ProtoKinetix (PKTX) 10-Q 14 Aug 15 2015 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2015	Aug. 10, 2015
Document and Entity Information [Abstract]
Entity Registrant Name	ProtoKinetix, Inc.
Entity Central Index Key	1,128,189
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2015
Trading Symbol	pktx
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Voluntary Filers	No
Entity Well Known Seasoned Issuer	No
Entity Current Reporting Status	Yes
Entity Common Stock, Shares Outstanding		201,914,933
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2,015

BALANCE SHEETS

BALANCE SHEETS - USD ($)	Jun. 30, 2015	Dec. 31, 2014
Current Assets
Cash	$ 114,402	$ 317
Accounts receivable (Note 4)	7,895	5,497
Prepaid expenses and deposits	880	0
Total current assets	123,177	5,814
Intangible assets (Note 5)	65,000	0
Total assets	188,177	5,814
Current Liabilities
Accounts payable and accrued liabilities	112,467	270,893
Short-term loans (Note 6)	0	63,250
Convertible note payable (Note 7)	100,000	100,000
Total current liabilities	212,467	434,143
Stockholders' Deficiency
Common stock, $0.0000053 par value; 400,000,000 common shares authorized; 200,664,933 and 175,662,433 shares issued and outstanding as at June 30, 2015 and December 31, 2014 respectively (Note 11)	1,072	939
Common stock issuable; nil and 3,840,000 shares as at June 30, 2015 and December 31, 2014 respectively (Note 11)	0	20
Stock subscription received in advance (Note 11)	0	25,000
Common stock to be returned to treasury (Note 11)	0	(25,000)
Additional paid-in capital	26,367,680	25,411,550
Accumulated deficit	(26,393,042)	(25,840,838)
Total stockholders' deficiency	(24,290)	(428,329)
Total liabilities and stockholders' deficiency	$ 188,177	$ 5,814

BALANCE SHEETS (Parenthetical)

BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Common Stock, Par Value Per Share	$ .0000053	$ .0000053
Common Stock, Shares Authorized	400,000,000	400,000,000
Common Stock, Shares, Issued	200,664,933	175,662,433
Common Stock, Shares, Outstanding	200,664,933	175,662,433
Common stock issuable shares	0	3,840,000

STATEMENT OF OPERATIONS

STATEMENT OF OPERATIONS - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Expenses
Consulting fees (Note 12)	$ 0	$ 3,978	$ 50,000	$ 49,278
General and administrative	42,691	49,000	81,550	63,072
Interest	1,996	9,600	3,969	19,200
Professional fees (Note 12)	96,199	6,769	170,523	10,269
Share Based Compensation	132,117	0	173,243	0
Research and development	19,120	0	72,120	12,875
Total	(292,123)	(69,347)	(551,405)	(154,694)
OTHER EXPENSE
Foreign exchange gain (loss)	5,043	0	(799)	0
Net loss for the period	$ (287,080)	$ (69,347)	$ (552,204)	$ (154,694)
Net loss per common share (basic and diluted)	$ 0	$ (0.01)	$ 0	$ 0
Weighted average number of common shares outstanding (basic and diluted)	199,308,477	171,697,598	190,840,057	169,086,466

STATEMENT OF STOCKHOLDERS' DEFI

STATEMENT OF STOCKHOLDERS' DEFICIT - 6 months ended Jun. 30, 2015 - USD ($)	Common Stock	Common Stock Issuable	Additional Paid-In Capital	Stock Subscriptions Received in Advance	Common Stock to be Returned to Treasury	Accumulated Deficit	Total
Beginning Balance, Shares at Dec. 31, 2014	175,662,433	3,840,000
Beginning Balance, Amount at Dec. 31, 2014	$ 939	$ 20	$ 25,411,550	$ 25,000	$ (25,000)	$ (25,840,838)	$ (428,329)
Issuance of common stock for services, shares	1,100,000
Issuance of common stock for services, amount	$ 6		46,994				47,000
Issuance of common stock pursuant to private placement offering, shares	20,312,500
Issuance of common stock pursuant to private placement offering, amount	$ 108		729,892				705,000
Common stock returned to treasury, shares	(250,000)
Common stock returned to treasury, amount	$ (1)		(24,999)		$ 25,000
Issuance of common stock to settle convertible note payable and accured interest, shares	3,840,000	(3,840,000)
Issuance of common stock to settle convertible note payable and accured interest, amount	$ 20	$ (20)
Fair value of compensatory options issued			173,243				173,243
Contribution of services			6,000				6,000
Net loss for the year						(552,204)	(552,204)
Ending Balance, Shares at Jun. 30, 2015	200,664,933
Ending Balance, Amount at Jun. 30, 2015	$ 1,072		$ 26,367,680			$ (26,393,042)	$ (24,290)

