Cellectar Biosciences (CLRB) 10-Q 11 May 18 2018 Q1 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	3 Months Ended
	Mar. 31, 2018	May 07, 2018
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2018
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q1
Entity Registrant Name	Cellectar Biosciences, Inc.
Entity Central Index Key	1,279,704
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Trading Symbol	CLRB
Entity Common Stock, Shares Outstanding		17,388,344

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)	Mar. 31, 2018	Dec. 31, 2017
CURRENT ASSETS:
Cash and cash equivalents	$ 6,820,163	$ 10,006,421
Restricted cash	55,000	55,000
Prepaid expenses and other current assets	770,012	877,996
Total current assets	7,645,175	10,939,417
FIXED ASSETS, NET	228,836	244,713
GOODWILL	1,675,462	1,675,462
OTHER ASSETS	11,872	11,872
TOTAL ASSETS	9,561,345	12,871,464
CURRENT LIABILITIES:
Accounts payable and accrued liabilities	1,883,783	1,867,758
Derivative liability	132,000	105,050
Deferred rent	88,964	138,944
Capital lease obligations, current portion	3,119	3,036
Total current liabilities	2,107,866	2,114,788
LONG-TERM LIABILITIES:
Capital lease obligation, less current portion	1,402	2,213
Total long-term liabilities	1,402	2,213
TOTAL LIABILITIES	2,109,268	2,117,001
COMMITMENTS AND CONTINGENCIES (Note 8)
STOCKHOLDERS’ EQUITY:
Preferred stock, $0.00001 par value; 7,000 shares authorized; Series B preferred stock; 11.5 and 18 issued and outstanding as of March 31, 2018 and December 31, 2017 respectively	637,017	995,782
Common stock, $0.00001 par value; 80,000,000 shares authorized; 17,101,676 and 16,661,446 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively	171	167
Additional paid-in capital	94,640,028	94,107,830
Accumulated deficit	(87,825,139)	(84,349,316)
Total stockholders’ equity	7,452,077	10,754,463
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 9,561,345	$ 12,871,464

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS [Parenthetical] - $ / shares	Mar. 31, 2018	Dec. 31, 2017
Preferred stock, par value (in dollars per share)	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	7,000	7,000
Common stock, par value (in dollars per share)	$ 0.00001	$ 0.00001
Common stock, shares authorized	80,000,000	80,000,000
Common stock, shares issued	17,101,676	16,661,446
Common stock, shares outstanding	17,101,676	16,661,446
Series B Preferred Stock [Member]
Preferred stock, issued	11.5	18
Preferred stock, outstanding	11.5	18

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
COSTS AND EXPENSES:
Research and development	$ 2,124,060	$ 1,856,880
General and administrative	1,329,467	955,356
Total costs and expenses	3,453,527	2,812,236
LOSS FROM OPERATIONS	(3,453,527)	(2,812,236)
OTHER INCOME (EXPENSE):
Loss on revaluation of derivative warrants	(26,950)	(82,475)
Interest income, net	4,654	3,387
Total other income (expense), net	(22,296)	(79,088)
NET LOSS	$ (3,475,823)	$ (2,891,324)
BASIC AND DILUTED NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS PER COMMON SHARE	$ (0.21)	$ (0.24)
SHARES USED IN COMPUTING BASIC AND DILUTED NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS PER COMMON SHARE	16,808,189	12,010,284

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (3,475,823)	$ (2,891,324)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation and amortization	17,301	86,911
Stock-based compensation expense	173,438	165,674
Loss on revaluation of derivative warrants	26,950	82,475
Changes in:
Accounts payable and accrued liabilities	16,025	(230,341)
Prepaid expenses and other current assets	107,984	(199,616)
Other assets and liabilities	(49,980)	(1,216)
Cash used in operating activities	(3,184,105)	(2,987,437)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of fixed assets	(1,425)	(66,301)
Cash used in investing activities	(1,425)	(66,301)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of warrants	0	2,934,759
Payments on notes payable	0	(86,591)
Payments on capital lease obligations	(728)	(655)
Cash (used in) provided by financing activities	(728)	2,847,513
NET DECREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH	(3,186,258)	(206,225)
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH AT BEGINNING OF PERIOD	10,061,421	11,444,619	$ 11,444,619
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH AT END OF PERIOD	6,875,163	11,238,394	$ 10,061,421
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for interest expense	$ 0	$ 364

