The Coretec Group Inc. (CRTG) 10-Q 15 May 17 2017 Q1 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	3 Months Ended
	Mar. 31, 2017	May 12, 2017
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2017
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1
Entity Registrant Name	3DICON CORP
Entity Central Index Key	1,375,195
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Trading Symbol	TDCP
Entity Common Stock, Shares Outstanding		1,481,754,533

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Current assets:
Cash	$ 111,974	$ 594
Prepaid expenses	29,450	44,854
Other intangible assets	9,444	12,778
Total current assets	150,868	58,226
Property and equipment, net	5,852	6,131
Other assets:
Patents, net	1,359,886	1,379,943
Goodwill	166,000	166,000
Deposits-other	2,315	2,315
Total other assets	1,528,201	1,548,258
Total Assets	1,684,921	1,612,615
Current liabilities:
Notes and debentures payable	102,013	114,259
Accounts payable and accrued expenses	435,986	351,143
Accrued interest payable - related party	112,017	71,309
Accrued interest payable	18,376	17,615
Total current liabilities	668,392	554,326
Long term debt:
Notes payable - related party, net	1,191,432	1,054,325
Total Liabilities	1,859,824	1,608,651
Stockholders' equity (deficiency):
Common stock $0.0002 par value, 1,500,000,000 shares authorized; 1,481,754,533 shares issued and outstanding	296,351	296,351
Additional paid-in capital	836,336	586,336
Accumulated deficit	(1,308,971)	(880,104)
Total Stockholders' Equity (Deficiency)	(174,903)	3,964
Total Liabilities and Stockholders' Equity (Deficiency)	1,684,921	1,612,615
Series A Preferred Stock [Member]
Stockholders' equity (deficiency):
Preferred Stock Value	69	69
Total Stockholders' Equity (Deficiency)	69	69
Series B Preferred Stock [Member]
Stockholders' equity (deficiency):
Preferred Stock Value	1,312	1,312
Total Stockholders' Equity (Deficiency)	$ 1,312	$ 1,312

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Mar. 31, 2017	Dec. 31, 2016
Common stock, par value (in dollars per share)	$ 0.0002	$ 0.0002
Common stock, shares authorized	1,500,000,000	1,500,000,000
Common stock, shares issued	1,481,754,533	1,481,754,533
Common stock, shares outstanding	1,481,754,533	1,481,754,533
Series A Preferred Stock [Member]
Preferred Stock, Par or Stated Value Per Share	$ 0.0002	$ 0.0002
Preferred Stock, Shares Authorized	500,000	500,000
Preferred Stock, Shares Issued	345,000	345,000
Preferred Stock, Shares Outstanding	345,000	345,000
Series B Preferred Stock [Member]
Preferred Stock, Par or Stated Value Per Share	$ 0.0002	$ 0.0002
Preferred Stock, Shares Authorized	6,600,000	6,600,000
Preferred Stock, Shares Issued	6,558,345	6,558,345
Preferred Stock, Shares Outstanding	6,558,345	6,558,345

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Income:
Revenue	$ 0	$ 0
Operating Expenses:
Research and development	105,370	12,748
General and administrative	281,331	31,716
Total Operating Expenses	386,701	44,464
Loss From Operations	(386,701)	(44,464)
Other Expense
Interest expense	(42,166)	(4,571)
Net Loss	$ (428,867)	$ (49,035)
Loss per share:
Basic and diluted (in dollars per share)	$ 0
Weighted average shares outstanding, basic and diluted (in shares)	1,481,754,533

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIENCY) - 3 months ended Mar. 31, 2017 - USD ($)	Total	Series A Preferred Stock [Member]	Series B Preferred Stock [Member]	Common Stock	Additional Paid-In Capital	Accumulated Deficit
Balance at Dec. 31, 2016	$ 3,964	$ 69	$ 1,312	$ 296,351	$ 586,336	$ (880,104)
Balance (in shares) at Dec. 31, 2016		345,000	6,558,345	1,481,754,533
Recognition of beneficial conversion feature	250,000	$ 0	$ 0	$ 0	250,000	0
Net loss for the period	(428,867)	0	0	0	0	(428,867)
Balance at Mar. 31, 2017	$ (174,903)	$ 69	$ 1,312	$ 296,351	$ 836,336	$ (1,308,971)
Balance (in shares) at Mar. 31, 2017		345,000	6,558,345	1,481,754,533