STATEMENT OF CASH FLOWS

STATEMENT OF CASH FLOWS - USD ($)	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Cash Flows used in Operating Activities
Net loss for the period	$ (552,204)	$ (154,694)
Adjustments to reconcile net loss to net cash used in operating activities:
Accretion of short-term loan	0	2,200
Issuance and amortization of common stock for services	47,000	8,667
Fair value of compensatory warrants granted	173,243	40,300
Contribution of services	6,000	0
Changes in operating assets and liabilities:
Accounts receivable	(2,398)	(1,156)
Prepaid expenses and deposits	(880)	12,874
Accounts payable and accrued liabilities	61,574	(44,454)
Net cash used in operating activities	(267,665)	(136,263)
Cash Flows From Investing Activities
Deposit on sale	0	30,000
Purchase of Intangible asset	(40,000)	0
Net cash from investing activities	(40,000)	30,000
Cash Flows from Financing Activities
Convertible note proceeds	0	10,000
Short-term loan settlement	(63,250)	0
Issuance of common stock for cash	485,000	100,000
Net cash provided by (used in) financing activities	421,750	110,000
Net change in cash	114,085	3,737
Cash, beginning of period	317	3,065
Cash, end of period	114,402	6,802
Cash paid for interest	0	0
Cash paid for income taxes	0	0
Supplementary information - non-cash transactions:
Common stock issued for consulting services	47,000	0
Common stock issued to settle short-term loans	0	25,000
Common stock returned to treasury	25,000	0
Common stock issued for past subscriptions	25,000	0
Fair value of warrants issued for intangible assets	$ 25,000	$ 0

1. Basis of Presentation - Goin

1. Basis of Presentation - Going Concern Uncertainties	6 Months Ended
	Jun. 30, 2015
Notes to Financial Statements [Abstract]
Basis of Presentation - Going Concern Uncertainties	ProtoKinetix, Inc. (the "Company"), a development stage company, was incorporated under the laws of the State of Nevada on December 23, 1999. The Company is a medical research company whose mission is the advancement of human health care. The Company is currently researching the benefits and feasibility of synthesized Antifreeze Glycoproteins ("AFGP") or anti-aging glycoproteins, trademarked AAGP™. During the six month period ended June 30, 2015, the Company acquired certain patents and rights for cash consideration of 25,000 Euros, as well as other patent rights for cash consideration of $10,000 and 6,000,000 share purchase warrants with a fair value of $25,000 (Note 5). A Cease Trade Order ("CTO") was issued in respect of the Company's securities by the British Columbia Securities Commission ("BCSC") on May 9, 2013 based on the Company's failure to file annual financial statements for the year ended December 31, 2012 by the deadline of April 1, 2013. The Company has since completed all of the required filings for annual and interim periods and received a full Revocation Order from the BCSC during the six month period ended June 30, 2015. The Company's financial statements are prepared consistent with accounting principles generally accepted in the United States applicable to a going concern. The Company has not developed a commercially viable product, has not generated any significant revenue to date, and has incurred losses since inception, resulting in a net accumulated deficit at June 30, 2015. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company needs additional working capital to continue its medical research or to be successful in any future business activities and continue to pay its liabilities. Therefore, continuation of the Company as a going concern is dependent upon obtaining the additional working capital necessary to accomplish its objective. Management is presently engaged in seeking additional working capital through equity financing or related party loans. The accompanying financial statements do not include any adjustments to the recorded assets or liabilities that might be necessary should the Company fail in any of the above objectives and is unable to operate for the coming year.