NATURE OF BUSINESS, ORGANIZATIO

NATURE OF BUSINESS, ORGANIZATION AND GOING CONCERN	3 Months Ended
	Mar. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature Of Business Organization and Going Concern Disclosure [Text Block]	Cellectar Biosciences, Inc. (the “Company”) is a clinical stage biopharmaceutical company focused on the discovery, development and commercialization of drugs for the treatment of cancer. The Company’s core objective is to leverage its proprietary phospholipid drug conjugate TM TM The Company is subject to a number of risks similar to those of other small pharmaceutical companies. Principal among these risks are the need to obtain additional financing necessary to fund future operations, dependence on key individuals, competition from substitute products and larger companies and the successful development and marketing of its products in a highly regulated environment. The accompanying financial statements have been prepared on a basis that assumes that the Company will continue as a going concern and that contemplates the continuity of operations, realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The Company has devoted substantially all its efforts toward research and development and has, during the three months ended March 31, 2018, generated an operating loss of approximately $ 3,454,000 The Company believes that its cash balance at March 31, 2018 is adequate to fund operations into early first quarter 2019. The Company’s ability to execute its operating plan beyond early first quarter 2019 depends on its ability to obtain additional funding via the sale of equity and/or debt securities, a strategic transaction or otherwise. The Company plans to continue to actively pursue financing alternatives, but there can be no assurance that it will obtain the necessary funding, raising substantial doubt about the Company’s ability to continue as a going concern within one year of the date these financial statements are issued. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty. The accompanying condensed consolidated balance sheet as of December 31, 2017 has been derived from audited financial statements. The accompanying unaudited condensed consolidated balance sheet as of March 31, 2018, the condensed consolidated statements of operations for the three months ended March 31, 2018 and 2017, the condensed consolidated statements of cash flows for the three months ended March 31, 2018 and 2017 and the related interim information contained within the notes to the condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions, rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, they do not include all the information and the notes required by U.S. GAAP for complete financial statements. In the opinion of management, the unaudited interim condensed consolidated financial statements reflect all adjustments which are of a nature necessary for the fair presentation of the Company’s consolidated financial position at March 31, 2018 and consolidated results of its operations and cash flows for the three months ended March 31, 2018 and 2017. The results for the three months ended March 31, 2018 are not necessarily indicative of future results. These unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and related notes thereto included in the Company’s Form 10-K for the fiscal year ended December 31, 2017, which was filed with the SEC on March 21, 2018. — The consolidated financial statements include the accounts of the Company and the accounts of its wholly-owned subsidiary. All significant intercompany accounts and transactions have been eliminated. — The Company accounts for cash that is restricted for other than current operations as restricted cash. Restricted cash at March 31, 2018 and December 31, 2017 consisted of a certificate of deposit of $ 55,000 — Goodwill is not amortized but is required to be evaluated for impairment annually or whenever events or changes in circumstances suggest that the carrying value of an asset may not be recoverable. The Company evaluates goodwill for impairment annually in the fourth fiscal quarter and additionally on an interim basis if an event occurs or there is a change in circumstances, such as a decline in the Company’s stock price or a material adverse change in the business climate, which would more likely than not reduce the fair value of the reporting unit below its carrying amount. No such event or change in circumstances occurred; therefore, no changes in goodwill were made during the three months ended March 31, 2018 and 2017. In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill. The standard streamlines the methodology for calculating whether goodwill is impaired based upon whether the carrying amount of goodwill exceeds the reporting unit’s fair value. ASU 2017-04 applies to public business entities and those other entities that have goodwill reported in their financial statements and have not elected the private company alternative for the subsequent measurement of goodwill and is effective for annual and interim reporting periods beginning after December 15, 2019, with early adoption permitted. The Company does not expect that the adoption of this standard will have a material effect on its financial statements. - Lived Assets — The Company uses the Black-Scholes option-pricing model to calculate the grant-date fair value of stock option awards. The resulting compensation expense, net of expected forfeitures, for awards that are not performance-based is recognized on a straight-line basis over the service period of the award, which is generally three years for stock options. For stock options with performance-based vesting provisions, recognition of compensation expense, net of expected forfeitures, commences if and when the achievement of the performance criteria is deemed probable. The compensation expense, net of expected forfeitures, for performance-based stock options is recognized over the relevant performance period. Awards of stock that are not performance-based are valued at the fair market value on the date of the grant and are amortized over the service period of the award. Non-employee stock-based compensation is accounted for in accordance with the guidance of Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) Topic 505, Equity. — The guidance under FASB ASC Topic 825, Financial Instruments — The Company generally does not use derivative instruments to hedge exposures to cash flow or market risks. However, certain warrants to purchase common stock that do not meet the requirements for classification as equity, in accordance with the Derivatives and Hedging Topic of the FASB ASC, are classified as liabilities. In such instances, net-cash settlement is assumed for financial reporting purposes, even when the terms of the underlying contracts do not provide for a net-cash settlement. These warrants are considered derivative instruments because the agreements contain a certain type of cash settlement feature, “down-round” provisions whereby the number of shares for which the warrants are exercisable and/or the exercise price of the warrants is subject to change in the event of certain issuances of stock at prices below the then-effective exercise price of the warrants. The number of shares issuable under such warrants was 494,315 and 533,065 — In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) which supersedes FASB ASC Topic 840, Leases (Topic 840) and provides principles for the recognition, measurement, presentation and disclosure of leases for both lessees and lessors. The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than twelve months regardless of classification. Leases with a term of twelve months or less will be accounted for in a similar fashion to existing guidance for operating leases. The standard is effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted upon issuance. The Company is currently evaluating the method of adoption and the impact of adopting ASU 2016-02 on its results of operations, cash flows and financial position. In July 2017, the FASB issued Accounting Standards Update (“ASU”) No. 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480), Derivatives and Hedging (Topic 815).