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Cash Flows from Operating Activities
Net loss	$ (428,867)	$ (49,035)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	279	279
Amortization - intangible assets	23,391	0
Amortization - debt discount	357	0
Change in:
Prepaid expenses	15,404	1,825
Accounts payable and accrued liabilities	126,312	38,756
Net cash used in operating activities	(263,124)	(8,175)
Cash Flows from Financing Activities
Payments on insurance premium financing	(12,246)	0
Proceeds from note payable-related party	386,750	0
Net cash provided by financing activities	374,504	0
Net change in cash	111,380	(8,175)
Cash, beginning of period	594	8,811
Cash, end of period	111,974	636
Supplemental Disclosure of Cash Flow Information
Cash paid during the period for interest	$ 340	$ 0

Business Organization, Nature o

Business Organization, Nature of Business and Basis of Presentation	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business Organization, Nature of Business and Basis of Presentation	Note 1 – Business Organization, Nature of Business and Basis of Presentation 3DIcon Corporation (“3DIcon”) was incorporated on August 11, 1995, under the laws of the State of Oklahoma. 3DIcon’s primary activity has been the raising of capital in order to pursue its goal of becoming a significant participant in the development, commercialization and marketing of next generation 3D display technologies. Coretec Industries, LLC (“Coretec”), a wholly owned subsidiary of 3DIcon (collectively the “Company”), was organized on June 2, 2015 in the state of North Dakota. Coretec is currently developing, testing, and providing new and/or improved technologies, products, and service solutions for medical, electronic, photonic, display, and lighting markets among others. On May 31, 2016, 3DIcon entered into a Share Exchange Agreement (the “Share Exchange Agreement”) with Coretec and four Coretec members (the “Members”), which Members held all outstanding membership interests in Coretec. On September 30, 2016 (the “Closing Date”), the Company closed the transaction contemplated by the Share Exchange Agreement. Pursuant to the Share Exchange Agreement, the Members agreed to sell all their membership interests in Coretec to 3DIcon in exchange for 3DIcon’s issuance of an aggregate 4,760,872 65 The accompanying condensed consolidated financial statements of the Company have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations. The Company believes that the disclosures made are adequate to make the information presented not misleading. These condensed consolidated financial statements should be read in conjunction with the Company’s year-end audited consolidated financial statements and related footnotes included in the previously filed Form 10-K, and in the opinion of management, reflects all adjustments necessary to present fairly the condensed consolidated financial position of the Company. The condensed consolidated results of operations for interim periods may not be indicative of the results which may be realized for the full year. Under accounting principles generally accepted in the United States of America (“U.S. GAAP”), the acquisition is treated as a “reverse acquisition” under the purchase method of accounting (see Note 4). The pre-merger financial statements reflect the operations of Coretec. 3DIcon’s assets and liabilities were consolidated with the assets and liabilities of Coretec as of the September 30, 2016 consummation of the acquisition. The number of shares issued and outstanding and additional paid-in capital of 3DIcon have been retroactively adjusted to reflect the equivalent number of shares issued by 3DIcon in the Share Exchange, while Coretec’s historical members’ deficit is being carried forward as the Company’s accumulated deficit. All costs attributable to the reverse merger were expensed.