2. Summary of Significant Accou

2. Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2015
Notes to Financial Statements [Abstract]
Summary of Significant Accounting Policies	Basis of Presentation The accompanying unaudited financial statements have been prepared by the Company in conformity with accounting principles generally accepted in the United States of America ("US GAAP") applicable to interim financial information and with the rules and regulations of the United States Securities and Exchange Commission. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed, or omitted, pursuant to such rules and regulations. In the opinion of management, the unaudited interim financial statements include all adjustments necessary for the fair presentation of the results of the interim periods presented. All adjustments are of a normal recurring nature, except as otherwise noted below. These financial statements should be read in conjunction with the Company's audited consolidated financial statements and notes thereto for the year ended December 31, 2014, included in the Company's Annual Report on Form 10-K, filed April 14, 2015, with the Securities and Exchange Commission. The results of operations for the interim periods are not necessarily indicative of the results of operations for any other interim period or for a full fiscal year. Use of Estimates Preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The more significant accounting estimates inherent in the preparation of the Company's financial statements include estimates as to valuation of equity related instruments issued and deferred income taxes. Fair Value of Financial Instruments Financial instruments, including cash, accounts payable and accrued liabilities, short-term loans and convertible note payable are carried at cost, which management believes approximates fair value due to the short-term nature of these instruments. The Company measures the fair value of financial assets and liabilities pursuant to ASC 820 "Fair Value Measurements and Disclosures" which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. ASC 820 establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The policy describes three levels of inputs that may be used to measure fair value: Level 1 – quoted prices in active markets for identical assets or liabilities Level 2 – quoted prices for similar assets and liabilities in active markets or inputs that are observable Level 3 – inputs that are unobservable (for example cash flow modeling inputs based on assumptions) Level 1 inputs are used to measure cash. At June 30, 2015 there were no other assets or liabilities subject to additional disclosure. Loss per Share and Potentially Dilutive Securities Basic loss per share is computed by dividing the net loss available to common stockholders by the weighted average number of common shares outstanding in the period. Diluted loss per share takes into consideration common shares outstanding (computed under basic earnings per share) and potentially dilutive securities. The effect of 13,000,000 stock options (2014 – nil), 8,700,000 outstanding warrants (2014 – 5,200,000) and debt convertible into 1,250,000 common shares (2014 – 400,000) ($100,000 convertible note payable with a $0.08 conversion price) were not included in the computation of diluted earnings per share for all periods presented because it was anti-dilutive due to the Company’s losses. Share-Based Compensation The Company has granted warrants and options to purchase shares of the Company's common stock to various parties for consulting services. The fair values of the warrants and options issued have been estimated using the Black-Scholes Option Pricing Model. The Company accounts for share-based compensation under "Share-Based Payment," which recognizes awards at fair value on the date of grant and recognition of compensation over the service period for awards expected to vest. The fair value of stock options is determined using the Black-Scholes Option Pricing Model. The Company accounts for stock compensation arrangements with non-employees in accordance with FASB Codification 505 – 50 "Equity-Based Payments to Non-Employees", which requires that such equity instruments are recorded at their fair value on the measurement date. The measurement of share-based compensation is subject to periodic adjustment as the underlying instruments vest. The fair value of stock options is estimated using the Black-Scholes Option Pricing Model and the compensation charges are amortized over the vesting period. Related Party Transactions A related party is generally defined as (i) any person that holds 10% or more of the Company's securities and their immediate families, (ii) the Company's management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with the Company, or (iv) anyone who can significantly influence the financial and operating decisions of the Company. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. Recent Accounting Pronouncements In August 2014, the FASB issued Accounting Standards Update 2014-15, Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern, which provides guidance on determining when and how reporting entities must disclose going-concern uncertainties in their financial statements. The new standard requires management to perform interim and annual assessment of an entity's ability to continue as a going concern within one year of the date of issuance of the entity's financial statements (or within one year after the date on which the financial statements are available to be issued, when applicable). Further, an entity must provide certain disclosures if there is substantial doubt about the entity's ability to continue as a going concern. The requirement is effective for annual periods ending after December 15, 2016, and interim periods thereafter, early adoption is permitted. The adoption of this guidance is not expected to have a material impact on the Company's financial statements.

3. Sales Agreement with Intrepi

3. Sales Agreement with Intrepid Innovations Corporation	6 Months Ended
	Jun. 30, 2015
Sales Agreement With Intrepid Innovations Corporation
Sales Agreement with Intrepid Innovations Corporation	During the year ended December 31, 2013, the Company entered into an agreement with Intrepid Innovations Corporation (“Intrepid”) to sell the exclusive rights for the application of the AAGP ™ molecule. The total purchase price for the exclusive rights to the application was $2,500,000 and was to be paid as follows: $25,000 cash deposit (received); $25,000 paid by cash on or before April 22, 2014 as a balance of the transaction deposit (received); Six monthly payments of $25,000 on or before May 22, June 22, July 22, August 22, September 22 and October 22, 2014 ($5,000 received); and $2,300,000 paid by the issuance of 3,500,000 restricted shares of the buyer as payment of the outstanding balance. These shares can be redeemed by a cash payment at any time within the first 6 months of the effective date of this agreement. Once the Company had received $2,500,000 in total through payment, sale of the shares and through the redemption of the shares, any surplus shares would have been returned to Intrepid. In the event that the total payment had not totaled $2,500,000, Intrepid would pay the difference to the Company no later than 13 months after the effective date of this agreement. The agreement was terminated during the year ended December 31, 2014 due to non-payment of the agreed to amounts. The amounts advanced are non-refundable in accordance with the agreement and as at December 31, 2014, the Company recognized a gain on deposit on sale in the amount of $55,000 to the statement of operations.

4. Accounts Receivable

4. Accounts Receivable	6 Months Ended
	Jun. 30, 2015
Notes to Financial Statements [Abstract]
Accounts Receivable	Accounts receivable consists of refundable sales tax paid on purchases made in Canada.

5. Intangible Assets

5. Intangible Assets	6 Months Ended
	Jun. 30, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
5. Intangible Assets	During the six month period ended June 30, 2015, the Company entered into an Assignment of Patents and Patent Application (effective January 1, 2015) (the “Patent Assignment”) with the Institut National des Sciences Appliquees de Rouen (“INSA”) for the assignment of certain patents and all rights associated therewith (the “Patents”). The Company and INSA had previously entered into a licensing agreement for the Patents in August 2004. The Patent Assignment transfers all of the Patents and rights associated therewith to the Company upon payment to INSA in the sum of 25,000 Euros (paid). During the six month period ended June 30, 2015, the Company entered into a Technology Transfer Agreement with Grant Young for the assignment of his 50% ownership of certain patents and all rights associated therewith (the “Patent Rights”). In exchange for the Patent Rights, the Company agreed to pay $10,000 (paid) and to issue 6,000,000 warrants (issued) to purchase shares of the Company’s common stock at an exercise price of $0.10 per share for a period of five years. The Patent Rights had a total fair value of $35,000, which was allocated as $10,000 to the cash consideration paid, with the remaining $25,000 being allocated to the warrant component of the overall consideration. The remaining 50% ownership of the Patent Rights was acquired from the Governors of the University of Alberta in exchange for a future gross revenue royalty further discussed in Note 13(c).