FAIR VALUE

FAIR VALUE	3 Months Ended
	Mar. 31, 2018
Fair Value Disclosures [Abstract]
Fair Value Disclosures [Text Block]	2. FAIR VALUE In accordance with Fair Value Measurements and Disclosures Topic of the FASB ASC 820, the Company groups its financial assets and financial liabilities generally measured at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. ⋅ Level 1: Input prices quoted in an active market for identical financial assets or liabilities. ⋅ Level 2: Inputs other than prices quoted in Level 1, such as prices quoted for similar financial assets and liabilities in active markets, prices for identical assets, and liabilities in markets that are not active or other inputs that are observable or can be corroborated by observable market data. ⋅ Level 3: Input prices quoted that are significant to the fair value of the financial assets or liabilities which are not observable or supported by an active market. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company issued warrants to purchase an aggregate of 82,500 27,500 16,250 38,750 February 20, 2018 In August 2014, as part of an underwritten public offering, the Company issued 494,315 March 31, 2018 Level 1 Level 2 Level 3 Fair Value Liabilities: August 2014 Warrants $ — $ 132,000 $ — $ 132,000 Total $ — $ 132,000 $ — $ 132,000 December 31, 2017 Level 1 Level 2 Level 3 Fair Value Liabilities: February 2013 Public Offering Warrants $ — $ — $ 5,050 $ 5,050 August 2014 Warrants — 100,000 — 100,000 Total $ — $ 100,000 $ 5,050 $ 105,050 In order to estimate the value of the February 2013 Public Offering Warrants considered to be derivative instruments, the Company uses a modified option-pricing model together with assumptions that consider, among other variables, the fair value of the underlying stock, risk-free interest rates, volatility, the contractual term of the warrants, future financing requirements and dividend rates. The future financing estimates are based on the Company’s estimates of anticipated cash requirements over the term of the warrants as well as the frequency of required financings based on its assessment of its historical financing trends and anticipated future events. These warrants are classified within the Level 3 hierarchy because of the nature of the inputs and the valuation technique utilized. Three Months Twelve Months Volatility N/A 76-118 % Risk-free interest rate N/A 1.03-1.39 % Expected life (years) N/A 0.14-0.89 Dividend N/A 0 % Three Months Twelve Months Beginning balance – Fair value $ 5,050 $ 27,125 (Gain) on derivatives resulting from change in fair value or extinguishment (5,050) (22,075) Ending balance – Fair value $ — $ 5,050 To estimate the fair value of the August 2014 Warrants, the Company calculated the weighted average closing price for the trailing 10-day period with trades that ended on the balance sheet date.

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	3 Months Ended
	Mar. 31, 2018
Equity [Abstract]
Stockholders' Equity Note Disclosure [Text Block]	3. STOCKHOLDERS’ EQUITY Authorized Share Increase At a special meeting held on September 12, 2017, the Company’s stockholders approved the ratification of the approval of the Certificate of Amendment to our Certificate of Incorporation to increase the number of authorized shares by 40,000,000 80,000,000 October 2017 Registered Direct Offering On October 12, 2017, the Company closed on a registered direct offering (the “October 2017 Registered Direct Offering”), priced at-the-market, of 1,954,388 41.0412949 100,000 53,369 2,190,330 1.87375 7.76 3,108,538 0.75 1.78 7.8 7.1 In order to account for the October 2017 Registered Direct Offering, the Company allocated the proceeds to the common stock, the Series B Preferred Stock and the Series D warrants on a relative fair value basis. Then using the effective conversion price of the Series B Preferred Stock, the Company determined that there was a beneficial conversion feature of $ 1,448,945 On or prior to December 31, 2017, 23 1,227,485 6.5 346,898 11.5 615,947 Common Stock Warrants Offering Number of Shares Exercise Expiration Date October 2017 Series D Warrants 3,108,538 $ 1.78 October 14, 2024 November 2016 Public Offering Series C 4,157,850 $ 1.50 November 29, 2021 April 2016 Underwritten Registered Series A 3,626,942 $ 3.04 April 20,2021 October 2015 Incremental Series A 300,006 $ 2.13 October 20,2021 October 2015 Private Placement Series A 86,365 $ 2.13 April 1, 2021 October 2015 Offering – Placement Agent 3,750 $ 28.30 October 1, 2020 August 2014 Public Offering (1) 504,019 $ 46.80 August 20, 2019 Total 11,787,470 (1) These warrants have a certain type of cash settlement feature and they have been accounted for as derivative instruments as described in Note 1, with the exception of 9,704

