,122) 1,605,941 6,630,063 (4,526,867) 2,103,196 Grinding circuit 913,679 (29,167) 884,512 913,679 (21,667) 892,012 Extraction circuit 938,352 (603,420) 334,932 938,352 (462,668) 475,684 Leaching and filtration 1,300,618 (1,300,618) - 1,300,618 (1,300,618) - Fero-silicate storage 4,326 (2,488) 1,838 4,326 (2,163) 2,163 Electrowinning building 1,492,853 (858,390) 634,463 1,492,853 (746,426) 746,427 Site improvements 1,677,844 (809,120) 868,724 1,677,844 (715,775) 962,069 Site equipment 360,454 (357,059) 3,395 360,454 (353,638) 6,816 Construction in progress 1,102,014 - 1,102,014 1,102,014 - 1,102,014 $ 15,127,517 $ (9,685,140) $ 5,442,377 $ 15,127,517 $ (8,825,564) $ 6,301,953 Depreciation expense was $ 286,353 352,988 859,576 1,068,325 |
ACCOUNTS PAYABLE AND ACCRUED LI
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | 9 Months Ended |
Sep. 30, 2016 | |
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | NOTE 4 ACCOUNTS PAYABLE AND ACCRUED LIABILITIES September 30, 2016 December 31, 2015 Trade accounts payable $ 586,365 $ 589,657 Accrued compensation and related taxes 908,171 435,469 Accrued interest 61,533 126,057 $ 1,556,069 $ 1,151,183 Amounts due to related parties are discussed in Note 13. |
DERIVATIVE WARRANT LIABILITY
DERIVATIVE WARRANT LIABILITY | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE WARRANT LIABILITY | NOTE 5 DERIVATIVE WARRANT LIABILITY Related to a private placement completed on November 12, 2009, the Company issued 6,341,263 November 12, 2012 1.85 The Company determined that the warrants were not afforded equity classification because the warrants are not considered to be indexed to the Company’s own stock due to the anti-dilution provisions. In addition, the Company determined that the anti-dilution provisions shield the warrant holders from the dilutive effects of subsequent security issuances and therefore the economic characteristics and risks of the warrants are not clearly and closely related to the Company’s common stock. Accordingly, the warrants are treated as a derivative liability and are carried at fair value. On various dates commencing in November 2012, the latest being March 18, 2016, the Company’s Board of Directors unilaterally determined, without any negotiations with the warrant holders, to amend these private placement warrants. The expiration date of the warrants was extended for approximately one year at each extension. The current expiration date is November 30, 2017 September 30, 2016 Risk-free interest rate 0.64% - 0.87% Expected volatility 122.95% - 176.27% Expected life (years) 1.75 As of September 30, 2016, the cumulative adjustment to the warrants was as follows: (i) the exercise price was adjusted from $ 1.85 0.59 0.58 10,859,777 6,392,803 4,466,974 4,252,883 0.59 20,006,807 9,147,029 The total warrants accounted for as a derivative liability were not material as of September 30, 2016 and were valued at $ 53,141 September 30, 2016 December 31, 2015 Beginning balance $ (53,141) $ - Adjustment to warrants (104,075) - Change in fair value 157,216 (53,141) Ending balance $ - $ (53,141) September 30, December 31, 2016 2015 Expected volatility 122.95% - 176.27% 30.46% - 141.15% Risk-free interest rate 0.45% - 0.84% 0.00% - 0.65% Expected life (years) 0.75 - 1.75 0.10 - 0.90 Suboptimal exercise factor 2.0 2.5 The expected volatility is based on the historical volatility levels on the Company’s common stock. The risk-free interest rate is based on the implied yield available on US Treasury zero-coupon issues over equivalent lives of the options. The expected life is impacted by all of the underlying assumptions and calibration of the Company’s model. Significant increases or decreases in inputs would result in a significantly lower or higher fair value measurement. |
CONVERTIBLE NOTES
CONVERTIBLE NOTES | 9 Months Ended |
Sep. 30, 2016 | |
Convertible Debt [Abstract] | |
CONVERTIBLE NOTES | NOTE 6 CONVERTIBLE NOTES On September 18, 2013, the Company completed a private placement of secured convertible notes (the “Notes”) resulting in gross proceeds of $ 4,000,000 0.40 7 9 The Company was not able to incur additional secured indebtedness or other indebtedness with a maturity prior to that of the Notes without the written consent of the holders of the majority-in-interest of the Notes. In the event of a change of control of the Company, the Notes would have become due and payable at 120 600,000 69,000 At December 31, 2015, the Notes were convertible into 10,433,333 0.39 During the nine months ended September 30, 2016, Luxor, on behalf of itself and certain of its affiliates (collectively, the “Luxor Group”), demanded repayment from the Company, of all of the outstanding principal and interest owing on the Luxor Group’s Secured Convertible Promissory Notes, each dated September 18, 2013 (the “Luxor Notes”). Lacking sufficient funds to make such repayments, on March 18, 2016 the Company agreed, pursuant to an Amendment to Secured Convertible Promissory Note, dated September 18, 2013, to allow the Luxor Group to convert all of the outstanding principal amount and accrued but unpaid interest owing on the Luxor Notes into shares of the Company’s common stock, at a rate of $ 0.035 2,600,000 91,000 76,885,714 12,128,708 16, as of September 30, 2016 this agreement was not renewed. 6,998,571 On March 18, 2016, Martin Oring, one of our directors and our Chief Executive Officer, and members of his family, pursuant to Amendments to Convertible Promissory Notes, dated March 18, 2016, provided us with Conversion Notices whereby they elected to convert all of the principal and accrued but unpaid interest owing on their Secured Convertible Promissory Notes (“Oring Notes”), each dated September 18, 2013, into shares of the Company’s common stock at a rate of $ 0.035 414,000 14,491 12,242,600 1,114,391 On March 17, 2016, the Board of Directors of the Company approved an offer to the remaining nine holders of the Secured Convertible Promissory Notes. The offer, effective March 18, 2016, included the conversion of principal and interest outstanding as of March 18, 2016 at a rate of $ 0.035 1,055,000 21,583 31,037,855 324,159 As a result of the aforementioned conversions, as of September 30, 2016, all the Secured Convertible Promissory Notes and associated accrued interest have been converted and cancelled. At issuance, the fair value of the compound derivative was $ 1,261,285 126,446 September 30, December 31, 2016 2015 Convertible notes at face value $ 4,069,000 $ 4,069,000 Conversion of notes at face value (4,069,000) - Unamortized discount and deferred financing fees - (816,788) Convertible notes, net of discount $ - $ 3,252,212 Three months ended Nine months ended September September September 30, 2016 September 30, 2015 30, 2016 30, 2015 Interest rate at 7% $ - $ 71,217 $ 63,702 $ 213,612 Amortization of debt discount - 59,942 744,058 176,473 Amortization of deferred financing fees - 6,225 72,729 18,327 Total interest expense on convertible notes $ - $ 137,384 $ 880,489 $ 408,412 Included in amortization of debt discount for the nine months ended September 30, 2016 is expense of $ 738,748 4,069,000 114 880,603 139,820 413,475 |
DERIVATIVE LIABILITY - CONVERTI
DERIVATIVE LIABILITY - CONVERTIBLE NOTES | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Liability And Convertible Debt [Abstract] | |
DERIVATIVE LIABILITY - CONVERTIBLE NOTES | NOTE 7 DERIVATIVE LIABILITY CONVERTIBLE NOTES As further discussed in Note 6, the Company had issued $ 4,069,000 0.39 The Notes had several embedded conversion and redemption features. The Company determined that two of the features were required to be bifurcated and accounted for under derivative accounting as follows: 1. The embedded conversion feature included a provision for the adjustment to the conversion price if the Company issued common stock or common stock equivalents at a price less than the exercise price. Derivative accounting was required for this feature due to this anti-dilution provision. 2. One embedded redemption feature required the Company to pay 120 These two embedded features had been accounted for together as a single compound derivative. The Company estimated the fair value of the compound derivative using a model with estimated probabilities and inputs calculated by the Binomial Lattice model and present values. The assumptions included in the calculations were highly subjective and subject to interpretation. September 30, December 31, 2016 2015 Expected volatility 20.57% 222.29% 101.46 139.57% Risk-free interest rate 0.29% 1.04% 0.92 - 1.31% Expected life (years) 1.0 2.51 2.0 2.75 Suboptimal exercise factor 1.0 2.0 2.5 The expected volatility was based on the historical volatility levels on the Company’s common stock. The risk-free interest rate was based on the implied yield available on US Treasury zero-coupon issues over equivalent lives of the options. The expected life was impacted by all of the underlying assumptions and calibration of the Company’s model. Significant increases or decreases in inputs would result in a significantly lower or higher fair value measurement. September 30, December 31, 2016 2015 Beginning balance $ 590,536 $ 1,218,619 Conversion of convertible debt (1,694,693) - Change in fair value 1,104,157 (628,083) Ending balance $ - $ 590,536 |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 9 Months Ended |
Sep. 30, 2016 | |
STOCKHOLDERS' EQUITY [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 8 STOCKHOLDERS’ EQUITY During the nine months ended September 30, 2016, the Company’s stockholders’ equity activity consisted of the following: a) On March 18, 2016, the Company issued 76,885,714 0.035 2,600,000 91,000 6,998,571 b) On March 18, 2016, the Company issued 12,242,600 0.035 414,000 14,491 1,114,391 c) On March 18, 2016, the Company completed a private placement offering with the Luxor Group for proceeds of $ 1,500,000 42,857,143 0.035 12,128,708 d) On March 17, 2016, the Board of Directors has also authorized, subject to stockholder approval, which has yet to occur certain amendments to our Articles of Incorporation and Amended and Restated Bylaws that, would increase the number of authorized shares of our capital stock. e) On March 31, 2016, the Company issued 18,750 0.08 f) On April 27, 2016, the Company issued 31,037,855 0.035 1,055,000 21,583 324,159 g) On May 23, 2016, the Company completed a private placement offering with various qualified investors for proceeds of $ 988,800 28,251,430 0.035 During the nine months ended September 30, 2015, the Company’s stockholders’ equity activity consisted of the following: a) On September 18, 2015, the Company issued 327,900 114,765 0.35 0.50 10,666 b) On July 30, 2015, the Company completed a private placement offering for gross proceeds of $ 775,400 2,215,429 0.35 0.50 9,468 c) On May 21, 2015, the Company completed a private placement offering for gross proceeds of $ 995,050 2,843,000 0.35 0.50 d) On March 25, 2015, the Company completed a private placement offering for gross proceeds of $ 1,500,000 4,250,000 0.3529 0.50 e) On March 18, 2015, the Company issued 516,460 0.25 129,115 Shares Underlying Outstanding Warrants Exercise Price Expiration Date 3,410,526 $ 0.58 November 2017 5,736,501 0.59 November 2017 7,042,387 1.85 November 2017 3,000,000 0.375 June 2017 316,752 0.30 September 2019 2,197,496 0.30 October 2019 1,000,000 0.30 November 2019 1,498,750 0.30 December 2019 3,981,000 0.50 December 2019 4,250,000 0.50 March 2020 2,843,000 0.50 May 2020 2,215,429 0.50 July 2020 327,900 0.50 September 2020 27,067 0.58 November 2017 44,816 0.59 November 2017 2,750,045 0.58 November 2017 4,641,296 0.59 November 2017 687,511 0.58 November 2017 1,139,968 0.59 November 2017 592,682 0.58 November 2017 976,393 0.59 November 2017 48,679,519 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK-BASED COMPENSATION | NOTE 9 STOCK-BASED COMPENSATION Stock-based compensation includes grants of stock options and purchase warrants to eligible directors, employees and consultants as determined by the board of directors. Stock option plans - The Company has adopted several stock option