Going Concern and Management_s

Going Concern and Management’s Plans	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern and Management's Plans	Note 2 – Going Concern and Management’s Plans The Company has realized a cumulative net loss of $1,308,971 for the period from inception (June 2, 2015) to March 31, 2017, has negative working capital of $517,524, and no revenues. These conditions raise substantial doubt about the Company’s ability to continue as a going concern for a year following the issuance of these condensed consolidated financial statements. The Company has insufficient revenue and capital commitments to fund the development of its planned products and to pay operating expenses. The ability of the Company to continue as a going concern depends on the successful completion of the Company's capital raising efforts to fund the development of its planned products. The Company intends to continue to raise additional capital through debt and equity financings. There is no assurance that these funds will be sufficient to enable the Company to fully complete its development activities or attain profitable operations. If the Company is unable to obtain such additional financing on a timely basis or, notwithstanding any request the Company may make, the Company’s debt holders do not agree to convert their notes into equity or extend the maturity dates of their notes, the Company may have to curtail its development, marketing and promotional activities, which would have a material adverse effect on the Company’s business, financial condition and results of operations, and ultimately the Company could be forced to discontinue its operations and liquidate. The accompanying condensed consolidated financial statements have been prepared in conformity with U.S. GAAP, which contemplates the continuation of the Company as a going concern and the realization of assets and satisfaction of liabilities in the normal course of business. The carrying amounts of assets and liabilities presented in the condensed consolidated financial statements do not necessarily purport to represent realizable or settlement values. The condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2017
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 3 – Summary of Significant Accounting Policies The condensed consolidated balance sheets as of March 31, 2017 and December 31, 2016 include the accounts of 3DIcon and its wholly owned subsidiary, Coretec. The condensed consolidated statements of operations and cash flows for the three months ended March 31, 2017 include the accounts of 3DIcon and its wholly owned subsidiary, Coretec. The condensed consolidated statements of operations and cash flows for the three months ended March 31, 2016 include the historical results of Coretec prior to the completion of the reverse acquisition since it was determined to be the accounting acquirer, and do not include the historical results of operations or cash flows for 3DIcon prior to the completion of the acquisition. Intercompany transactions and balances have been eliminated in consolidation. Certain amounts in prior periods have been reclassified to conform to the current period presentation. These reclassifications had no effect on previously reported net loss. The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and the disclosure of contingent assets and liabilities. Actual results could differ from the estimates and assumptions used. Long-lived assets, such as property and equipment and intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying value. If the carrying value of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third party independent appraisals, as considered necessary. The following methods and assumptions were used to estimate the fair value of each class of financial instrument held by the Company: Current assets and current liabilities Notes payable The fair value of the Company's notes payable has been estimated by the Company based upon the liability's characteristics, including interest rate. The carrying value approximates fair value. The Company accounts for convertible notes payable in accordance with the guidelines established by the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 470-20, Debt with Conversion and Other Options, Emerging Issues Task Force ("EITF") 98-5, Accounting for Convertible Securities with Beneficial Conversion Features or Contingently Adjustable Conversion Ratios, and EITF 00-27, Application of Issue No 98-5 To Certain Convertible Instruments. The beneficial conversion feature of a convertible note is normally characterized as the convertible portion or feature of certain notes payable that provide a rate of conversion that is below market value or in-the-money when issued. The Company records a beneficial conversion feature related to the issuance of a convertible note when issued. The beneficial conversion feature of a convertible note is credited to additional paid-in-capital. The intrinsic value is recorded in the consolidated financial statements as a debt discount and such discount is amortized over the expected term of the convertible note and is charged to interest expense. Basic loss per common share is computed by dividing net loss by the weighted average number of vested common shares outstanding during the period. Diluted loss per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. Since the Closing Date of the Share Exchange occurred on September 30, 2016 and no common stock was issued to Coretec in the reverse acquisition, the Company did not compute weighted average common shares outstanding for the period ended March 31, 2016. March 31, 2017 2016 Options 22,887,417 - Warrants 19,568,318 - Series A convertible preferred stock 34,500,000 - Series B convertible preferred stock 12,552,672,330 9,112,309,008 Convertible debentures 9,938,968,058 - Total potentially dilutive shares 22,568,596,123 9,112,309,008 The Company evaluates events that have occurred after the balance sheet date but before the condensed consolidated financial statements are issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the condensed consolidated financial statements, except as disclosed. Recent Accounting Pronouncements The following is a summary of recent accounting pronouncements that are relevant to the Company: In February 2016, the FASB issued accounting standards update (ASU) No. 2016-02, Leases (Topic 842)