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION	3 Months Ended
	Mar. 31, 2018
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Disclosure of Compensation Related Costs, Share-based Payments [Text Block]	4. STOCK-BASED COMPENSATION Accounting for Stock-Based Compensation During the three months ended March 31, 2018 there were no option grants issued. Three Months Ended 2018 2017 Employee and director stock option grants: Research and development $ 34,127 $ 16,648 General and administrative 139,311 149,026 Total stock-based compensation $ 173,438 $ 165,674 Assumptions Used in Determining Fair Value Valuation and amortization method Volatility. Risk-free interest rate Expected term Forfeitures. 2 There were no stock option grants during the three months ended March 31, 2018. Stock Option Activity Number of Weighted Weighted Aggregate Outstanding at December 31, 2017 531,729 $ 6.55 Granted — $ — Expired (4,350) $ 48.57 Forfeited (17,987) $ 1.89 Outstanding at March 31, 2018 509,392 $ 6.36 Exercisable, March 31, 2018 278,499 $ 8.40 7.75 $ — Unvested, March 31, 2018 230,893 $ 3.89 8.48 $ — The aggregate intrinsic value of options outstanding is calculated based on the positive difference between the estimated per-share fair value of common stock at the end of the respective period and the exercise price of the underlying options. There have been no option exercises to date. Shares of common stock issued upon the exercise of options are from authorized but unissued shares. As of March 31, 2018, there was approximately $ 1,023,289 489,116 462,703 71,470 6.67 3.18 Restricted Stock Grant 480,000 2.10 380,000 Outstanding at December 31, 2017 380,000 Granted — Vested (93,332) Outstanding at March 31, 2018 286,668

NOTES PAYABLE

NOTES PAYABLE	3 Months Ended
	Mar. 31, 2018
Debt Disclosure [Abstract]
Notes Payable Disclosure [Text Block]	5. NOTES PAYABLE During the quarter ended March 31, 2017, the two loans with initial principal amounts totaling $ 450,000

INCOME TAXES

INCOME TAXES	3 Months Ended
	Mar. 31, 2018
Income Tax Disclosure [Abstract]
Income Tax Disclosure [Text Block]	6. INCOME TAXES The Company accounts for income taxes in accordance with the liability method of accounting. Deferred tax assets or liabilities are computed based on the difference between the financial statement and income tax basis of assets and liabilities, and net operating loss carryforwards, (NOLs) using the enacted tax rates. Deferred income tax expense or benefit is based on changes in the asset or liability from period to period. The Company did not record a provision or benefit for federal, state or foreign income taxes for the three months ended March 31, 2018 or 2017 because the Company has experienced losses on a tax basis since inception. Because of the limited operating history, continuing losses and uncertainty associated with the utilization of the NOLs in the future, management has provided a full allowance against the value of its gross deferred tax assets. The Company also accounts for the uncertainty in income taxes related to the recognition and measurement of a tax position taken or expected to be taken in an income tax return. The Company follows the applicable accounting guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition related to the uncertainty in income tax positions. No uncertain tax positions have been identified.

NET LOSS PER SHARE

NET LOSS PER SHARE	3 Months Ended
	Mar. 31, 2018
Earnings Per Share [Abstract]
Earnings Per Share [Text Block]	7. NET LOSS PER SHARE Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income per share for the three months ended March 31, 2018 is computed by dividing net income by the sum of the weighted average number of shares of common stock and the dilutive potential common stock equivalents then outstanding. Potential common stock equivalents consist of stock options, non-vested restricted stock and warrants. Since there is a net loss attributable to common stockholders for the three months ended March 31, 2018, the inclusion of common stock equivalents in the computation for that period would be antidilutive. Three Months Ended 2018 2017 Warrants 11,787,470 8,760,446 Preferred shares as converted into common stock 615,947 — Stock options 509,392 508,733 Non-vested restricted stock 286,668 — Total potentially dilutive shares 13,199,477 9,269,179

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2018
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies Disclosure [Text Block]	8. COMMITMENTS AND CONTINGENCIES The Company is involved in legal matters and disputes in the ordinary course of business. We do not anticipate that the outcome of such matters and disputes will materially affect the Company’s financial statements.