plans, all of which have been approved by the Company’s stockholders that authorize the granting of stock option awards subject to certain conditions. At September 30, 2016, the Company had 5,263,576 At September 30, 2016, the Company had the following stock option plans available: ⋅ 2009 Incentive Plan 7,250,000 500,000 110 3,437,500 0.68 3,078,598 3,812,500 ⋅ 2009 Directors Plan 2,750,000 100 250,000 2,346,877 0.65 2,168,646 403,123 ⋅ 2007 Plan 4,000,000 85 2,952,047 0.61 2,697,027 1,047,953 As of September 30, 2016, the Company had granted 15,610,714 0.48 15,410,714 Amendment to Certain Outstanding Stock Options On March 17, 2016, the Company’s Board of Directors unilaterally determined to amend: 570,000 188,469 470,280 200,000 0.98 Non-Employee Directors Equity Compensation Policy Non-employee directors have a choice between receiving $ 9,000 18,000 Stock warrants Upon approval of the Board of Directors, the Company may grant stock warrants to consultants for services performed. Valuation of awards At September 30, 2016, the Company had options outstanding that vest on two different types of vesting schedules, service-based and performance-based. September 30, September 30, 2016 2015 Risk-free interest rate 1.01% - 1.21% 0.24% - 1.75% Dividend yield - - Expected volatility 252.08% - 257.96% 91.23% - 110.32% Suboptimal exercise factor 2.00 2.00 Expected life (years) 4.5 5.0 0.30 4.75 The expected volatility is based on the historical volatility levels on the Company’s common stock. The risk-free interest rate is based on the implied yield available on US Treasury zero-coupon issues over equivalent lives of the options. The expected life of awards represents the weighted-average period the stock options or warrants are expected to remain outstanding and is a derived output of the Binomial Lattice model. The expected life is impacted by all of the underlying assumptions and calibration of the Company’s model. Stock-based compensation activity a) On March 31, 2016, the Company granted stock options under the 2009 Directors Plan for the purchase of 36,000 0.08 b) On March 17, 2016, the Company’s Board of Directors unilaterally determined, without any negotiations with the warrant holders, to amend the expiration dates of certain outstanding warrants to purchase up to an aggregate of 16,189,414 c) On June 30, 2016, the Company granted stock options under the 2009 Directors Plan for the purchase of 36,000 0.08 d) On September 30, 2016, the Company granted stock options under the 2009 Directors Plan for the purchase of 36,000 0.08 Expenses related to the vesting, modifying and granting of stock-based compensation awards were $ 16,607 228,732 Weighted Number of Weighted Average Grant Average Remaining Contractual Life Shares Date Fair Value Weighted Average Exercise Price (Years) Aggregate Intrinsic Value Outstanding, December 31, 2015 23,936,162 $ 0.21 $ 0.53 3.88 $ - Exercisable, December 31, 2015 23,636,162 $ 0.20 $ 0.52 3.89 $ - Options/warrants granted 108,000 0.11 0.08 4.75 $ 3,240 Options/warrants expired (689,177) 0.49 0.82 - Options/warrants exercised - - - - Outstanding, September 30, 2016 23,354,985 $ 0.20 $ 0.52 3.23 $ 3,240 Exercisable, September 30, 2016 23,104,985 $ 0.19 $ 0.51 3.24 $ 3,240 Aggregate intrinsic value represents the value of the Company’s closing stock price on the last trading day of the quarter ended September 30, 2016, in excess of the weighted-average exercise price multiplied by the number of options outstanding or exercisable. Unvested awards - Weighted Average Number of Grant Date Shares Subject to Vesting Fair Value Unvested, December 31, 2015 300,000 $ 0.99 Options/warrants granted - - Options/warrants vested 50,000 $ 0.87 Unvested, September 30, 2016 250,000 $ 1.19 A total of 50,000 250,000 0.25 |
STOCKHOLDER RIGHTS AGREEMENT
STOCKHOLDER RIGHTS AGREEMENT | 9 Months Ended |
Sep. 30, 2016 | |
STOCKHOLDERS' EQUITY [Abstract] | |
STOCKHOLDER RIGHTS AGREEMENT | NOTE 10 STOCKHOLDER RIGHTS AGREEMENT The Company adopted a Stockholder Rights Agreement (the “Rights Agreement”) in August 2009 to protect stockholders from attempts to acquire control of the Company in a manner in which the Company’s Board of Directors determines is not in the best interest of the Company or its stockholders. Under the Rights Agreement, each currently outstanding share of the Company’s common stock includes, and each newly issued share will include, a common share purchase right. The rights are attached to and trade with the shares of common stock and generally are not exercisable. The rights will become exercisable if a person or group acquires, or announces an intention to acquire, 15 15 26 49.83 44.27 |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 11 INCOME TAXES The Company is a Nevada corporation and is subject to federal and Arizona income taxes. Nevada does not impose a corporate income tax. The Company recognized no income tax expense for the period ended September 30, 2016 as compared to September 30, 2015. The Company has recorded a full valuation allowance for any income tax benefits recognized in the current period. The effective tax rate for the period ended September 30, 2016 was 0 38 The Company and its subsidiaries file income tax returns in the United States. These tax returns are subject to examination by taxation authorities provided the years remain open under the relevant statutes of limitations, which may result in the payment of income taxes and/or decreases in its net operating losses available for carryforward. The Company has losses from inception to date, and thus all years remain open for examination. While the Company believes that its tax filings do not include uncertain tax positions, the results of potential examinations or the effect of changes in tax law cannot be ascertained at this time. The Company does not have any tax returns currently under examination by the Internal Revenue Service. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 12 COMMITMENTS AND CONTINGENCIES Severance agreements The Company has a severance agreement with an executive officer that provides for various payments if the officer’s employment agreement is terminated by the Company, other than for cause. At September 30, 2016, the total potential liability for the severance agreement was $ 80,000 Clarkdale Slag Project royalty agreement - NMC - Under the original JV Agreement, the Company agreed to pay NMC a 5 50 50 2.5 Purchase consideration Clarkdale Slag Project a) The Company has agreed to pay VRIC $ 6,400,000 b) The Company has agreed to pay VRIC a minimum annual royalty of $ 500,000 2.5 500,000 500,000 c) The Company has agreed to pay VRIC an additional amount of $ 3,500,000 The Advance Royalty shall continue for a period of ten years from the Agreement Date or until such time that the Project Royalty shall exceed $ 500,000 On July 25, 2011, the Company and NMC entered into an amendment (the “Third Amendment”) to the assignment agreement between the parties dated June 1, 2005. Pursuant to the Third Amendment, the Company agreed to pay Advance Royalties to NMC of $ 15,000 1,320,000 660,000 Total Advance Royalty fees were $ 45,000 135,000 Development agreement - In January 2009, the Company submitted a development agreement to the Town of Clarkdale for development of an Industrial Collector Road (the “Road”). The purpose of the Road is to provide the Company the capability to transport supplies, equipment and products to and from the Clarkdale Slag Project site efficiently and to meet stipulations of the Conditional Use Permit for the full production facility at the Clarkdale Slag Project. The timing of the development of the Road is to be within two years of the effective date of the agreement. The effective date shall be the later of (i) 30 days from the approving resolution of the agreement by the Town Council, (ii) the date on which the Town of Clarkdale obtains a connection dedication from separate property owners who have land that will be utilized in construction of the Road, or (iii) the date on which the Town of Clarkdale receives the proper effluent permit. The contingencies outlined in (ii) and (iii) above are beyond control of the Company. The Company estimates the initial cost of construction of the Road to be approximately $ 3,500,000 1,200,000 Registration Rights Agreement - In connection with the June 7, 2012 private placement, the Company entered into a Registration Rights Agreement (“RRA”) with the purchasers. Pursuant to the RRA, the Company agreed to certain demand registration rights. These rights include the requirement that the Company file certain registration statements within a specified time period and to have these registration statements declared effective within a specified time period. The Company also agreed to file and keep continuously effective such additional registration statements until all of the shares of common stock registered thereunder have been sold or may be sold without volume restrictions. If the Company is not able to comply with these registration requirements, the Company will be required to pay cash penalties equal to 1.0 3.0 121,500 Litigation |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 13 RELATED PARTY TRANSACTIONS NMC - The Company utilizes the services of NMC to provide technical assistance and financing related activities. In addition, NMC provides the Company with use of its laboratory, instrumentation, milling equipment and research facilities. One of the Company’s executive officers, Mr. Ager, is affiliated with NMC. In 2011, the Company and NMC agreed to an advance royalty of $ 15,000 The Company has an existing obligation to pay NMC a royalty consisting of 2.5 Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2016 2015 2016 2015 Reimbursement of expenses $ - $ - $ - $ 360 Consulting services provided - 15,000 - 45,000 Advance royalty payments 45,000 45,000 135,000 135,000 Mineral and exploration expense related party $ 45,000 $ 60,000 $ 135,000 $ 180,360 The Company had outstanding balances due to NMC of $ 323,725 188,725 Cupit, Milligan, Ogden & Williams, CPAs The Company utilized CMOW to provide accounting support services through April 11, 2016. CMOW is an affiliate of the Company’s former CFO, Mr. Williams. Fees for services provided by CMOW do not include any charges that had been incurred for Mr. Williams’ time. Mr. Williams was compensated for his time under his employment agreement. Three Months Ended Nine Months Ended September September September September 30, 2016 30, 2015 30, 2016 30, 2015 Accounting support services $ - $ 41,606 $ 50,474 $ 137,211 Direct benefit to CFO $ - $ 12,066 $ 17,161 $ 39,791 The Company had an outstanding balance due to CMOW of $ 208,931 158,457 Financial Consulting Services Beginning in October of 2014, the Company utilized five individuals to provide financial consulting services. During the third quarter of 2015, the Company entered into consulting agreements with three of these individuals, all of the consultants provided similar services. One of these individuals is the son of the Company’s CEO. In consideration for his services, the Company issued to him 2,063,143 0.50 258,553 Ireland Inc. The Company leases corporate office space on month-to-month terms from Ireland Inc. (“Ireland”). NMC is a shareholder in both the Company and Ireland. Additionally, one of the Company’s late directors was the former CFO, Treasurer and a director of Ireland and the Company’s CEO provides consulting services to Ireland. Total rent expense incurred to Ireland was $ 5,202 15,606 5,068 15,070 1,734 Luxor As of September 30, 2016 Luxor owned an aggregate of 142,665,754 18,525,032 18,525,032 As of September 30, 2016, no amounts were payable to Luxor. During the nine months ended September 30, 2016 the Company recognized a loss on conversion of $ 6,998,571 2,691,000 76,885,714 During the nine months ended September 30, 2016 The Luxor Group purchased from the Company 42,857,143 0.035 1,500,000 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 14 SUBSEQUENT EVENTS The Company has evaluated events through November 14, 2016, and has determined there are no material subsequent events. |