6. Short-Term Loans

6. Short-Term Loans	6 Months Ended
	Jun. 30, 2015
Notes to Financial Statements [Abstract]
Short-Term Loans	During the year ended December 31, 2013, the Company received a loan of $20,000. The loan was to be repaid by November 8, 2014, along with $10,000 in interest. In addition, the Company issued 500,000 warrants to the lender, exercisable at $0.25 for a period of 5 years. The proceeds of the loan were allocated between the debt and warrants based on a relative fair value approach, which bifurcates between the values of the two securities at the time of issuance. Using this approach, the fair value of the warrants was estimated at $4,400, with the remaining $15,600 being allocated to the debt portion; to be accreted to its settlement value over the term of the loan. The loan was settled in August 2014 for $23,500 (Note 7), and total accretion for the year ended December 31, 2014 was $2,630, while accrued interest on the loan principal totaled $7,653 as at the settlement date. A gain on settlement of $3,116 was recognized based on a settlement payment made totaling $23,500 (Note 7). A total of $60,250 in short-term loans were paid directly by the Company's CEO. The amount is now owing to the CEO and has been included in accounts payable and accrued liabilities as at December 31, 2014 as no formal loan agreements had been completed. These amounts were settled as part of the financing detailed in Note 11(c). The remainder of the short-term loans in the amount of $nil (December 31, 2014 - $63,250) are unsecured, non-interest bearing and are repayable on demand.

7. Convertible Note Payable

7. Convertible Note Payable	6 Months Ended
	Jun. 30, 2015
Notes to Financial Statements [Abstract]
Convertible Note Payable	On July 1, 2011, the Company executed a loan agreement under which the Company issued to a corporation an 8% convertible promissory note in exchange for $300,000. The note holder had the right to demand payment of outstanding principal and interest at any time with a 30-day grace period. The note was due and payable no later than June 30, 2016, and was convertible into shares of the Company's common stock at $0.025 per share. No beneficial conversion feature was applicable to this convertible note. During the year ended December 31, 2014, the Company and the corporation commenced discussions in regards to the settlement of the convertible note. A settlement agreement was finalized during the six month period ended June 30, 2015, but the Company has accounted for the transaction as at December 31, 2014. The settlement agreement stipulated that the convertible note plus accrued interest of $84,000 (included in accounts payable and accrued liabilities as at December 31, 2014) was to be settled through the issuance of 3,840,000 shares of the Company's common stock. The fair value of the shares was determined to be $192,000 ($0.05 per share) and the Company recognized a gain on settlement in the amount of $192,000 as at December 31, 2014. The settlement agreement also stipulated the payment of $161,750 to the corporation to settle other amounts included in accounts payable and accrued liabilities and short-term loans, all of which has been paid as at June 30, 2015. On June 17, 2014, the Company executed a loan agreement under which the Company issued to a related party an 8% convertible promissory note in exchange for an initial amount of $10,000, with the ability to be increased to $100,000. During the year ended December 31, 2014, additional amounts totaling $90,000 were advanced, $23,500 of which was paid directly to settle certain short-term loans outstanding (Note 6). The note holder has the right to demand payment of outstanding principal and interest at any time with a 30-day grace period. The note is due and payable no later than December 31, 2015, and is convertible into shares of the Company’s common stock at $0.25 per share. No beneficial conversion feature was applicable to this convertible note. On July 1, 2015, the Company’s board of directors approved an adjustment to the conversion price from $0.25 to $0.08. Subsequent to the six month period ended June 30, 2015 the note was converted (Note 14).

8. Share-Based Compensation

8. Share-Based Compensation	6 Months Ended
	Jun. 30, 2015
Notes to Financial Statements [Abstract]
Share-Based Compensation	During the six month period ended June 30, 2015, the Company issued shares of common stock to non-employee consultants for services rendered as follows: 2015 Number of Shares Value per Share Total February 2015 1,000,000 0.04 40,000 June 2015 100,000 $ 0.07 $ 7,000 Total, June 30, 2015 1,100,000 $ 47,000

9. Stock Options

9. Stock Options	6 Months Ended
	Jun. 30, 2015
Notes to Financial Statements [Abstract]
Stock Options	Stock option transactions are summarized as follows: Number of Stock Options Weighted Average Exercise Price Weighted Average Fair Value Weighted Average Remaining Life $ $ (Years) Outstanding, December 31, 2014 - - - Options granted (not pursuant to Plan) 13,000,000 0.04 0.03 Outstanding, June 30, 2015 13,000,000 0.04 0.03 4.0 The fair values of the stock options granted during the six month period ended June 30, 2015 were estimated using the Black-Scholes Option Pricing Model. The weighted average assumptions used in the pricing model for these options are as follows: For the six month period ended June 30, 2015 Risk-free interest rate 0.81 % Dividend yield 0.00 % Expected stock price volatility 125.00 % Expected forfeiture rate 0.00 % Expected life 4.81 years The following non-qualified stock options were outstanding and exercisable at June 30, 2015: Expiry date Exercise Price Number of Options Outstanding Number of Options Exercisable $ March 12, 2016 0.10 1,000,000 250,000 February 25, 2017 0.04 2,000,000 - February 24, 2018 0.05 1,000,000 1,000,000 February 25, 2020 0.04 4,000,000 1,600,000 February 28, 2020 0.04 5,000,000 2,500,000 13,000,000 5,350,000 As at June 30, 2015, the aggregate intrinsic value of the Company’s outstanding stock options is $350,000 (2014 - $nil).