NATURE OF BUSINESS, ORGANIZAT14

NATURE OF BUSINESS, ORGANIZATION AND GOING CONCERN (Policies)	3 Months Ended
	Mar. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Consolidation, Policy [Policy Text Block]	Principles of Consolidation — The consolidated financial statements include the accounts of the Company and the accounts of its wholly-owned subsidiary. All significant intercompany accounts and transactions have been eliminated.
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block]	Restricted Cash — The Company accounts for cash that is restricted for other than current operations as restricted cash. Restricted cash at March 31, 2018 and December 31, 2017 consisted of a certificate of deposit of $ 55,000
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block]	Goodwill — Goodwill is not amortized but is required to be evaluated for impairment annually or whenever events or changes in circumstances suggest that the carrying value of an asset may not be recoverable. The Company evaluates goodwill for impairment annually in the fourth fiscal quarter and additionally on an interim basis if an event occurs or there is a change in circumstances, such as a decline in the Company’s stock price or a material adverse change in the business climate, which would more likely than not reduce the fair value of the reporting unit below its carrying amount. No such event or change in circumstances occurred; therefore, no changes in goodwill were made during the three months ended March 31, 2018 and 2017. In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill. The standard streamlines the methodology for calculating whether goodwill is impaired based upon whether the carrying amount of goodwill exceeds the reporting unit’s fair value. ASU 2017-04 applies to public business entities and those other entities that have goodwill reported in their financial statements and have not elected the private company alternative for the subsequent measurement of goodwill and is effective for annual and interim reporting periods beginning after December 15, 2019, with early adoption permitted. The Company does not expect that the adoption of this standard will have a material effect on its financial statements.
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block]	Impairment of Long - Lived Assets
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block]	Stock-Based Compensation — The Company uses the Black-Scholes option-pricing model to calculate the grant-date fair value of stock option awards. The resulting compensation expense, net of expected forfeitures, for awards that are not performance-based is recognized on a straight-line basis over the service period of the award, which is generally three years for stock options. For stock options with performance-based vesting provisions, recognition of compensation expense, net of expected forfeitures, commences if and when the achievement of the performance criteria is deemed probable. The compensation expense, net of expected forfeitures, for performance-based stock options is recognized over the relevant performance period. Awards of stock that are not performance-based are valued at the fair market value on the date of the grant and are amortized over the service period of the award. Non-employee stock-based compensation is accounted for in accordance with the guidance of Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) Topic 505, Equity.
Fair Value of Financial Instruments, Policy [Policy Text Block]	Fair Value of Financial Instruments — The guidance under FASB ASC Topic 825, Financial Instruments
Derivatives, Policy [Policy Text Block]	Derivative Instruments — The Company generally does not use derivative instruments to hedge exposures to cash flow or market risks. However, certain warrants to purchase common stock that do not meet the requirements for classification as equity, in accordance with the Derivatives and Hedging Topic of the FASB ASC, are classified as liabilities. In such instances, net-cash settlement is assumed for financial reporting purposes, even when the terms of the underlying contracts do not provide for a net-cash settlement. These warrants are considered derivative instruments because the agreements contain a certain type of cash settlement feature, “down-round” provisions whereby the number of shares for which the warrants are exercisable and/or the exercise price of the warrants is subject to change in the event of certain issuances of stock at prices below the then-effective exercise price of the warrants. The number of shares issuable under such warrants was 494,315 and 533,065
Lessor, Leases [Policy Text Block]	Leases — In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) which supersedes FASB ASC Topic 840, Leases (Topic 840) and provides principles for the recognition, measurement, presentation and disclosure of leases for both lessees and lessors. The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than twelve months regardless of classification. Leases with a term of twelve months or less will be accounted for in a similar fashion to existing guidance for operating leases. The standard is effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted upon issuance. The Company is currently evaluating the method of adoption and the impact of adopting ASU 2016-02 on its results of operations, cash flows and financial position.
New Accounting Pronouncements, Policy [Policy Text Block]	Recent Accounting Pronouncements - In July 2017, the FASB issued Accounting Standards Update (“ASU”) No. 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480), Derivatives and Hedging (Topic 815).

FAIR VALUE (Tables)

FAIR VALUE (Tables)	3 Months Ended
	Mar. 31, 2018
Fair Value, Liabilities Measured on Recurring Basis [Table Text Block]	The following tables set forth the Company’s financial instruments carried at fair value using the lowest level of input applicable to each financial instrument as of March 31, 2018 and December 31, 2017: March 31, 2018 Level 1 Level 2 Level 3 Fair Value Liabilities: August 2014 Warrants $ — $ 132,000 $ — $ 132,000 Total $ — $ 132,000 $ — $ 132,000 December 31, 2017 Level 1 Level 2 Level 3 Fair Value Liabilities: February 2013 Public Offering Warrants $ — $ — $ 5,050 $ 5,050 August 2014 Warrants — 100,000 — 100,000 Total $ — $ 100,000 $ 5,050 $ 105,050
Schedule Of Changes In Fair Value Warrants Classified Level Three [Table Text Block]	The following table summarizes the changes in the fair market value of the Company’s warrants which are classified within the Level 3 fair value hierarchy. Three Months Twelve Months Beginning balance – Fair value $ 5,050 $ 27,125 (Gain) on derivatives resulting from change in fair value or extinguishment (5,050) (22,075) Ending balance – Fair value $ — $ 5,050
2013 Warrants [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Table Text Block]	The following table summarizes the modified option-pricing assumptions used: Three Months Twelve Months Volatility N/A 76-118 % Risk-free interest rate N/A 1.03-1.39 % Expected life (years) N/A 0.14-0.89 Dividend N/A 0 %