DESCRIPTION OF BUSINESS, HIST20
DESCRIPTION OF BUSINESS, HISTORY AND SUMMARY OF SIGNIFICANT POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Description of business | Description of business - Searchlight Minerals Corp. (the “Company”) is an exploration stage company engaged in a slag reprocessing project and the acquisition and exploration of mineral properties. The Company is presently focused on the Clarkdale Slag Project, located in Clarkdale, Arizona, which is a reclamation project to recover precious and base metals from the reprocessing of slag produced from the smelting of copper ore mined at the United Verde Copper Mine in Jerome, Arizona. Since the Company’s involvement in the Clarkdale Slag Project began, the goal has been to demonstrate the economic feasibility of the project by determining a commercially viable method to extract precious and base metals from the slag material. The Company has not yet realized any revenues from its planned operations. Upon the location of commercially minable reserves, the Company plans to prepare for mineral extraction and enter the development stage. |
History | History - The Company was incorporated on January 12, 1999, pursuant to the laws of the State of Nevada under the name L.C.M. Equity, Inc. From 1999 to 2005, the Company operated primarily as a biotechnology research and development company with its headquarters in Canada and an office in the United Kingdom. On November 2, 2001, the Company entered into an acquisition agreement with Regma Bio Technologies, Ltd. pursuant to which Regma Bio Technologies, Ltd. entered into a reverse merger with the Company with the surviving entity named “Regma Bio Technologies Limited”. On November 26, 2003, the Company changed its name from “Regma Bio Technologies Limited” to “Phage Genomics, Inc.” (“Phage”). In February 2005, the Company announced its reorganization from a biotechnology research and development company to a company focused on the development and acquisition of mineral properties and its Board of Directors approved a change in its name from Phage to "Searchlight Minerals Corp.” effective June 23, 2005. |
Going concern | Going concern - The accompanying condensed consolidated financial statements were prepared on a going concern basis in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The going concern basis of presentation assumes that the Company will continue in operation for the next twelve months and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business and does not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the Company’s inability to continue as a going concern. The Company’s history of losses, working capital deficit, minimal liquidity and other factors raise substantial doubt about the Company’s ability to continue as a going concern. In order for the Company to continue operations beyond the next twelve months and be able to discharge its liabilities and commitments in the normal course of business it must raise additional equity or debt capital and continue cost cutting measures. There can be no assurance that the Company will be able to achieve sustainable profitable operations or obtain additional funds when needed or that such funds, if available, will be obtainable on terms satisfactory to management. If the Company continues to incur operating losses and does not raise sufficient additional capital, material adverse events may occur including, but not limited to: a reduction in the nature and scope of the Company’s operations; and the Company’s inability to fully implement its current business plan. There can be no assurance that the Company will successfully improve its liquidity position. The accompanying consolidated financial statements do not reflect any adjustments that might be required resulting from the adverse outcome relating to this uncertainty. As of September 30, 2016, the Company had cumulative net losses of $ 96,345,214 13,852,630 2,201,702 1,803,770 To address ongoing liquidity constraints, the Company continues to seek additional sources of capital through the issuance of equity, debt financing or a combination of both. The Company has reduced general and administrative expenses and elected to defer payment of certain obligations. Cash conservation measures include, but are not limited to, the deferred payment where available of outsourced consulting fees, current and future board fees, certain officer salaries, certain monthly professional fees, and the Verde River Iron Company, LLC (“VRIC”) monthly payable. These activities have reduced the required cash outlay of the Company’s business significantly. The Company is focused on continuing to reduce costs and obtaining additional funding. There is no assurance that such funding will be available on terms acceptable to the Company, or at all. If the Company raises additional funds by selling additional shares of capital stock, securities convertible into shares of capital stock or the issuance of convertible debt, the ownership interest of the Company’s existing common stock holders will be diluted. |
Basis of presentation | Basis of presentation - The accompanying financial statements have been prepared in accordance with U.S. GAAP. The Company’s fiscal year-end is December 31. These condensed consolidated financial statements have been prepared without audit in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). In the opinion of management, all adjustments that are, in the opinion of management necessary for the fair presentation of the Company's Condensed Consolidated Balance Sheets as of September 30, 2016 and December 31, 2015; the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2016 and 2015; and the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2016 and 2015, are included herein. The Company’s balance sheet at December 31, 2015 is derived from the audited financial statements at that date. The results reported in these interim condensed consolidated financial statements are not necessarily indicative of the results that may be reported for the entire year. These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2015, filed with the SEC on April 5, 2016. |
Principles of consolidation | Principles of consolidation - The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Clarkdale Minerals, LLC (“CML”) and Clarkdale Metals Corp. (“CMC”). Significant intercompany accounts and transactions have been eliminated. |
Use of estimates | Use of estimates - The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. By their nature, these estimates are subject to measurement uncertainty and the effect on the financial statements of changes in such estimates in future periods could be significant. Significant areas requiring management’s estimates and assumptions include the valuation of stock-based compensation and derivative liabilities, impairment analysis of long-lived assets, and realizability of deferred tax assets. Actual results could differ from those estimates. |
Capitalized interest cost | Capitalized interest cost - The Company capitalizes interest cost related to acquisition, development and construction of property and equipment which is designed as integral parts of the manufacturing process. The capitalized interest is recorded as part of the asset it relates to and will be amortized over the asset’s useful life once production commences. |
Mineral properties | Mineral properties - Costs of acquiring mineral properties are capitalized upon acquisition. Exploration costs and costs to maintain mineral properties are expensed as incurred while the project is in the exploration stage. Once mineral reserves are established, development costs and costs to maintain mineral properties are capitalized as incurred while the property is in the development stage. When a property reaches the production stage, the related capitalized costs will be amortized using the units-of-production method over the proven and probable reserves. |
Mineral exploration and development costs | Mineral exploration and development costs - Exploration expenditures incurred prior to entering the development stage are expensed and included in mineral exploration and evaluation expense. |
Property and equipment | Property and equipment - Property and equipment is stated at cost less accumulated depreciation. Depreciation is provided principally on the straight-line method over the estimated useful lives of the assets, which are generally 3 15 |
Impairment of long-lived assets | Impairment of long-lived assets - The tests for long-lived assets in the exploration, development or production stage that would have a value beyond proven and probable reserves would be monitored for impairment based on factors such as current market value of the mineral property and results of exploration, future asset utilization, business climate, mineral prices and future undiscounted cash flows expected to result from the use of the related assets. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the estimated future net cash flows expected to be generated by the asset, including evaluating its reserves beyond proven and probable amounts. The Company's policy is to record an impairment loss in the period when it is determined that the carrying amount of the asset may not be recoverable either by impairment or by abandonment of the property. The impairment loss is calculated as the amount by which the carrying amount of the assets exceeds its fair value. |
Deferred financing fees | Deferred financing fees Deferred financing fees represent fees paid in connection with obtaining debt financing. These fees are amortized using the effective interest method over the term of the financing. If a conversion of the underlying note occurs, a proportionate share of the unamortized amount is immediately expensed. |
Convertible notes - derivative liabilities | Convertible notes derivative liabilities The Company evaluates the embedded features of convertible notes to determine if they are required to be bifurcated and recorded as a derivative liability. If more than one feature is required to be bifurcated, the features are accounted for as a single compound derivative. The fair value of the compound derivative is recorded as a derivative liability and a debt discount. The carrying value of the convertible notes is recorded on the date of issuance at its original value less the fair value of the compound derivative. The derivative liability is measured at fair value on a recurring basis with changes reported in other income (expense). Fair value is determined using a model which incorporates estimated probabilities and inputs calculated by both the Binomial Lattice model and present values. The debt discount is amortized to non-cash interest expense using the effective interest method over the life of the notes. If a conversion of the underlying note occurs, a proportionate share of the unamortized amount is immediately expensed. |
Reclamation and remediation costs | Reclamation and remediation costs - For its exploration stage properties, the Company accrues the estimated costs associated with environmental remediation obligations in the period in which the liability is incurred or becomes determinable. Until such time that a project life is established, the Company records the corresponding cost as an exploration stage expense. The costs of future expenditures for environmental remediation are not discounted to their present value unless subject to a contractually obligated fixed payment schedule. Future reclamation and environmental-related expenditures are difficult to estimate in many circumstances due to the early stage nature of the exploration project, the uncertainties associated with defining the nature and extent of environmental disturbance, the application of laws and regulations by regulatory authorities and changes in reclamation or remediation technology. The Company periodically reviews accrued liabilities for such reclamation and remediation costs as evidence indicating that the liabilities have potentially changed becomes available. Changes in estimates are reflected in the consolidated statement of operations in the period an estimate is revised. The Company is in the exploration stage and is unable to determine the estimated timing of expenditures relating to reclamation accruals. It is reasonably possible that the ultimate cost of reclamation and remediation could change in the future and that changes to these estimates could have a material effect on future operating results as new information becomes known. |