10. Warrants

10. Warrants	6 Months Ended
	Jun. 30, 2015
Notes to Financial Statements [Abstract]
Warrants	Warrant transactions are summarized as follows: Number of Warrants Weighted Average Exercise Price Balance, December 31, 2014 5,200,000 $ 0.09 Issued 6,000,000 $ 0.10 Expired (2,500,000 ) $ 0.05 Balance, June 30, 2015 8,700,000 $ 0.11 The following warrants were outstanding and exercisable as at June 30, 2015: Number of Warrants Exercise Price Expiry Date 1,600,000 0.10 January 1 , 2016 300,000 0.05 January 1 , 2016 300,000 0.15 January 1 , 2016 500,000 0.25 November 8, 2018 6,000,000 0.10 April 22, 2020 8,700,000

11. Stockholders Deficiency

11. Stockholders Deficiency	6 Months Ended
	Jun. 30, 2015
Notes to Financial Statements [Abstract]
Stockholders Deficiency	The Company is authorized to issue 400,000,000 (2014 – 400,000,000) shares of $0.0000053 par value common stock. Each holder of common stock has the right to one vote but does not have cumulative voting rights. Shares of common stock are not subject to any redemption or sinking fund provisions, nor do they have any preemptive, subscription or conversion rights. Holders of common stock are entitled to receive dividends whenever funds are legally available and when declared by the board of directors, subject to the prior rights of holders of all classes of stock outstanding having priority rights as to dividends. No dividends have been declared or paid as of June 30, 2015 (2014 - $nil). During the six month period ended June 30, 2015, the Company: a) Issued 1,000,000 shares of common stock with a fair value of $40,000 ($0.04 per share) pursuant to a directorship agreement entered into on February 25, 2015 (Note 12). b) Issued 3,840,000 shares of common stock with a fair value of $192,000 ($0.05 per share) pursuant to a settlement agreement completed on March 2, 2015 with a convertible note holder (Note 7). c) Issued 15,000,000 shares of common stock at $0.025 per share pursuant to a stock subscription agreement with the Company's President and CEO. The proceeds of $375,000 were offset by certain amounts owing to the President and CEO as previously included in accounts payable and accrued liabilities and short-term loans (Note 6). The remaining proceeds of $205,000 were received in cash during the six months ended June 30, 2015. d) Issued 2,500,000 shares of common stock to two investors (one of which was the President and CEO of the Company) at $0.05 per share for gross proceeds of $125,000. e) Cancelled 250,000 shares of common stock that were returned to treasury. The shares had been issued in error and the Company had accounted for the return as "Common stock to be returned to treasury" as at December 31, 2014. f) Issued 250,000 shares of common stock pursuant to a stock subscription received during the year ended December 31, 2010. g) Issued 1,250,000 shares of common stock at $0.08 per share for gross proceeds of $100,000 pursuant to a private placement offering. h) Issued 312,500 shares of common stock at $0.08 per share for gross proceeds of $25,000 pursuant to a private placement offering. i) Issued 375,000 shares of common stock at $0.08 per share for gross proceeds of $30,000 pursuant to a private placement offering. j) Issued 625,000 shares of common stock at a price of $0.08 per share pursuant to a stock subscription agreement with the Company's President and CEO. The proceeds of $50,000 were offset in their entirety by certain amounts owing to the President and CEO as previously included in accounts payable and accrued liabilities. k) Issued 100,000 shares of common stock with a fair value of $7,000 ($0.07 per share) pursuant to a consulting agreement entered into on March 1, 2015 (Note 13)