STOCKHOLDERS' EQUITY (Tables)

STOCKHOLDERS' EQUITY (Tables)	3 Months Ended
	Mar. 31, 2018
Equity [Abstract]
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block]	The following table summarizes information with regard to outstanding warrants to purchase common stock as of March 31, 2018. Offering Number of Shares Exercise Expiration Date October 2017 Series D Warrants 3,108,538 $ 1.78 October 14, 2024 November 2016 Public Offering Series C 4,157,850 $ 1.50 November 29, 2021 April 2016 Underwritten Registered Series A 3,626,942 $ 3.04 April 20,2021 October 2015 Incremental Series A 300,006 $ 2.13 October 20,2021 October 2015 Private Placement Series A 86,365 $ 2.13 April 1, 2021 October 2015 Offering – Placement Agent 3,750 $ 28.30 October 1, 2020 August 2014 Public Offering (1) 504,019 $ 46.80 August 20, 2019 Total 11,787,470 (1) These warrants have a certain type of cash settlement feature and they have been accounted for as derivative instruments as described in Note 1, with the exception of 9,704

STOCK-BASED COMPENSATION (Table

STOCK-BASED COMPENSATION (Tables)	3 Months Ended
	Mar. 31, 2018
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan [Table Text Block]	The following table summarizes amounts charged to expense for stock-based compensation related to employee and director stock option grants and recorded in connection with stock options granted to non-employee consultants: Three Months Ended 2018 2017 Employee and director stock option grants: Research and development $ 34,127 $ 16,648 General and administrative 139,311 149,026 Total stock-based compensation $ 173,438 $ 165,674
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]	A summary of stock option activity is as follows: Number of Weighted Weighted Aggregate Outstanding at December 31, 2017 531,729 $ 6.55 Granted — $ — Expired (4,350) $ 48.57 Forfeited (17,987) $ 1.89 Outstanding at March 31, 2018 509,392 $ 6.36 Exercisable, March 31, 2018 278,499 $ 8.40 7.75 $ — Unvested, March 31, 2018 230,893 $ 3.89 8.48 $ —
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block]	A summary of restricted stock activity is as follows: Outstanding at December 31, 2017 380,000 Granted — Vested (93,332) Outstanding at March 31, 2018 286,668

NET LOSS PER SHARE (Tables)

NET LOSS PER SHARE (Tables)	3 Months Ended
	Mar. 31, 2018
Earnings Per Share [Abstract]
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]	The following potentially dilutive securities have been excluded from the computation of diluted net income (loss) per share since their inclusion would be antidilutive: Three Months Ended 2018 2017 Warrants 11,787,470 8,760,446 Preferred shares as converted into common stock 615,947 — Stock options 509,392 508,733 Non-vested restricted stock 286,668 — Total potentially dilutive shares 13,199,477 9,269,179

NATURE OF BUSINESS, ORGANIZAT19

NATURE OF BUSINESS, ORGANIZATION AND GOING CONCERN (Details Textual) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Certificates of Deposit, at Carrying Value	$ 55,000		$ 55,000
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Exercisable Options	494,315		533,065
Operating Income (Loss)	$ (3,453,527)	$ (2,812,236)

FAIR VALUE (Details)

FAIR VALUE (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Liabilities:
Derivative Liability, Current	$ 132,000	$ 105,050
February 2013 Public Offering Warrants [Member]
Liabilities:
Derivative Liability, Current		5,050
August 2014 Warrants [Member]
Liabilities:
Derivative Liability, Current	132,000	100,000
Fair Value, Inputs, Level 1 [Member]
Liabilities:
Derivative Liability, Current	0	0
Fair Value, Inputs, Level 1 [Member] | February 2013 Public Offering Warrants [Member]
Liabilities:
Derivative Liability, Current		0
Fair Value, Inputs, Level 1 [Member] | August 2014 Warrants [Member]
Liabilities:
Derivative Liability, Current	0	0
Fair Value, Inputs, Level 2 [Member]
Liabilities:
Derivative Liability, Current	132,000	100,000
Fair Value, Inputs, Level 2 [Member] | February 2013 Public Offering Warrants [Member]
Liabilities:
Derivative Liability, Current		0
Fair Value, Inputs, Level 2 [Member] | August 2014 Warrants [Member]
Liabilities:
Derivative Liability, Current	132,000	100,000
Fair Value, Inputs, Level 3 [Member]
Liabilities:
Derivative Liability, Current	0	5,050
Fair Value, Inputs, Level 3 [Member] | February 2013 Public Offering Warrants [Member]
Liabilities:
Derivative Liability, Current		5,050
Fair Value, Inputs, Level 3 [Member] | August 2014 Warrants [Member]
Liabilities:
Derivative Liability, Current	$ 0	$ 0

FAIR VALUE (Details 1)