Fair value of financial instruments | Fair value of financial instruments - The Company’s financial instruments consist principally of derivative liabilities and the VRIC payable. Assets and liabilities measured at fair value are categorized based on whether the inputs are observable in the market and the degree that the inputs are observable. The categorization of financial instruments within the valuation hierarchy is based on the lowest level of input that is significant to the fair value measurement. The hierarchy is prioritized into three levels defined as follows: Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2 Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3 Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). The Company’s financial instruments consist of the VRIC payable, derivative liabilities (described in Notes 5 and 7) and convertible notes (described in Note 6). The VRIC payable and the convertible notes are classified within Level 2 of the fair value hierarchy. The fair value of the VRIC payable approximates carrying value as the imputed interest rate is considered to approximate a market interest rate. The fair value of the convertible notes approximates carrying value as the interest rate is considered to approximate a market interest rate. The Company calculates the fair value of its derivative liabilities using various models which are all Level 3 inputs. The fair value of the derivative warrant liability (described in Note 5) is calculated using the Binomial Lattice model, and the fair value of the derivative liability - convertible notes (described in Note 7) was calculated using a model which incorporated estimated probabilities and inputs calculated by both the Binomial Lattice model and present values. The change in fair value of the derivative liabilities is classified in other income (expense) in the condensed consolidated statement of operations. The Company generally does not use derivative financial instruments to hedge exposures to cash flow, market or foreign currency risks. There have been no changes in the valuation techniques used for the derivative liabilities. The Company does not have any non-financial assets or liabilities that it measures at fair value. During the nine months ended September 30, 2016 and 2015, there were no transfers of assets or liabilities between levels. |
Per share amounts | Per share amounts - Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding. In computing diluted earnings per share, the weighted average number of shares outstanding is adjusted to reflect the effect of potentially dilutive securities. Potentially dilutive shares, such as stock options and warrants, are excluded from the calculation when their inclusion would be anti-dilutive, such as when the exercise price of the instrument exceeds the fair market value of the Company’s common stock and when a net loss is reported. The dilutive effect of convertible debt securities is reflected in the diluted earnings (loss) per share calculation using the if-converted method. Conversion of the debt securities is not assumed for purposes of calculating diluted earnings (loss) per share if the effect is anti-dilutive. 72,034,507 73,162,932 |
Stock-based compensation | Stock-based compensation - Stock-based compensation awards are recognized in the consolidated financial statements based on the grant date fair value of the award which is estimated using the Binomial Lattice option pricing model. The Company believes that this model provides the best estimate of fair value due to its ability to incorporate inputs that change over time, such as volatility and interest rates, and to allow for the actual exercise behavior of option holders. The compensation cost is recognized over the requisite service period which is generally equal to the vesting period. Upon exercise, shares issued will be newly issued shares from authorized common stock. The fair value of performance-based stock option grants is determined on their grant date through the use of the Binomial Lattice option pricing model. The total value of the award is recognized over the requisite service period only if management has determined that achievement of the performance condition is probable. The requisite service period is based on management’s estimate of when the performance condition will be met. Changes in the requisite service period or the estimated probability of achievement can materially affect the amount of stock-based compensation recognized in the financial statements. |
Income taxes | Income taxes - For interim reporting periods, the Company uses the annualized effective tax rate (“AETR”) method to calculate its income tax provision. Under this method, the AETR is applied to the interim year-to-date pre-tax losses to determine the income tax benefit or expense for the year-to-date period. The income tax benefit or expense for a quarter represents the difference between the year-to-date income tax benefit or expense for the current year-to-date period less such amount for the immediately preceding year-to-date period. Management considers the impact of all known events in its estimation of the Company’s annual operating results and AETR. The Company follows the liability method of accounting for income taxes. This method recognizes certain temporary differences between the financial reporting basis of liabilities and assets and the related income tax basis for such liabilities and assets. This method generates either a net deferred income tax liability or asset as measured by the statutory tax rates in effect. The effect of a change in tax rates is recognized in operations in the period that includes the enactment date. The Company records a valuation allowance against any portion of those deferred income tax assets when it believes, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred income tax asset will not be realized. |
Recent accounting standards | Recent accounting standards - From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (the “FASB”) that are adopted by the Company as of the specified effective date. Unless otherwise discussed, management believes that the impact of recently issued standards did not or will not have a material impact on the Company’s consolidated financial statements upon adoption. In March 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-09, “Improvements on Employee Share-Based Payment Accounting”, which simplifies several aspects of the accounting for employee share-based payment transactions for both public and nonpublic entities, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The new standard is effective for annual periods beginning after December 15, 2016 and interim periods within those years. Early adoption is permitted. The standard will be effective for the Company beginning January 1, 2017. The Company is currently evaluating the impact to its condensed consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, “Leases”, which requires lessees to put most leases on their balance sheets but recognize the expenses on their income statements in a manner similar to current practice. ASU 2016-02 states that a lessee would recognize a lease liability for the obligation to make lease payments and a right-to-use asset for the right to use the underlying asset for the lease term. The new standard is effective for annual periods beginning after December 15, 2018 and interim periods within those years. Early adoption is permitted. The standard will be effective for the Company beginning January 1, 2019. The Company is currently evaluating the impact to its condensed consolidated financial statements. In November 2015, the FASB issued ASU 2015-17, “Balance Sheet Classification of Deferred Taxes”, which simplifies income tax accounting. The update requires that all deferred tax assets and liabilities be classified as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts. This update is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years, and early adoption is permitted. Adoption of the new guidance is not expected to have an impact on the condensed consolidated financial position, results of operations or cash flows. In April 2015, the FASB issued ASU 2015-03, “Interest Imputation of Interest (Subtopic 835-30) Simplifying the Presentation of Debt Issuance Costs”, which simplifies the presentation of debt issuance costs by requiring debt issuance costs to be presented as a deduction from the corresponding debt liability. The update is effective in fiscal years, including interim periods, beginning after December 15, 2015, and early adoption was permitted. We adopted the provisions of ASU 2015-03 on a retrospective basis for our annual period ended December 31, 2015. The retrospective adoption of this standard resulted in the reclassification of approximately $0.1 million of current assets as a direct reduction against the balance of our current debt in the accompanying condensed consolidated balance sheet at December 31, 2015, but had no effect on our condensed consolidated net loss or stockholders’ equity. In August 2014, the FASB issued ASU 2014-15, “Disclosure of Uncertainties about and Entity’s Ability to Continue as a Going Concern”. This update requires management of public and private companies to evaluate whether there is substantial doubt about the entity’s ability to continue as a going concern and, if so, disclose that fact. Management will also be required to evaluate and disclose whether its plans alleviate that doubt. The new standard is effective for annual periods ending after December 15, 2016, and interim periods within annual periods beginning after December 15, 2016. The Company is currently evaluating the impact to its condensed consolidated financial statements. |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
PROPERTY AND EQUIPMENT [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following: September 30, 2016 December 31, 2015 Accumulated Accumulated Cost Depreciation Net Book Value Cost Depreciation Net Book Value Furniture and fixtures $ 38,255 $ (38,172) $ 83 $ 38,255 $ (37,963) $ 292 Lab equipment 249,061 (249,061) - 249,061 (249,061) - Computers and equipment 71,407 (65,924) 5,483 71,407 (61,644) 9,763 Vehicles 47,675 (46,683) 992 47,675 (46,158) 1,517 Slag conveyance equipment 300,916 (300,916) - 300,916 (300,916) - Demo module building 6,630,063 (5,024,122) 1,605,941 6,630,063 (4,526,867) 2,103,196 Grinding circuit 913,679 (29,167) 884,512 913,679 (21,667) 892,012 Extraction circuit 938,352 (603,420) 334,932 938,352 (462,668) 475,684 Leaching and filtration 1,300,618 (1,300,618) - 1,300,618 (1,300,618) - Fero-silicate storage 4,326 (2,488) 1,838 4,326 (2,163) 2,163 Electrowinning building 1,492,853 (858,390) 634,463 1,492,853 (746,426) 746,427 Site improvements 1,677,844 (809,120) 868,724 1,677,844 (715,775) 962,069 Site equipment 360,454 (357,059) 3,395 360,454 (353,638) 6,816 Construction in progress 1,102,014 - 1,102,014 1,102,014 - 1,102,014 $ 15,127,517 $ (9,685,140) $ 5,442,377 $ 15,127,517 $ (8,825,564) $ 6,301,953 |
ACCOUNTS PAYABLE AND ACCRUED 22
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | Accounts payable and accrued liabilities consisted of the following at September 30, 2016 and December 31, 2015: September 30, 2016 December 31, 2015 Trade accounts payable $ 586,365 $ 589,657 Accrued compensation and related taxes 908,171 435,469 Accrued interest 61,533 126,057 $ 1,556,069 $ 1,151,183 |
DERIVATIVE WARRANT LIABILITY (T
DERIVATIVE WARRANT LIABILITY (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Derivative [Line Items] | |