12. Related Party Transactions

12. Related Party Transactions and Balances	6 Months Ended
	Jun. 30, 2015
Related Party Transactions And Balances
Related Party Transactions and Balances	During the six month period ended June 30, 2015, the Company: a) Entered into a directorship agreement effective February 25, 2015 with a newly appointed director of the Company. Pursuant to the agreement, the director was issued 1,000,000 shares of common stock as an engagement fee (Note 11) and will be entitled to a compensatory service fee. The director is also entitled to 1,000,000 stock options on signing (Note 9) exercisable into common shares of the Company for a period of 3 years at a price of $0.05 per share. During the six month period ended June 30, 2015, the director provided $6,000 in contributed services, which were recorded as professional fees against additional paid-in capital. During the six month period ended June 30, 2015, this director resigned from the board but has been appointed to the Company’s Business and Scientific Advisory Board as a consultant. b) Entered into a consulting agreement dated March 30, 2015 (effective January 1, 2015) with the Company’s President and CEO whereby he will be compensated at a nominal amount of $1 for services through to December 31, 2015. The agreement also stipulates a termination fee that would pay the Company’s President and CEO $100,000 if terminated without cause or in the case of termination upon a change of control event, the termination fee would be equal to $100,000 plus 2.5% of the aggregate transaction value of the change of control. c) Entered into a consulting agreement dated March 30, 2015 (effective January 1, 2015) with the Company’s CFO whereby she will be compensated at a monthly fee of $4,000 for services through to December 31, 2018 ($4,000 per month for fiscal 2015 She is also entitled (as of February 26, 2015) to 4,000,000 stock options (Note 9) exercisable into common shares of the Company for a period of 5 years at a price of $0.04 per share. The options vest monthly in tranches of 400,000 over 10 months. She will also be entitled to an additional 2,000,000 stock options exercisable for a period of 2 years at a price of $0.04 per share that will vest only upon a change in control. If terminated without cause, the agreement also stipulates a termination fee that would pay the Company’s CFO three times her monthly consulting fee in effect as of the date of termination or if terminated without cause after January 1, 2016, six times her monthly consulting fee in effect as of the date of termination. In the case of termination upon a change of control event, the termination fee would be equal to two times the amount that she would receive as if terminated without cause. As at June 30, 2015 and December 31, 2014, the following amounts are due to related parties: June 30, 2015 December 31, 2014 Clarence Smith (CEO) Accounts payable and accrued liabilities $ 7,271 $ 129,592 Short-term loans $ nil $ 20,000 Convertible note payable $ 100,000 $ 100,000 Susan Woodward (CFO) Accounts payable and accrued liabilities $ $nil $ 12,000 Amounts included in accounts payable and accrued liabilities are non-interest bearing, unsecured and repayable on demand. Amounts included in short-term loans and convertible note payable have terms disclosed in Notes 6 and 7 respectively.

13. Commitments

13. Commitments	6 Months Ended
	Jun. 30, 2015
Commitments and Contingencies Disclosure [Abstract]
13. Commitments	During the six month period ended June 30, 2015, the Company: a) Entered into a consulting agreement effective March 1, 2015, whereby the Company would pay the consultant $10,000 on signing (paid) and $5,000 per month for an initial term of 1 year for providing research and development services. The consultant is also entitled to 5,000,000 stock options within 30 days of the consulting agreement (Note 9), with each stock option exercisable into a common share at a price of $0.04 for a period of 5 years. The stock options vested 25% on grant and 25% every 3 months thereafter. b) Entered into a consulting agreement effective March 1, 2015, whereby the Company would pay the consultant $2,700 per month for an initial term of 1 year for providing public relation services. The consultant is also entitled to 400,000 shares of common stock, which will be issued at a rate of 25% (100,000 shares) every 3 months over the term of the agreement. The consultant is also entitled to 1,000,000 stock options on signing (Note 9), with each stock option exercisable into a common share at a price of $0.10 for a period of 5 years. The stock options vest at the rate of 25% every 3 months over the term of the agreement. c) Entered into a royalty agreement with the Governors of the University of Alberta (the “University”) whereby the University had developed certain intellectual property (the “Additional Patent Rights”) in conjunction with and by permission of the Company employing patented intellectual property of the Company. The agreement assigns the Patent Rights to the Company in return for 5% of any future gross revenues (the “Royalty”) derived from products arising from the Patent Rights. The Company will have the right and option for two years from the earlier of the first date that the University publishes its research related to the Patent Rights or September 1, 2015 to buy out all of the University’s Royalty for consideration of the aggregate sum of CDN $5,000,000.

14. Subsequent Event

14. Subsequent Event	6 Months Ended
	Jun. 30, 2015
Notes to Financial Statements [Abstract]
Subsequent Event	Subsequent to the six month period ended June 30, 2015, the Company: a) Entered into a director consulting agreement effective July 1, 2015 with a newly appointed director of the Company. Pursuant to the agreement, the director is entitled to 1,000,000 stock options exercisable into common shares of the Company at a price of $0.10 per share for a period of 2 years. The options vest monthly over the term of the agreement. b) Entered into a consulting agreement for business development services effective July 1, 2015. The consultant was granted 600,000 stock options exercisable into common shares of the Company at a price of $0.10 per share for a period of 3 years. The options vest monthly over the term of the agreement. c) Issued 1,250,000 shares of the Company’s common stock at an adjusted conversion price of $0.08 per share to the Company’s President and CEO on conversion of the $100,000 8% promissory note (Note 7).