FAIR VALUE (Details 1) - 2013 Warrants [Member]	3 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Volatility
Risk-free interest rate
Expected life (years)	0 years
Dividend		0.00%
Maximum [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Volatility		118.00%
Risk-free interest rate		1.39%
Expected life (years)		10 months 20 days
Minimum [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Volatility		76.00%
Risk-free interest rate		1.03%
Expected life (years)		1 month 20 days

FAIR VALUE (Details 2)

FAIR VALUE (Details 2) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
(Gain) on derivatives resulting from change in fair value or extinguishment	$ (26,950)	$ (82,475)
Fair Value, Inputs, Level 3 [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning balance - Fair value	5,050	$ 27,125	$ 27,125
(Gain) on derivatives resulting from change in fair value or extinguishment	(5,050)		(22,075)
Ending balance - Fair value	$ 0		$ 5,050

FAIR VALUE (Details Textual)

FAIR VALUE (Details Textual) - shares	1 Months Ended
	May 20, 2016	Feb. 20, 2014	Mar. 31, 2018	Aug. 31, 2014	Feb. 28, 2013
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights			11,787,470
February 2013 Public Offering Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights					82,500
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations		27,500
Number Of Warrants Exercised	16,250
Warrants Expiration Date	Feb. 20, 2018
February 2013 Public Offering Warrants [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Class of Warrant or Right, Outstanding	38,750
August 2014 Public Offering Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights				494,315

STOCKHOLDERS' EQUITY (Details)

STOCKHOLDERS' EQUITY (Details)	3 Months Ended
	Mar. 31, 2018$ / sharesshares
Class of Warrant or Right [Line Items]
Number of Shares Issuable Upon Exercise of Outstanding Warrants (in shares)	11,787,470
November 2016 Public Offering Series C [Member]
Class of Warrant or Right [Line Items]
Number of Shares Issuable Upon Exercise of Outstanding Warrants (in shares)	4,157,850
Exercise Price (in dollars per share) | $ / shares	$ 1.5
Warrants Expiration Date	Nov. 29, 2021
April 2016 Underwritten Registered Series A [Member]
Class of Warrant or Right [Line Items]
Number of Shares Issuable Upon Exercise of Outstanding Warrants (in shares)	3,626,942
Exercise Price (in dollars per share) | $ / shares	$ 3.04
Warrants Expiration Date	Apr. 20, 2021
October 2015 Incremental Series A [Member]
Class of Warrant or Right [Line Items]
Number of Shares Issuable Upon Exercise of Outstanding Warrants (in shares)	300,006
Exercise Price (in dollars per share) | $ / shares	$ 2.13
Warrants Expiration Date	Oct. 20, 2021
October 2015 Private Placement Series A [Member]
Class of Warrant or Right [Line Items]
Number of Shares Issuable Upon Exercise of Outstanding Warrants (in shares)	86,365
Exercise Price (in dollars per share) | $ / shares	$ 2.13
Warrants Expiration Date	Apr. 1, 2021
October 2015 Offering - Placement Agent [Member]
Class of Warrant or Right [Line Items]
Number of Shares Issuable Upon Exercise of Outstanding Warrants (in shares)	3,750
Exercise Price (in dollars per share) | $ / shares	$ 28.3
Warrants Expiration Date	Oct. 1, 2020
August 2014 Public Offering [Member]
Class of Warrant or Right [Line Items]
Number of Shares Issuable Upon Exercise of Outstanding Warrants (in shares)	504,019	[1]
Exercise Price (in dollars per share) | $ / shares	$ 46.8	[1]
Warrants Expiration Date	Aug. 20, 2019	[1]
October 2017 Series D Warrants [Member]
Class of Warrant or Right [Line Items]
Number of Shares Issuable Upon Exercise of Outstanding Warrants (in shares)	3,108,538
Exercise Price (in dollars per share) | $ / shares	$ 1.78
Warrants Expiration Date	Oct. 14, 2024
[1]	These warrants have a certain type of cash settlement feature and they have been accounted for as derivative instruments as described in Note 1, with the exception of 9,704 warrants issued in August 2014.