Schedule Of Fair Value Assumptions Warrants | With respect to the March 18, 2016 extension, the Company did not recognize any additional expense as the fair values of the warrants were calculated at zero using the Binomial Lattice model with the following assumptions: September 30, 2016 Risk-free interest rate 0.64% - 0.87% Expected volatility 122.95% - 176.27% Expected life (years) 1.75 |
Schedule of Assumptions used to Establish Valuation of Warrants | The Company estimates the fair value of the derivative liabilities by using the Binomial Lattice pricing-model, with the following assumptions used for the nine months ended September 30, 2016 and the year ended December 31, 2015: September 30, December 31, 2016 2015 Expected volatility 122.95% - 176.27% 30.46% - 141.15% Risk-free interest rate 0.45% - 0.84% 0.00% - 0.65% Expected life (years) 0.75 - 1.75 0.10 - 0.90 Suboptimal exercise factor 2.0 2.5 |
Warrant [Member] | |
Derivative [Line Items] | |
Schedule of Changes in Fair Value of Derivative Liabilities | The following table sets forth the changes in the fair value of derivative liability for the nine months ended September 30, 2016 and the year ended December 31 2015: September 30, 2016 December 31, 2015 Beginning balance $ (53,141) $ - Adjustment to warrants (104,075) - Change in fair value 157,216 (53,141) Ending balance $ - $ (53,141) |
CONVERTIBLE NOTES (Tables)
CONVERTIBLE NOTES (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Convertible Debt [Abstract] | |
Convertible Debt | The carrying value of the convertible debt, net of discount was comprised of the following: September 30, December 31, 2016 2015 Convertible notes at face value $ 4,069,000 $ 4,069,000 Conversion of notes at face value (4,069,000) - Unamortized discount and deferred financing fees - (816,788) Convertible notes, net of discount $ - $ 3,252,212 |
Schedule Of Notes Payable | Interest expense related to the Notes included the following for the three and nine months ended September 30, 2016 and September 30, 2015: Three months ended Nine months ended September September September 30, 2016 September 30, 2015 30, 2016 30, 2015 Interest rate at 7% $ - $ 71,217 $ 63,702 $ 213,612 Amortization of debt discount - 59,942 744,058 176,473 Amortization of deferred financing fees - 6,225 72,729 18,327 Total interest expense on convertible notes $ - $ 137,384 $ 880,489 $ 408,412 |
DERIVATIVE LIABILITY - CONVER25
DERIVATIVE LIABILITY - CONVERTIBLE NOTES (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Schedule Of Fair Value Assumptions | Assumptions used for the nine months ended September 30, 2016 and the year ended December 31, 2015 included redemption and conversion estimates/behaviors, estimates regarding future anti-dilutive financing agreements and the following other significant estimates: September 30, December 31, 2016 2015 Expected volatility 20.57% 222.29% 101.46 139.57% Risk-free interest rate 0.29% 1.04% 0.92 - 1.31% Expected life (years) 1.0 2.51 2.0 2.75 Suboptimal exercise factor 1.0 2.0 2.5 |
Convertible Notes Payable [Member] | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Schedule Of Derivative Liabilities At Fair Value | The following table sets forth the changes in the fair value of the derivative liability for the nine months ended September 30, 2016 and the year ended December 31, 2015: September 30, December 31, 2016 2015 Beginning balance $ 590,536 $ 1,218,619 Conversion of convertible debt (1,694,693) - Change in fair value 1,104,157 (628,083) Ending balance $ - $ 590,536 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
STOCKHOLDERS' EQUITY [Abstract] | |
Schedule Of Outstanding Warrants Issued To Investors To Purchase Common Stock | The following summarizes the exercise price per share and expiration date of the Company’s outstanding warrants issued to investors and vendors to purchase common stock at September 30, 2016: Shares Underlying Outstanding Warrants Exercise Price Expiration Date 3,410,526 $ 0.58 November 2017 5,736,501 0.59 November 2017 7,042,387 1.85 November 2017 3,000,000 0.375 June 2017 316,752 0.30 September 2019 2,197,496 0.30 October 2019 1,000,000 0.30 November 2019 1,498,750 0.30 December 2019 3,981,000 0.50 December 2019 4,250,000 0.50 March 2020 2,843,000 0.50 May 2020 2,215,429 0.50 July 2020 327,900 0.50 September 2020 27,067 0.58 November 2017 44,816 0.59 November 2017 2,750,045 0.58 November 2017 4,641,296 0.59 November 2017 687,511 0.58 November 2017 1,139,968 0.59 November 2017 592,682 0.58 November 2017 976,393 0.59 November 2017 48,679,519 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Assumptions Used to Estimate Fair Value of Stock Based Compensation Awards | For both service-based and performance-based stock option grants, the Company estimates the fair value of stock-based compensation awards by using the Binomial Lattice option pricing model with the following assumptions used for the nine month periods ended September 30, 2016 and September 30, 2015 respectively: September 30, September 30, 2016 2015 Risk-free interest rate 1.01% - 1.21% 0.24% - 1.75% Dividend yield - - Expected volatility 252.08% - 257.96% 91.23% - 110.32% Suboptimal exercise factor 2.00 2.00 Expected life (years) 4.5 5.0 0.30 4.75 |
Summary of Stock-based Compensation Activity | The following table summarizes the Company’s stock-based compensation activity for the nine-month period ended September 30, 2016: Weighted Number of Weighted Average Grant Average Remaining Contractual Life Shares Date Fair Value Weighted Average Exercise Price (Years) Aggregate Intrinsic Value Outstanding, December 31, 2015 23,936,162 $ 0.21 $ 0.53 3.88 $ - Exercisable, December 31, 2015 23,636,162 $ 0.20 $ 0.52 3.89 $ - Options/warrants granted 108,000 0.11 0.08 4.75 $ 3,240 Options/warrants expired (689,177) 0.49 0.82 - Options/warrants exercised - - - - Outstanding, September 30, 2016 23,354,985 $ 0.20 $ 0.52 3.23 $ 3,240 Exercisable, September 30, 2016 23,104,985 $ 0.19 $ 0.51 3.24 $ 3,240 |
Schedule of Changes to Stock Based Compensation Awards Subject to Vesting | The following table summarizes the changes of the Company’s stock-based compensation awards subject to vesting for the nine-month period ended September 30, 2016 Weighted Average Number of Grant Date Shares Subject to Vesting Fair Value Unvested, December 31, 2015 300,000 $ 0.99 Options/warrants granted - - Options/warrants vested 50,000 $ 0.87 Unvested, September 30, 2016 250,000 $ 1.19 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Nanominerals Corporation [Member] | |
Related Party Transaction [Line Items] | |
Schedule of Related Party Transactions | The following table provides details of transactions between the Company and NMC for the three and nine months ended: Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, 2016 2015 2016 2015 Reimbursement of expenses $ - $ - $ - $ 360 Consulting services provided - 15,000 - 45,000 Advance royalty payments 45,000 45,000 135,000 135,000 Mineral and exploration expense related party $ 45,000 $ 60,000 $ 135,000 $ 180,360 |
Cupit Milligan Ogden Williams Certified Public Accountants [Member] | |
Related Party Transaction [Line Items] | |
Schedule of Related Party Transactions | The following table provides details of transactions between the Company and CMOW and the direct benefit to Mr. Williams for the three and nine months ended: Three Months Ended Nine Months Ended September September September September 30, 2016 30, 2015 30, 2016 30, 2015 Accounting support services $ - $ 41,606 $ 50,474 $ 137,211 Direct benefit to CFO $ - $ 12,066 $ 17,161 $ 39,791 |
DESCRIPTION OF BUSINESS, HIST29
DESCRIPTION OF BUSINESS, HISTORY AND SUMMARY OF SIGNIFICANT POLICIES (Additional Information) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||
Retained Earnings (Accumulated Deficit) | $ (96,345,214) | $ (96,345,214) | $ (82,492,584) | ||
Net loss | (1,167,435) | $ (23,465,831) | (13,852,630) | $ (24,877,141) | |
Cash flows from operating activities | (2,201,702) | $ (3,055,659) | |||
Working Capital Deficit | $ 1,803,770 | $ 1,803,770 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 72,034,507 | 73,162,932 | |||
Accounting Standards Update 2015-03 [Member] | |||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | $ 100,000 | ||||
Minimum [Member] | |||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||
Property and equipment, estimated useful lives | 3 years | ||||
Maximum [Member] | |||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||
Property and equipment, estimated useful lives | 15 years |
RESTRICTED CASH (Additional Inf
RESTRICTED CASH (Additional Information) (Details) - USD ($) | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted Cash and Cash Equivalents | $ 0 | $ 227,345 | |
Increase (Decrease) in Restricted Cash | 0 | $ 227,345 | |
Convertible Notes Payable [Member] | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Increase (Decrease) in Restricted Cash | $ 227,345 |
PROPERTY AND EQUIPMENT (Additio
PROPERTY AND EQUIPMENT (Additional Information) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation expense | $ 286,353 | $ 352,988 | $ 859,576 | $ 1,068,325 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Cost | $ 15,127,517 | $ 15,127,517 |
Accumulated Depreciation | (9,685,140) | (8,825,564) |
Net Book Value | 5,442,377 | 6,301,953 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 38,255 | 38,255 |
Accumulated Depreciation | (38,172) | (37,963) |
Net Book Value | 83 | 292 |
Lab equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 249,061 | 249,061 |
Accumulated Depreciation | (249,061) | (249,061) |
Net Book Value | 0 | 0 |
Computers and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 71,407 | 71,407 |
Accumulated Depreciation | (65,924) | (61,644) |
Net Book Value | 5,483 | 9,763 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 47,675 | 47,675 |
Accumulated Depreciation | (46,683) | (46,158) |
Net Book Value | 992 | 1,517 |
Slag conveyance equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 300,916 | 300,916 |
Accumulated Depreciation | (300,916) | (300,916) |
Net Book Value | 0 | 0 |
Demo module building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 6,630,063 | 6,630,063 |
Accumulated Depreciation | (5,024,122) | (4,526,867) |
Net Book Value | 1,605,941 | 2,103,196 |
Grinding circuit [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 913,679 | 913,679 |
Accumulated Depreciation | (29,167) | (21,667) |
Net Book Value | 884,512 | 892,012 |
Extraction circuit [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 938,352 | 938,352 |
Accumulated Depreciation | (603,420) | (462,668) |
Net Book Value | 334,932 | 475,684 |
Leaching and filtration [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 1,300,618 | 1,300,618 |
Accumulated Depreciation | (1,300,618) | (1,300,618) |
Net Book Value | 0 | 0 |
Fero-silicate storage [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 4,326 | 4,326 |
Accumulated Depreciation | (2,488) | (2,163) |
Net Book Value | 1,838 | 2,163 |
Electrowinning building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 1,492,853 | 1,492,853 |
Accumulated Depreciation | (858,390) | (746,426) |
Net Book Value | 634,463 | 746,427 |
Site improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 1,677,844 | 1,677,844 |
Accumulated Depreciation | (809,120) | (715,775) |
Net Book Value | 868,724 | 962,069 |
Site equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 360,454 | 360,454 |
Accumulated Depreciation | (357,059) | (353,638) |
Net Book Value | 3,395 | 6,816 |
Construction in progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 1,102,014 | 1,102,014 |
Accumulated Depreciation | 0 | 0 |
Net Book Value | $ 1,102,014 | $ 1,102,014 |
ACCOUNTS PAYABLE AND ACCRUED 33
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Details) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Accounts Payable And Accrued Liabilities [Line Items] | ||
Trade accounts payable | $ 586,365 | $ 589,657 |
Accrued compensation and related taxes | 908,171 | 435,469 |
Accrued interest | 61,533 | 126,057 |
Accounts payable and accrued liabilities | $ 1,556,069 | $ 1,151,183 |