2. Summary of Significant Acc21

2. Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2015
Notes to Financial Statements [Abstract]
Basis of Presentation	The accompanying unaudited financial statements have been prepared by the Company in conformity with accounting principles generally accepted in the United States of America ("US GAAP") applicable to interim financial information and with the rules and regulations of the United States Securities and Exchange Commission. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed, or omitted, pursuant to such rules and regulations. In the opinion of management, the unaudited interim financial statements include all adjustments necessary for the fair presentation of the results of the interim periods presented. All adjustments are of a normal recurring nature, except as otherwise noted below. These financial statements should be read in conjunction with the Company's audited consolidated financial statements and notes thereto for the year ended December 31, 2014, included in the Company's Annual Report on Form 10-K, filed April 14, 2015, with the Securities and Exchange Commission. The results of operations for the interim periods are not necessarily indicative of the results of operations for any other interim period or for a full fiscal year.
Use of Estimates	Preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The more significant accounting estimates inherent in the preparation of the Company's financial statements include estimates as to valuation of equity related instruments issued and deferred income taxes.
Fair Value of Financial Instruments	Financial instruments, including cash, accounts payable and accrued liabilities, short-term loans and convertible note payable are carried at cost, which management believes approximates fair value due to the short-term nature of these instruments. The Company measures the fair value of financial assets and liabilities pursuant to ASC 820 "Fair Value Measurements and Disclosures" which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. ASC 820 establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The policy describes three levels of inputs that may be used to measure fair value: Level 1 – quoted prices in active markets for identical assets or liabilities Level 2 – quoted prices for similar assets and liabilities in active markets or inputs that are observable Level 3 – inputs that are unobservable (for example cash flow modeling inputs based on assumptions) Level 1 inputs are used to measure cash. At June 30, 2015 there were no other assets or liabilities subject to additional disclosure.
Loss per Share and Potentially Dilutive Securities	Basic loss per share is computed by dividing the net loss available to common stockholders by the weighted average number of common shares outstanding in the period. Diluted loss per share takes into consideration common shares outstanding (computed under basic earnings per share) and potentially dilutive securities. The effect of 13,000,000 stock options (2014 – nil), 8,700,000 outstanding warrants (2014 – 5,200,000) and debt convertible into 1,250,000 common shares (2014 – 400,000) ($100,000 convertible note payable with a $0.08 conversion price) were not included in the computation of diluted earnings per share for all periods presented because it was anti-dilutive due to the Company’s losses.
Share-Based Compensation	The Company has granted warrants and options to purchase shares of the Company's common stock to various parties for consulting services. The fair values of the warrants and options issued have been estimated using the Black-Scholes Option Pricing Model. The Company accounts for share-based compensation under "Share-Based Payment," which recognizes awards at fair value on the date of grant and recognition of compensation over the service period for awards expected to vest. The fair value of stock options is determined using the Black-Scholes Option Pricing Model. The Company accounts for stock compensation arrangements with non-employees in accordance with FASB Codification 505 – 50 "Equity-Based Payments to Non-Employees", which requires that such equity instruments are recorded at their fair value on the measurement date. The measurement of share-based compensation is subject to periodic adjustment as the underlying instruments vest. The fair value of stock options is estimated using the Black-Scholes Option Pricing Model and the compensation charges are amortized over the vesting period.
Related Party Transactions	A related party is generally defined as (i) any person that holds 10% or more of the Company's securities and their immediate families, (ii) the Company's management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with the Company, or (iv) anyone who can significantly influence the financial and operating decisions of the Company. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties.
Recent Accounting Pronouncements	In August 2014, the FASB issued Accounting Standards Update 2014-15, Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern, which provides guidance on determining when and how reporting entities must disclose going-concern uncertainties in their financial statements. The new standard requires management to perform interim and annual assessment of an entity's ability to continue as a going concern within one year of the date of issuance of the entity's financial statements (or within one year after the date on which the financial statements are available to be issued, when applicable). Further, an entity must provide certain disclosures if there is substantial doubt about the entity's ability to continue as a going concern. The requirement is effective for annual periods ending after December 15, 2016, and interim periods thereafter, early adoption is permitted. The adoption of this guidance is not expected to have a material impact on the Company's financial statements.

8. Share-Based Compensation (Ta

8. Share-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2015
Notes to Financial Statements [Abstract]
Schedule of Stock Incentive Plan, Issuances	2015 Number of Shares Value per Share Total February 2015 1,000,000 0.04 40,000 June 2015 100,000 $ 0.07 $ 7,000 Total, June 30, 2015 1,100,000 $ 47,000

9. Stock Options (Tables)

9. Stock Options (Tables)	6 Months Ended
	Jun. 30, 2015
Notes to Financial Statements [Abstract]
Schedule of Share-based Compensation, Stock Options, Activity	Number of Stock Options Weighted Average Exercise Price Weighted Average Fair Value Weighted Average Remaining Life $ $ (Years) Outstanding, December 31, 2014 - - - Options granted (not pursuant to Plan) 13,000,000 0.04 0.03 Outstanding, June 30, 2015 13,000,000 0.04 0.03 4.0
Schedule of valuation assumptions for options	For the six month period ended June 30, 2015 Risk-free interest rate 0.81 % Dividend yield 0.00 % Expected stock price volatility 125.00 % Expected forfeiture rate 0.00 % Expected life 4.81 years
Schedule of options by exercise price	Expiry date Exercise Price Number of Options Outstanding Number of Options Exercisable $ March 12, 2016 0.10 1,000,000 250,000 February 25, 2017 0.04 2,000,000 - February 24, 2018 0.05 1,000,000 1,000,000 February 25, 2020 0.04 4,000,000 1,600,000 February 28, 2020 0.04 5,000,000 2,500,000 13,000,000 5,350,000

10. Warrants (Tables)

10. Warrants (Tables)	6 Months Ended
	Jun. 30, 2015
Notes to Financial Statements [Abstract]
Schedule of Warrant Activity	Number of Warrants Weighted Average Exercise Price Balance, December 31, 2014 5,200,000 $ 0.09 Issued 6,000,000 $ 0.10 Expired (2,500,000 ) $ 0.05 Balance, June 30, 2015 8,700,000 $ 0.11
Schedule of Stockholders' Equity Note, Warrants or Rights	Number of Warrants Exercise Price Expiry Date 1,600,000 0.10 January 1 , 2016 300,000 0.05 January 1 , 2016 300,000 0.15 January 1 , 2016 500,000 0.25 November 8, 2018 6,000,000 0.10 April 22, 2020 8,700,000