Share Exchange Agreement

Share Exchange Agreement	3 Months Ended
	Mar. 31, 2017
Share Exchange Agreement [Abstract]
Share Exchange Agreement	Note 4 – Share Exchange Agreement On May 31, 2016, 3DIcon entered into a Share Exchange Agreement with Coretec and its Members, which Members held all outstanding membership interests in Coretec. Pursuant to the Share Exchange Agreement, the Members agreed to sell all their membership interests in Coretec to 3DIcon in exchange for 3DIcon’s issuance of an aggregate 4,760,872 65 35 Three Months Ended March 31, 2016 Net revenues $ - Net loss $ (291,682)

Debentures and Notes Payable

Debentures and Notes Payable	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
Debentures and Notes Payable	Note 5 – Debentures and Notes Payable March 31, December 31, 2017 2016 Notes and debentures payable: 5.25% Insurance premium finance agreement, due June 2017 $ 12,548 $ 24,794 9% Promissory note due June 2017 25,341 25,341 4.75% Convertible debenture due June 2017 64,124 64,124 Total notes and debentures payable $ 102,013 $ 114,259 Notes payable - related party: 14% Term loan due June 2018 $ 213,993 $ 213,993 14% Term loan due June 2018 576,500 440,500 14% Term loan due June 2018 400,582 399,832 7% Convertible promissory note due March 2019, net 357 - Total notes payable - related party $ 1,191,432 $ 1,054,325 5.25% Insurance premium finance agreement, due June 2017 The Company made payments of $12,246 against the insurance premium financing obligation. 14% Term loan due June 2018, related party Mr. Victor Keen, Co-Chairman of the Board of Directors, advanced an additional $136,000 during the three months ended March 31, 2017. As of March 31, 2017, an aggregate amount of $576,500 is due to Mr. Keen under the 14% term loan. As of March 31, 2017, accrued interest related to the 14% term loan amounted to $39,544 and interest expense was $19,026 for the three months ended March 31, 2017. As of March 31, 2017, Carlton James North Dakota Limited (“CJNDL”), a company owned by Mr. Simon Calton, a director of the Company, has advanced $614,575 to the Company under the terms of two loans, which are included in notes payable. As of March 31, 2017, accrued interest related to the CJNDL term loans due June 2018 amounted to $72,298 and interest expense was $21,507 and $4,571 during the three months ended March 31, 2017 and 2016, respectively. 7% Convertible promissory note due March 2019 On March 30, 2017, the Company issued to Mr. Victor Keen, Co-Chairman of the Board of Directors, a 7% convertible promissory note in a principal amount of $250,000, due March 1, 2019 (“Maturity Date”). The promissory note shall automatically convert into eight percent (8%) of the fully diluted outstanding shares of common stock of the Company calculated after giving effect to (a) the exercise of all outstanding options, warrants or other rights to acquire shares of common stock of the Company, (b) the conversion of all outstanding convertible or exchangeable securities, and (c) after giving effect to the issuance of common stock upon conversion of this note (the “Conversion Shares”). The conversion shall not occur until both of the following two events shall have occurred (the “Conversion Event”): (i) the consummation of the Reverse Split by the Company as reflected in the Preliminary Information Statement filed with the Securities and Exchange Commission on March 7, 2017, and (ii) the conversion of all of the Company’s issued and outstanding Series A Convertible Preferred Stock and Series B Convertible Preferred Stock into the Conversion Shares. If the Conversion Event has not occurred prior to the earlier to occur of the Maturity Date and the occurrence of an event of default, then this note shall not be automatically converted into the Conversion Shares and Mr. Victor Keen may elect, at his sole discretion, (i) to have the outstanding principal balance of this note converted into the Conversion Shares; or (ii) to declare the outstanding principal balance of this note, together with all accrued interest, be paid in accordance with the terms of the note. Such election may be made at any time on or following the Maturity Date or the occurrence of an event of default. This note is an unsecured obligation of the Company. The accrued interest and interest expense related to the $250,000 7% Convertible Promissory Notes amounted to $175 during the three months ended March 31, 2017. The embedded conversion option was deemed to be a beneficial conversion feature because the active conversion price was less than the commitment date market price of the common stock. The dollar amount of the beneficial conversion feature is limited to the carrying value of the promissory note, so a $250,000 debt discount was recorded, with a corresponding credit to additional paid-in capital for the beneficial conversion feature. The debt discount will be amortized over the life of the debt and $357 was amortized during the three months ended March 31, 2017.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 6 – Commitments and Contingencies Litigation, Claims, and Assessments The Company may be involved in legal proceedings, claims and assessments arising in the ordinary course of business. In the opinion of management, such matters are currently not expected to have a material impact on the Company’s consolidated financial statements. The Company records legal costs associated with loss contingencies as incurred and accrues for all probable and estimable settlements. Supply Agreement On December 13, 2016, the Company entered into a Supply Agreement (the “Supply Agreement”) with Gelest Inc., a Pennsylvania corporation (“Gelest”). This Supply Agreement is for the purchase and sale of Cyclohexasilane (“CHS“ or the “Products”) as set forth in the Supply Agreement, pursuant to which the Company agrees to use Gelest as a primary source to manufacture the Products for the duration of three years from the effective date. An initial estimate of pricing for the Products is set forth in the Supply Agreement, which varies from $ 28 35 Under the terms of the Supply Agreement, Gelest will scale-up production of CHS, within their available capacity of 12-18 Kg per year, and further optimize the manufacturing process licensed by the purchaser from NDSU Research Foundation (“NDSU/RF”). The term of this project is 90 days from the receipt of the first installment of YSi6Cl14 salt from the purchaser. The cost for scale-up and manufacturing optimization is $ 180,000 18,000 162,000 200 400 Office Lease The Company entered into a lease agreement in June 2015 for office space in North Dakota that will expire in November 2017. The Company has an amended office lease in Tulsa, Oklahoma that will expire on July 31, 2018. Rent expense for operating leases was $12,000 and $5,500 for the three-month periods ended March 31, 2017 and 2016, respectively.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2017
Subsequent Events [Abstract]
Subsequent Events	Note 7 – Subsequent Events Research North Dakota Grant The North Dakota Center of Excellence Commission awarded a funding request for Research North Dakota (“RND”) grant to NDSU Chemistry and Biochemistry in partnership with the Company. RND promotes the development and commercialization of products and processes through industry/university research partnerships. RND provides matching funds to help companies pay for the university research.