DERIVATIVE WARRANT LIABILITY (A
DERIVATIVE WARRANT LIABILITY (Additional Information) (Details) | Nov. 12, 2009$ / sharesshares | Sep. 30, 2016$ / sharesshares | Dec. 31, 2015shares | Sep. 18, 2015$ / shares | Jul. 30, 2015$ / shares | May 21, 2015$ / shares | Mar. 25, 2015$ / shares | Jun. 07, 2012$ / sharesshares |
Derivative [Line Items] | ||||||||
Exercise price of warrant | $ / shares | $ 1.85 | $ 0.50 | ||||||
Private Placement [Member] | ||||||||
Derivative [Line Items] | ||||||||
Shares of common stock that can be purchased by the warrants | 6,341,263 | |||||||
Exercise price of warrant | $ / shares | $ 1.85 | $ 0.59 | $ 0.50 | $ 0.50 | $ 0.50 | |||
Warrants expiration date | Nov. 12, 2012 | |||||||
Warrants issued | 20,006,807 | 9,147,029 | ||||||
Private Placement [Member] | All Other Warrants [Member] | ||||||||
Derivative [Line Items] | ||||||||
Exercise price of warrant | $ / shares | $ 0.58 | |||||||
Warrant [Member] | ||||||||
Derivative [Line Items] | ||||||||
Warrants expiration date | Nov. 30, 2017 | |||||||
Derivative Liability, Number of Instruments Held | 53,141 | |||||||
Luxor Capital Partners LP [Member] | Private Placement [Member] | ||||||||
Derivative [Line Items] | ||||||||
Total number of warrants that anti dilution rights were waived on | 4,252,883 | |||||||
Exercise price of warrant | $ / shares | $ 0.59 | |||||||
Scenario Cumulative Adjustment [Member] | Private Placement [Member] | ||||||||
Derivative [Line Items] | ||||||||
Shares of common stock that can be purchased by the warrants | 10,859,777 | |||||||
Scenario Cumulative Adjustment [Member] | Private Placement [Member] | All Other Warrants [Member] | ||||||||
Derivative [Line Items] | ||||||||
Shares of common stock that can be purchased by the warrants | 4,466,974 | |||||||
Scenario Cumulative Adjustment [Member] | Luxor Capital Partners LP [Member] | Private Placement [Member] | ||||||||
Derivative [Line Items] | ||||||||
Shares of common stock that can be purchased by the warrants | 6,392,803 |
DERIVATIVE WARRANT LIABILITY (S
DERIVATIVE WARRANT LIABILITY (Schedule of Fair Value of Warrants) (Details) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Minimum [Member] | ||
Derivative [Line Items] | ||
Risk-free interest rate | 0.29% | 0.92% |
Expected volatility | 20.57% | 101.46% |
Expected life (years) | 1 year | 2 years |
Maximum [Member] | ||
Derivative [Line Items] | ||
Risk-free interest rate | 1.04% | 1.31% |
Expected volatility | 222.29% | 139.57% |
Expected life (years) | 2 years 6 months 4 days | 2 years 9 months |
Warrant [Member] | ||
Derivative [Line Items] | ||
Expected life (years) | 1 year 9 months | |
Warrant [Member] | Minimum [Member] | ||
Derivative [Line Items] | ||
Risk-free interest rate | 0.64% | |
Expected volatility | 122.95% | |
Warrant [Member] | Maximum [Member] | ||
Derivative [Line Items] | ||
Risk-free interest rate | 0.87% | |
Expected volatility | 176.27% |
DERIVATIVE WARRANT LIABILITY (C
DERIVATIVE WARRANT LIABILITY (Changes in Fair Value of Derivative Liabilities) (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Derivative [Line Items] | ||
Beginning balance | $ (53,141) | $ 0 |
Adjustment to warrants | (104,075) | 0 |
Change in fair value | 157,216 | (53,141) |
Ending balance | $ 0 | $ (53,141) |
DERIVATIVE WARRANT LIABILITY 37
DERIVATIVE WARRANT LIABILITY (Assumptions Used to Estimates Fair Value of Derivative Liabilities) (Details) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Derivative [Line Items] | ||
Suboptimal exercise factor | 2 | 2.5 |
Minimum [Member] | ||
Derivative [Line Items] | ||
Expected volatility | 122.95% | 30.46% |
Risk-free interest rate | 0.45% | 0.00% |
Expected life (years) | 9 months | 1 month 6 days |
Maximum [Member] | ||
Derivative [Line Items] | ||
Expected volatility | 176.27% | 141.15% |
Risk-free interest rate | 0.84% | 0.65% |
Expected life (years) | 1 year 9 months | 10 months 24 days |
CONVERTIBLE NOTES (Additional I
CONVERTIBLE NOTES (Additional Information) (Details) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Apr. 27, 2016USD ($)$ / sharesshares | Mar. 18, 2016USD ($)$ / sharesshares | Mar. 17, 2016USD ($)$ / shares | Sep. 18, 2015USD ($)$ / sharesshares | Sep. 18, 2014USD ($) | Sep. 18, 2013USD ($)$ / shares | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($) | |
Debt Conversion [Line Items] | ||||||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 0.035 | $ 0.35 | ||||||||||
Debt Conversion, Converted Instrument, Shares Issued | shares | 31,037,855 | 327,900 | 76,885,714 | |||||||||
Notes Payable Additional Issuance | $ (4,069,000) | $ (4,069,000) | $ 0 | |||||||||
Derivative Liability | $ 0 | 0 | 590,536 | $ 1,218,619 | ||||||||
Debt Conversion, Converted Instrument, Amount | $ 14,025,858 | $ 0 | ||||||||||
Class of Warrant or Right, Outstanding | shares | 48,679,519 | 48,679,519 | ||||||||||
Induced Conversion of Convertible Debt Expense | $ 324,159 | |||||||||||
Conversion of notes payable and accrued interest | $ 114,765 | $ (4,196,073) | 0 | |||||||||
Convertible Notes Payable | $ 0 | 0 | 3,252,212 | |||||||||
Interest Payable | 61,533 | 61,533 | $ 126,057 | |||||||||
Interest Expense, Total | $ 114 | $ 139,820 | 880,603 | $ 413,475 | ||||||||
Management [Member] | ||||||||||||
Debt Conversion [Line Items] | ||||||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 0.035 | |||||||||||
Debt Conversion, Converted Instrument, Shares Issued | shares | 12,242,600 | |||||||||||
Induced Conversion of Convertible Debt Expense | $ 1,114,391 | |||||||||||
Luxor Capital Partner Lp [Member] | ||||||||||||
Debt Conversion [Line Items] | ||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 91,000 | |||||||||||
Class of Warrant or Right, Outstanding | shares | 12,128,708 | 12,128,708 | ||||||||||
Convertible Notes Payable [Member] | ||||||||||||
Debt Conversion [Line Items] | ||||||||||||
Proceeds from Convertible Debt | $ 4,000,000 | |||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 7.00% | |||||||||||
Debt Instrument, Debt Default, Percentage Of Interest | 9.00% | |||||||||||
Percentage Of Principal Balance Payable Upon Change Of Control | 120.00% | |||||||||||
Additional Secured Indebtedness Amount | $ 600,000 | |||||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 0.035 | $ 0.40 | $ 0.035 | $ 0.035 | $ 0.39 | |||||||
Debt Conversion, Converted Instrument, Shares Issued | shares | 10,433,333 | |||||||||||
Deferred Finance Costs, Noncurrent, Net | $ 126,446 | $ 126,446 | ||||||||||
Notes Payable Additional Issuance | $ 69,000 | |||||||||||
Derivative Liability | $ 1,261,285 | 1,261,285 | ||||||||||
Debt Conversion, Converted Instrument, Amount | 2,600,000 | |||||||||||
Conversion of notes payable and accrued interest | 4,069,000 | |||||||||||
Convertible Notes Payable | 1,055,000 | |||||||||||
Interest Payable | $ 21,583 | |||||||||||
Debt Instrument, Convertible, Number of Equity Instruments | 31,037,855 | |||||||||||
Convertible Notes Payable [Member] | Interest Expense [Member] | ||||||||||||
Debt Conversion [Line Items] | ||||||||||||
Amortization of Debt Discount (Premium) | 738,748 | |||||||||||
Convertible Notes Payable [Member] | Luxor Capital Partner Lp [Member] | ||||||||||||
Debt Conversion [Line Items] | ||||||||||||
Induced Conversion of Convertible Debt Expense | $ 6,998,571 | |||||||||||
Convertible Promissory Notes, Principal [Member] | ||||||||||||
Debt Conversion [Line Items] | ||||||||||||
Conversion of notes payable and accrued interest | 1,055,000 | |||||||||||
Convertible Promissory Notes, Principal [Member] | Management [Member] | ||||||||||||
Debt Conversion [Line Items] | ||||||||||||
Conversion of notes payable and accrued interest | 414,000 | |||||||||||
Convertible Promissory Notes, Interest [Member] | ||||||||||||
Debt Conversion [Line Items] | ||||||||||||
Conversion of notes payable and accrued interest | $ 21,583 | |||||||||||
Convertible Promissory Notes, Interest [Member] | Management [Member] | ||||||||||||
Debt Conversion [Line Items] | ||||||||||||
Conversion of notes payable and accrued interest | $ 14,491 |
CONVERTIBLE NOTES (Schedule of
CONVERTIBLE NOTES (Schedule of Carrying value of the Convertible debt) (Details) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Debt Conversion [Line Items] | ||
Convertible notes at face value | $ 4,069,000 | $ 4,069,000 |
Conversion of notes at face value | (4,069,000) | 0 |
Unamortized discount and deferred financing fees | 0 | (816,788) |
Convertible notes, net of discount | $ 0 | $ 3,252,212 |
CONVERTIBLE NOTES (Schedule o40
CONVERTIBLE NOTES (Schedule of Components and amounts of effective interest rate) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Debt Conversion [Line Items] | ||||
Amortization of deferred financing fees | $ 816,789 | $ 194,801 | ||
Notes Payable, Other Payables [Member] | ||||
Debt Conversion [Line Items] | ||||
Interest rate at 7% | $ 0 | $ 71,217 | 63,702 | 213,612 |
Amortization of debt discount | 0 | 59,942 | 744,058 | 176,473 |
Amortization of deferred financing fees | 0 | 6,225 | 72,729 | 18,327 |
Total interest expense on convertible notes | $ 0 | $ 137,384 | $ 880,489 | $ 408,412 |
DERIVATIVE LIABILITY - CONVER41
DERIVATIVE LIABILITY - CONVERTIBLE NOTES (Additional Information) (Details) - USD ($) | 9 Months Ended | ||
Sep. 30, 2016 | Apr. 27, 2016 | Sep. 18, 2015 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Debt Instrument, Convertible, Conversion Price | $ 0.035 | $ 0.35 | |
Private Placement [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Proceeds from Issuance of Long-term Debt, Total | $ 4,069,000 | ||
Debt Instrument, Convertible, Conversion Price | $ 0.39 | ||
Percentage Of Principal Balance Payable Upon Change Of Control | 120.00% |
DERIVATIVE LIABILITY - CONVER42
DERIVATIVE LIABILITY - CONVERTIBLE NOTES (Schedule of Other Significant Estimates) (Details) - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Suboptimal exercise factor | $ 2.5 | |
Maximum [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Expected volatility | 222.29% | 139.57% |
Risk-free interest rate | 1.04% | 1.31% |
Expected life (years) | 2 years 6 months 4 days | 2 years 9 months |
Suboptimal exercise factor | $ 2 | |
Minimum [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Expected volatility | 20.57% | 101.46% |
Risk-free interest rate | 0.29% | 0.92% |
Expected life (years) | 1 year | 2 years |
Suboptimal exercise factor | $ 1 |
DERIVATIVE LIABILITY - CONVER43
DERIVATIVE LIABILITY - CONVERTIBLE NOTES (Schedule of Fair Value of the Derivative Liability) (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Derivative Liability And Convertible Debt [Line Items] | ||
Beginning balance | $ 590,536 | $ 1,218,619 |
Conversion of convertible debt | (1,694,693) | 0 |
Change in fair value | 1,104,157 | (628,083) |
Ending balance | $ 0 | $ 590,536 |
STOCKHOLDERS' EQUITY (Additiona
STOCKHOLDERS' EQUITY (Additional Information) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||||||
May 23, 2016 | Apr. 27, 2016 | Mar. 31, 2016 | Mar. 18, 2016 | Sep. 18, 2015 | Jul. 30, 2015 | May 21, 2015 | Mar. 25, 2015 | Mar. 18, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Jun. 07, 2012 | Nov. 12, 2009 | |
Stockholders Equity Note [Line Items] | |||||||||||||||
Class of Warrant or Right, Outstanding | 48,679,519 | 48,679,519 | |||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.50 | $ 1.85 | $ 1.85 | ||||||||||||
Payments of Stock Issuance Costs | $ 0 | $ 22,172 | |||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 31,037,855 | 327,900 | 76,885,714 | ||||||||||||
Conversion of notes payable and accrued interest | $ 114,765 | $ (4,196,073) | 0 | ||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.035 | $ 0.35 | |||||||||||||
Class Of Warrant Or Right Expiration Period | 5 years | ||||||||||||||
Gains (Losses) on Extinguishment of Debt | $ 10,666 | ||||||||||||||
Debt Conversion, Converted Instrument, Amount | 14,025,858 | 0 | |||||||||||||
Loss On Conversion Of Notes Payable | $ 0 | $ 0 | $ 8,437,121 | $ 0 | |||||||||||
Induced Conversion of Convertible Debt Expense | $ 324,159 | ||||||||||||||
Management [Member] | |||||||||||||||