12. Related Party Transaction25

12. Related Party Transactions and Balances (Tables)	6 Months Ended
	Jun. 30, 2015
Related Party Transactions And Balances Tables
Schedule of related party transactions	June 30, 2015 December 31, 2014 Clarence Smith (CEO) Accounts payable and accrued liabilities $ 7,271 $ 129,592 Short-term loans $ nil $ 20,000 Convertible note payable $ 100,000 $ 100,000 Susan Woodward (CFO) Accounts payable and accrued liabilities $ $nil $ 12,000

2. Summary of Significant Acc26

2. Summary of Significant Accounting Policies (Details Narrative) - shares	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share	13,000,000
Convertible Debt Securities [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share	1,250,000	400,000
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share	8,700,000	5,200,000

8. Share-based Compensation (De

8. Share-based Compensation (Details) - 6 months ended Jun. 30, 2015 - USD ($)	Total
Number of Shares issued to non-employee consultants	1,100,000
Total	$ 47,000
February 2,015
Number of Shares issued to non-employee consultants	1,000,000
Value per Share	$ .04
Total	$ 40,000
June 2,015
Number of Shares issued to non-employee consultants	100,000
Value per Share	$ .07
Total	$ 47,000

9. Stock Options (Details)

9. Stock Options (Details) - 6 months ended Jun. 30, 2015 - $ / shares	Total
Outstanding, ending	13,000,000
Stock options
Outstanding, beginning	0
Options granted	13,000,000
Outstanding, ending	13,000,000
Weighted average exercise price beginning balance	$ 0
Weighted Average Exercise Price, granted	.04
Weighed average exercise price ending balance	.04
Weighted Average Fair Value, beginning	0
Weighted Average Fair Value, granted	.03
Weighted Average Fair Value, ending	$ .03
Weighted Average Remaining Life	4 years

9. Stock Options (Details 1)

9. Stock Options (Details 1) - 6 months ended Jun. 30, 2015 - Stock options	Total
Risk-free interest rate	0.81%
Dividend yield	0.00%
Expected stock price volatility	125.00%
Expected forfeiture rate	0.00%
Expected life	4 years 9 months 22 days

9. Stock Options (Details 2)

9. Stock Options (Details 2) - Jun. 30, 2015 - $ / shares	Total
Outstanding, ending	13,000,000
Number of options exercisable	5,350,000
March 12, 2016
Weighed average exercise price ending balance	$ 0.1
Outstanding, ending	1,000,000
Number of options exercisable	250,000
February 25, 2017
Weighed average exercise price ending balance	$ 0.04
Outstanding, ending	2,000,000
Number of options exercisable	0
February 24, 2018
Weighed average exercise price ending balance	$ 0.05
Outstanding, ending	1,000,000
Number of options exercisable	1,000,000
February 25, 2020
Weighed average exercise price ending balance	$ 0.04
Outstanding, ending	4,000,000
Number of options exercisable	1,600,000
February 28, 2020
Weighed average exercise price ending balance	$ 0.04
Outstanding, ending	5,000,000
Number of options exercisable	2,500,000

10. Schedule of Warrant Activit

10. Schedule of Warrant Activity (Details) - 6 months ended Jun. 30, 2015 - $ / shares	Total
Outstanding, ending	13,000,000
Warrant
Outstanding, beginning	5,200,000
Issued	6,000,000
Warrants expired	(2,500,000)
Outstanding, ending	8,700,000
Weighted average exercise price beginning balance	$ .09
Weighted average exercise price warrants issued	.10
Weighted average exercise price warrants expired	0.05
Weighed average exercise price ending balance	$ .11

10. Schedule of Stockholders' E

10. Schedule of Stockholders' Equity Note, Warrants or Rights (Details) - Jun. 30, 2015 - $ / shares	Total
Number of Warrants	8,700,000
Warrants Expiring April 22, 2020
Number of Warrants	6,000,000
Warrant Exercise Price	$ 0.1
Warrants Expiring January 1 , 2016
Number of Warrants	1,600,000
Warrant Exercise Price	$ 0.1
Warrants B Expiring January 1 , 2016
Number of Warrants	300,000
Warrant Exercise Price	$ 0.05
Warrants C Expiring January 1 , 2016
Number of Warrants	300,000
Warrant Exercise Price	$ 0.15
Warrants Expiring November 8, 2018
Number of Warrants	500,000
Warrant Exercise Price	$ 0.25

12. Related Party Transaction33

12. Related Party Transactions and Balances (Details) - USD ($)	Jun. 30, 2015	Dec. 31, 2014
Accounts payable and accrued liabilities	$ 112,467	$ 270,893
Short-term loans	0	20,000
Convertible note payable	100,000	100,000
Clarence Smith (CEO)
Accounts payable and accrued liabilities	7,271	129,592
Susan Woodard (CFO)
Accounts payable and accrued liabilities	$ 0	$ 12,000