STOCKHOLDERS' EQUITY (Details T

STOCKHOLDERS' EQUITY (Details Textual) - USD ($)	Oct. 12, 2017	Mar. 31, 2018	Dec. 31, 2017	Sep. 12, 2017	Aug. 31, 2014
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights		11,787,470
Common Stock, Shares Authorized		80,000,000	80,000,000	40,000,000
Series B Preferred Stock [Member]
Class of Warrant or Right [Line Items]
Convertible Preferred Stock, Shares Issued upon Conversion		346,898	1,227,485
Conversion of Stock, Shares Converted		6.5	23
Preferred Stock Shares Outstanding		11.5	18
Preferred Stock Convertible Beneficial Conversion Feature		$ 1,448,945
Convertible Preferred Stock, Shares Issuable upon Conversion		615,947
October 2017 Registered public offering [Member]
Class of Warrant or Right [Line Items]
Stock Issued During Period, Value, New Issues	$ 7,760,000
October 2017 Registered public offering [Member] | Series B Preferred Stock [Member]
Class of Warrant or Right [Line Items]
Stock Issued During Period, Shares, New Issues	41.0412949
Shares Issued, Price Per Share	$ 100,000
Convertible Preferred Stock, Shares Issued upon Conversion	53,369
Convertible Preferred Stock, Total Number of Shares Issued upon Conversion	2,190,330
August 2014 Underwritten Offering [Member]
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights					9,704
Common Stock [Member] | October 2017 Registered public offering [Member]
Class of Warrant or Right [Line Items]
Stock Issued During Period, Shares, New Issues	1,954,388
Convertible Preferred Stock Conversion Price	$ 1.87375
Series D Warrants [Member] | October 2017 Registered public offering [Member]
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights	3,108,538
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 1.78
Stock Issued During Period On Exercise Of Warrants, Value	$ 7,800,000
Common Stock, Conversion Basis	0.75
Proceeds from Warrant Exercises	$ 7,100,000

STOCK-BASED COMPENSATION (Detai

STOCK-BASED COMPENSATION (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan [Line Items]
Total stock-based compensation	$ 173,438	$ 165,674
Employee and director stock option grants [Member] | Research and development [Member]
Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan [Line Items]
Total stock-based compensation	34,127	16,648
Employee and director stock option grants [Member] | General and administrative [Member]
Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan [Line Items]
Total stock-based compensation	$ 139,311	$ 149,026

STOCK-BASED COMPENSATION (Det27

STOCK-BASED COMPENSATION (Details 1)	3 Months Ended
	Mar. 31, 2018USD ($)$ / sharesshares
Share-based Compensation, Stock Options, Activity [Line Items]
Outstanding - Number of Shares Issuable Upon Exercise of Outstanding Options | shares	531,729
Granted - Number of Shares Issuable Upon Exercise of Outstanding Options | shares	0
Expired- Number of Shares Issuable Upon Exercise of Outstanding Options | shares	(4,350)
Forfeited - Number of Shares Issuable Upon Exercise of Outstanding Options | shares	(17,987)
Outstanding - Number of Shares Issuable Upon Exercise of Outstanding Options | shares	509,392
Exercisable - Number of Shares Issuable Upon Exercise of Outstanding Options | shares	278,499
Unvested - Number of Shares Issuable Upon Exercise of Outstanding Options | shares	230,893
Outstanding - Weighted Average Exercise Price (in dollars per share) | $ / shares	$ 6.55
Granted - Weighted Average Exercise Price (in dollars per share) | $ / shares	0
Expired- Weighted Average Exercise Price (in dollars per share) | $ / shares	48.57
Forfeited - Weighted Average Exercise Price (in dollars per share) | $ / shares	1.89
Outstanding - Weighted Average Exercise Price (in dollars per share) | $ / shares	6.36
Exercisable - Weighted Average Exercise Price (in dollars per share) | $ / shares	8.40
Unvested - Weighted Average Exercise Price (in dollars per share) | $ / shares	$ 3.89
Exercisable - Weighted Average Remaining Contracted Term in Years	7 years 9 months
Unvested - Weighted Average Remaining Contracted Term in Years	8 years 5 months 23 days
Exercisable - Aggregate Intrinsic Value (in dollars) | $	$ 0
Unvested - Aggregate Intrinsic Value (in dollars) | $	$ 0

STOCK-BASED COMPENSATION (Det28

STOCK-BASED COMPENSATION (Details 2) - Restricted Stock [Member]	3 Months Ended
	Mar. 31, 2018shares
Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan [Line Items]
Outstanding at December 31, 2017	380,000
Granted	0
Vested	(93,332)
Outstanding at March 31, 2018	286,668

STOCK-BASED COMPENSATION (Det29

STOCK-BASED COMPENSATION (Details Textual) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Employee Service Share Based Compensation Nonvested Total Compensation In Current Year	$ 489,116
Employee Service Share Based Compensation Nonvested Total Compensation In Year Two	462,703
Employee Service Share Based Compensation Nonvested Total Compensation In Year Three	$ 71,470
Share Based Compensation Arrangement By Share Based Payment Award Options Unvested and Expected To Vest Outstanding Number (in shares)	3.18
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized	$ 1,023,289
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number	6.67
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross		480,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value		$ 2.10
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number	286,668	380,000
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period		3 years

NOTES PAYABLE (Details Textual)

NOTES PAYABLE (Details Textual)	Mar. 31, 2017USD ($)
Secured Debt [Member]
Line of Credit Facility [Line Items]
Notes Payable, Noncurrent	$ 450,000

NET LOSS PER SHARE (Details)

NET LOSS PER SHARE (Details) - Convertible Debt [Member] - shares	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	13,199,477	9,269,179
Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	11,787,470	8,760,446
Stock options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	509,392	508,733
Preferred shares as converted into common stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	615,947	0
Non-vested restricted stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	286,668	0