Stockholders Equity Note [Line Items] | |||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 12,242,600 | ||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.035 | ||||||||||||||
Induced Conversion of Convertible Debt Expense | $ 1,114,391 | ||||||||||||||
Director [Member] | |||||||||||||||
Stockholders Equity Note [Line Items] | |||||||||||||||
Stock Issued During Period, Shares, New Issues | 18,750 | ||||||||||||||
Share Price | $ 0.08 | ||||||||||||||
Luxor Capital Partners LP [Member] | |||||||||||||||
Stockholders Equity Note [Line Items] | |||||||||||||||
Class of Warrant or Right, Outstanding | 12,128,708 | ||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 2,600,000 | ||||||||||||||
Loss On Conversion Of Notes Payable | 6,998,571 | ||||||||||||||
Luxor Capital Partners LP [Member] | Accrued Interest [Member] | |||||||||||||||
Stockholders Equity Note [Line Items] | |||||||||||||||
Debt Conversion, Converted Instrument, Amount | 91,000 | ||||||||||||||
Oring note holders [Member] | |||||||||||||||
Stockholders Equity Note [Line Items] | |||||||||||||||
Debt Conversion, Converted Instrument, Amount | 414,000 | ||||||||||||||
Loss On Conversion Of Notes Payable | 1,114,391 | ||||||||||||||
Oring note holders [Member] | Accrued Interest [Member] | |||||||||||||||
Stockholders Equity Note [Line Items] | |||||||||||||||
Debt Conversion, Converted Instrument, Amount | 14,491 | ||||||||||||||
Convertible Promissory Notes, Principal [Member] | |||||||||||||||
Stockholders Equity Note [Line Items] | |||||||||||||||
Conversion of notes payable and accrued interest | 1,055,000 | ||||||||||||||
Convertible Promissory Notes, Principal [Member] | Management [Member] | |||||||||||||||
Stockholders Equity Note [Line Items] | |||||||||||||||
Conversion of notes payable and accrued interest | 414,000 | ||||||||||||||
Convertible Promissory Notes, Interest [Member] | |||||||||||||||
Stockholders Equity Note [Line Items] | |||||||||||||||
Conversion of notes payable and accrued interest | $ 21,583 | ||||||||||||||
Convertible Promissory Notes, Interest [Member] | Management [Member] | |||||||||||||||
Stockholders Equity Note [Line Items] | |||||||||||||||
Conversion of notes payable and accrued interest | $ 14,491 | ||||||||||||||
Common Stock [Member] | |||||||||||||||
Stockholders Equity Note [Line Items] | |||||||||||||||
Shares Issued, Price Per Share | $ 0.25 | ||||||||||||||
Shares, Issued | 516,460 | ||||||||||||||
Conversion of notes payable and accrued interest | $ 129,115 | ||||||||||||||
Common Stock [Member] | Convertible Debt [Member] | |||||||||||||||
Stockholders Equity Note [Line Items] | |||||||||||||||
Shares Issued, Price Per Share | $ 0.035 | ||||||||||||||
Shares, Issued | 76,885,714 | ||||||||||||||
Common Stock [Member] | Convertible Debt [Member] | Management [Member] | |||||||||||||||
Stockholders Equity Note [Line Items] | |||||||||||||||
Shares Issued, Price Per Share | $ 0.035 | ||||||||||||||
Shares, Issued | 12,242,600 | ||||||||||||||
Private Placement [Member] | |||||||||||||||
Stockholders Equity Note [Line Items] | |||||||||||||||
Warrant Expiration Period | 5 years | ||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.50 | $ 0.50 | $ 0.50 | $ 0.59 | $ 0.59 | $ 1.85 | |||||||||
Shares Issued, Price Per Share | $ 0.035 | ||||||||||||||
Proceeds from Issuance of Private Placement | $ 988,800 | $ 775,400 | $ 995,050 | $ 1,500,000 | |||||||||||
Common Stock Units Issued During Period | 2,215,429 | 2,843,000 | 4,250,000 | ||||||||||||
Common Stock Unit Price Per Share | $ 0.35 | $ 0.35 | $ 0.3529 | ||||||||||||
Payments of Stock Issuance Costs | $ 9,468 | ||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.39 | $ 0.39 | |||||||||||||
Class Of Warrant Or Right Expiration Period | 5 years | 5 years | 5 years | ||||||||||||
Stock Issued During Period, Shares, New Issues | 28,251,430 | ||||||||||||||
Private Placement [Member] | Luxor Capital Partners LP [Member] | |||||||||||||||
Stockholders Equity Note [Line Items] | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.59 | ||||||||||||||
Shares Issued, Price Per Share | $ 0.035 | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 42,857,143 | ||||||||||||||
Stock Issued During Period, Value, New Issues | $ 1,500,000 |
STOCKHOLDERS' EQUITY (Schedule
STOCKHOLDERS' EQUITY (Schedule Of Outstanding Warrants Issued To Investors To Purchase Common Stock) (Details) - $ / shares | 9 Months Ended | |
Sep. 30, 2016 | Sep. 18, 2015 | |
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 48,679,519 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 1.85 | $ 0.50 |
Class Of Warrant Or Right One [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 3,410,526 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.58 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | November 2,017 | |
Class Of Warrant Or Right Two [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 5,736,501 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.59 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | November 2,017 | |
Class Of Warrant Or Right Three [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 7,042,387 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 1.85 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | November 2,017 | |
Class Of Warrant Or Right Four [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 3,000,000 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.375 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | June 2,017 | |
Class Of Warrant Or Right Five [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 316,752 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.30 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | September 2,019 | |
Class Of Warrant Or Right Six [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 2,197,496 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.30 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | October 2,019 | |
Class Of Warrant Or Right Seven [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 1,000,000 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.30 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | November 2,019 | |
Class Of Warrant Or Right Eight [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 1,498,750 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.30 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | December 2,019 | |
Class Of Warrant Or Right Nine [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 3,981,000 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.50 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | December 2,019 | |
Class Of Warrant Or Right Ten [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 4,250,000 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.50 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | March 2,020 | |
Class Of Warrant Or Right Eleven [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 2,843,000 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.50 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | May 2,020 | |
Class Of Warrant Or Right Twelve [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 2,215,429 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.50 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | July 2,020 | |
Class Of Warrant Or Right Thirteen [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 327,900 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.50 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | September 2,020 | |
Class Of Warrant Or Right Fourteen [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 27,067 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.58 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | November 2,017 | |
Class Of Warrant Or Right Fifteen [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 44,816 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.59 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | November 2,017 | |
Class Of Warrant Or Right sixteen [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 2,750,045 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.58 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | November 2,017 | |
Class Of Warrant Or Right Seventeen [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 4,641,296 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.59 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | November 2,017 | |
Class Of Warrant Or Right Eighteen [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 687,511 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.58 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | November 2,017 | |
Class Of Warrant Or Right Nineteen [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 1,139,968 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.59 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | November 2,017 | |
Class Of Warrant Or Right Twenty [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 592,682 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.58 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | November 2,017 | |
Class Of Warrant Or Right Twenty One [Member] | ||
Class of Warrant or Right [Line Items] | ||
Class of Warrant or Right, Outstanding | 976,393 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.59 | |
Class of Warrant or Right, Expiration Date of Warrants or Rights | November 2,017 |
STOCK-BASED COMPENSATION (Addit
STOCK-BASED COMPENSATION (Additional Information) (Details) - USD ($) | 1 Months Ended | 6 Months Ended | 9 Months Ended | |||
Mar. 31, 2016 | Mar. 17, 2016 | Jun. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common shares available for issuance for stock option awards | 5,263,576 | |||||
Expenses related to vesting and granting of stock-based compensation awards | $ 16,607 | $ 228,732 | ||||
Stock option granted, weighted average exercise price | $ 0.08 | |||||
Stock option outstanding | 23,354,985 | 23,936,162 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares, Ending Balance | 250,000 | 300,000 | ||||
Weighted Average Period For Recognized Expenses | 3 months | |||||
Class of Warrant or Right, Outstanding | 48,679,519 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 50,000 | |||||
Private Placement [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock option granted, weighted average exercise price | $ 0.98 | |||||
Non Employee Director [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Number of Shares Per Employee | 18,000 | |||||
Value of common stock per quarter directors can choice to receive | $ 9,000 | |||||
Board of Directors [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Class of Warrant or Right, Outstanding | 16,189,414 | |||||
Performance Shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares, Ending Balance | 250,000 | |||||
Stock Option Plan 2007 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common shares available for issuance for stock option awards | 1,047,953 | |||||
Stock option plan, maximum options to purchase shares of common stock that may be granted | 4,000,000 | |||||
Stock option granted, shares | 2,952,047 | |||||
Stock option granted, weighted average exercise price | $ 0.61 | |||||
Stock option outstanding | 2,697,027 | |||||
Stock Option Plan 2007 [Member] | Minimum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock option plan, exercise price as a percentage of fair market value | 85.00% | |||||
Stock Option Plan 2009 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common shares available for issuance for stock option awards | 3,812,500 | |||||
Stock option plan, maximum options to purchase shares of common stock that may be granted | 7,250,000 | |||||
Stock option granted, shares | 36,000 | 3,437,500 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Number of Shares Per Employee | 500,000 | |||||
Stock option granted, weighted average exercise price | $ 0.08 | $ 0.68 | ||||
Stock option outstanding | 3,078,598 | |||||
Stock Option Plan 2009 [Member] | Private Placement [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock option outstanding | 570,000 | |||||
Stock Option Plan 2009 [Member] | Non-Management Directors [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock option granted, shares | 36,000 | 36,000 | ||||
Stock option granted, weighted average exercise price | $ 0.08 | $ 0.08 | ||||
Stock Option Plan 2009 [Member] | Directors Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common shares available for issuance for stock option awards | 403,123 | |||||
Stock option plan, maximum options to purchase shares of common stock that may be granted | 2,750,000 | |||||
Stock option granted, shares | 2,346,877 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Number of Shares Per Employee | 250,000 | |||||
Stock option granted, weighted average exercise price | $ 0.65 | |||||
Stock option outstanding | 2,168,646 | |||||
Stock Option Plan 2009 [Member] | Directors Plan [Member] | Minimum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock option plan, exercise price as a percentage of fair market value | 100.00% | |||||
Stock Option Plan 2009 [Member] | For grantees who own more than 10% of the Company's common stock on the grant date [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock option plan, exercise price as a percentage of fair market value | 110.00% | |||||
Out of Plans [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock option granted, weighted average exercise price | $ 0.48 | |||||
Stock option outstanding | 15,610,714 | |||||
Class of Warrant or Right, Outstanding | 15,410,714 | |||||
The 2007 Plan [Member] | Private Placement [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock option outstanding | 470,280 | |||||
The 2009 Directors Plan [Member] | Private Placement [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock option outstanding | 188,469 | |||||
All Other Plan [Member] | Private Placement [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock option outstanding | 200,000 |
STOCK-BASED COMPENSATION (Assum
STOCK-BASED COMPENSATION (Assumptions Used to Estimate Fair Value of Stock-Based Compensation Awards) (Details) | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividend yield | 0.00% | 0.00% |
Suboptimal exercise factor | 2 | 2 |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate | 1.01% | 0.24% |
Expected volatility | 252.08% | 91.23% |
Expected life (years) | 4 years 6 months | 3 months 18 days |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate | 1.21% | 1.75% |
Expected volatility | 257.96% | 110.32% |
Expected life (years) | 5 years | 4 years 9 months |
STOCK-BASED COMPENSATION (Stock
STOCK-BASED COMPENSATION (Stock-Based Compensation Activity) (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Number of Shares | ||
Outstanding | 23,936,162 | |
Exercisable | 23,636,162 | |
Options/warrants granted | 108,000 | |
Options/warrants expired | (689,177) | |
Options/warrants exercised | 0 | |
Outstanding | 23,354,985 | 23,936,162 |
Exercisable | 23,104,985 | 23,636,162 |
Weighted Average Grant Date Fair Value | ||
Outstanding | $ 0.21 | |
Exercisable | 0.20 | |
Options/warrants granted | 0.11 | |
Options/warrants expired | 0.49 | |
Options/warrants exercised | 0 | |
Outstanding | 0.20 | $ 0.21 |
Exercisable | 0.19 | 0.20 |
Weighted Average Exercise Price | ||
Outstanding | 0.53 | |
Exercisable | 0.52 | |
Options/warrants granted | 0.08 | |
Options/warrants expired | 0.82 | |
Options/warrants exercised | 0 | |
Outstanding | 0.52 | 0.53 |
Exercisable | $ 0.51 | $ 0.52 |
Weighted Average Remaining Contractual Life (Years) | ||
Outstanding | 3 years 2 months 23 days | 3 years 10 months 17 days |
Options/warrants granted | 4 years 9 months | 3 years 10 months 20 days |
Exercisable | 3 years 2 months 26 days | |
Aggregate Intrinsic Value | ||
Outstanding | $ 0 | |
Options/warrants granted | 3,240 | |
Outstanding | 3,240 | $ 0 |
Exercisable | $ 3,240 | $ 0 |
STOCK-BASED COMPENSATION (Chang
STOCK-BASED COMPENSATION (Changes of Stock-Based Compensation Awards Subject to Vesting) (Details) | 9 Months Ended |
Sep. 30, 2016$ / sharesshares | |
Number of Shares Subject to Vesting | |
Unvested | shares | 300,000 |
Options/warrants granted | shares | 0 |
Options/warrants vested | shares | (50,000) |
Unvested | shares | 250,000 |
Weighted Average Grant Date Fair Value | |
Unvested | $ / shares | $ 0.99 |
Options/warrants granted | $ / shares | 0 |
Options/warrants vested | $ / shares | 0.87 |
Unvested | $ / shares | $ 1.19 |
STOCKHOLDER RIGHTS AGREEMENT (A
STOCKHOLDER RIGHTS AGREEMENT (Additional Information) (Details) | Sep. 30, 2016 | Mar. 18, 2016 |
Stockholder Rights Agreement [Line Items] | ||
Minimum Percentage Of Ownership Acquired Or To Be Acquired Upon Which Purchase Rights Become Exercisable | 15.00% | |
Minimum [Member] | ||
Stockholder Rights Agreement [Line Items] | ||
Percentage Of Ownership Interests | 15.00% | |
Luxor Capital Partners LP [Member] | ||
Stockholder Rights Agreement [Line Items] | ||
Percentage Of Ownership Interests | 44.27% | 49.83% |
Luxor Capital Partners LP [Member] | Maximum [Member] | ||
Stockholder Rights Agreement [Line Items] | ||
Percentage Of Ownership Interests | 26.00% |
INCOME TAXES (Additional Inform
INCOME TAXES (Additional Information) (Details) | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Operating Loss Carryforwards [Line Items] | ||
Effective Income Tax Rate Reconciliation, Percent, Total | 0.00% | 38.00% |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Additional Information) (Details) - USD ($) | Jun. 07, 2012 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Jul. 25, 2011 | Dec. 31, 2010 |
Commitments and Contingencies Disclosure [Line Items] | |||||||
Cash penalties as a percentage of purchase price paid by investors | 1.00% | ||||||
Long-term Construction Loan | $ 3,500,000 | $ 3,500,000 | |||||
Long-term Construction Loan, Current | 1,200,000 | 1,200,000 | |||||
Payments for Royalties | 45,000 | $ 45,000 | 135,000 | $ 135,000 | |||
Employee Severance [Member] | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Restructuring Reserve | $ 80,000 | $ 80,000 | |||||
Maximum [Member] | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Cash penalties as a percentage of purchase price paid by investors | 3.00% | ||||||
Payment, Period | $ 121,500 | ||||||
Nanominerals Corporation [Member] | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Advance royalty payment amount | $ 15,000 | $ 660,000 | |||||
Royalty payment percentage | 2.50% | ||||||
Clarkdale Slag Project [Member] | Nanominerals Corporation [Member] | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Additional contingent payment | $ 1,320,000 | ||||||
Royalty payment percentage | 2.50% | ||||||
Clarkdale Slag Project [Member] | Nanominerals Corporation [Member] | Scenario, Previously Reported [Member] | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Royalty payment percentage | 5.00% | ||||||
Joint venture ownership interest | 50.00% | 50.00% | |||||
Verde River Iron Company Limited Liability Company [Member] | Clarkdale Slag Project [Member] | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Additional contingent payment | $ 6,400,000 | $ 6,400,000 | |||||
Advance royalty payment amount | 500,000 | 500,000 | |||||
The Minimum project royalty payments that should be made for the advance royalty not to remains payable | $ 500,000 | $ 500,000 | |||||
Royalty payment percentage | 2.50% | ||||||
Verde River Iron Company Limited Liability Company [Member] | Clarkdale Slag Project [Member] | Scenario, Previously Reported [Member] | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Joint venture ownership interest | 50.00% | 50.00% | |||||
Verde River Iron Company Limited Liability Company [Member] | Clarkdale Slag Project [Member] | Minimum [Member] | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Advance royalty payment amount | $ 500,000 | $ 500,000 | |||||
Verde River Iron Company Limited Liability Company [Member] | Clarkdale Slag Project [Member] | Royalty Payments [Member] | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Additional contingent payment | 500,000 | 500,000 | |||||
Verde River Iron Company Limited Liability Company [Member] | Clarkdale Slag Project [Member] | Cash Flow [Member] | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Additional contingent payment | $ 3,500,000 | $ 3,500,000 |
RELATED PARTY TRANSACTIONS (Add
RELATED PARTY TRANSACTIONS (Additional Information) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Apr. 27, 2016 | Sep. 18, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.50 | $ 1.85 | $ 1.85 | ||||
Common Stock, Shares, Outstanding | 345,600,029 | 345,600,029 | 154,306,537 | ||||
Debt Conversion, Converted Instrument, Shares Issued | 31,037,855 | 327,900 | 76,885,714 | ||||
Gains (Losses) on Restructuring of Debt | $ (8,437,121) | $ 0 | |||||
Debt Conversion, Original Debt, Amount | $ 114,765 | $ (4,196,073) | $ 0 | ||||
Financial Consulting Services [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Class Of Warrant Or Right Grants In Period | 2,063,143 | ||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.50 | $ 0.50 | |||||
Warrants and Rights Outstanding | $ 258,553 | $ 258,553 | |||||
Warrants Expiration Period | 5 years | ||||||
Luxor Capital Partners LP [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Shares Issued, Price Per Share | $ 0.035 | $ 0.035 | |||||
Common Stock, Shares, Outstanding | 142,665,754 | 142,665,754 | |||||
Stock Issued During Period, Value, New Issues | $ 1,500,000 | ||||||
Stock Issued During Period, Shares, New Issues | 42,857,143 | ||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 18,525,032 | 18,525,032 | |||||
Luxor Capital Partners LP [Member] | Convertible Promissory Notes [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Debt Conversion, Converted Instrument, Shares Issued | 76,885,714 | ||||||
Gains (Losses) on Restructuring of Debt | $ 6,998,571 | ||||||
Debt Conversion, Original Debt, Amount | 2,691,000 | ||||||
Nanominerals Corporation [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Fee and expenses incurred to related party | $ 15,000 | ||||||
Royalty payment percentage | 2.50% | ||||||
Due to Related Parties | $ 323,725 | $ 323,725 | $ 188,725 | ||||
Cupit Milligan Ogden Williams Certified Public Accountants [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Fee and expenses incurred to related party | 0 | $ 41,606 | 50,474 | 137,211 | |||
Outstanding balance due to related party | 208,931 | 208,931 | 158,457 | ||||
Repayments of Related Party Debt | 208,931 | ||||||
Ireland Inc [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Outstanding balance due to related party | $ 1,734 | ||||||
Operating Leases, Rent Expense, Sublease Rentals | $ 5,202 | $ 5,068 | $ 15,606 | $ 15,070 |
RELATED PARTY TRANSACTIONS (Com
RELATED PARTY TRANSACTIONS (Company and NMC) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Related Party Transactions [Member] | ||||
Related Party Transaction [Line Items] | ||||
Mineral and exploration expense - related party | $ 45,000 | $ 60,000 | $ 135,000 | $ 180,360 |
Nanominerals Corporation [Member] | Reimbursements [Member] | ||||
Related Party Transaction [Line Items] | ||||
Fee and expenses incurred to related party | 0 | 0 | 0 | 360 |
Nanominerals Corporation [Member] | Consulting Services Provided [Member] | ||||
Related Party Transaction [Line Items] | ||||
Fee and expenses incurred to related party | 0 | 15,000 | 0 | 45,000 |
Nanominerals Corporation [Member] | Advance Royalty Payments [Member] | ||||
Related Party Transaction [Line Items] | ||||
Advance royalty payments | $ 45,000 | $ 45,000 | $ 135,000 | $ 135,000 |
RELATED PARTY TRANSACTIONS (C55
RELATED PARTY TRANSACTIONS (Company and CMOW) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Cupit Milligan Ogden Williams Certified Public Accountants [Member] | ||||
Related Party Transaction [Line Items] | ||||
Fee and expenses incurred to related party | $ 0 | $ 41,606 | $ 50,474 | $ 137,211 |
Chief Financial Officer [Member] | ||||
Related Party Transaction [Line Items] | ||||
Fee and expenses incurred to related party | $ 0 | $ 12,066 | $ 17,161 | $ 39,791 |