Summary of Significant Accoun14

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2017
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying condensed consolidated financial statements of the Company have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations. The Company believes that the disclosures made are adequate to make the information presented not misleading. These condensed consolidated financial statements should be read in conjunction with the Company’s year-end audited consolidated financial statements and related footnotes included in the previously filed Form 10-K, and in the opinion of management, reflects all adjustments necessary to present fairly the condensed consolidated financial position of the Company. The condensed consolidated results of operations for interim periods may not be indicative of the results which may be realized for the full year. Under accounting principles generally accepted in the United States of America (“U.S. GAAP”), the acquisition is treated as a “reverse acquisition” under the purchase method of accounting (see Note 4). The pre-merger financial statements reflect the operations of Coretec. 3DIcon’s assets and liabilities were consolidated with the assets and liabilities of Coretec as of the September 30, 2016 consummation of the acquisition. The number of shares issued and outstanding and additional paid-in capital of 3DIcon have been retroactively adjusted to reflect the equivalent number of shares issued by 3DIcon in the Share Exchange, while Coretec’s historical members’ deficit is being carried forward as the Company’s accumulated deficit. All costs attributable to the reverse merger were expensed.
Principles of Consolidation	Principles of Consolidation The condensed consolidated balance sheets as of March 31, 2017 and December 31, 2016 include the accounts of 3DIcon and its wholly owned subsidiary, Coretec. The condensed consolidated statements of operations and cash flows for the three months ended March 31, 2017 include the accounts of 3DIcon and its wholly owned subsidiary, Coretec. The condensed consolidated statements of operations and cash flows for the three months ended March 31, 2016 include the historical results of Coretec prior to the completion of the reverse acquisition since it was determined to be the accounting acquirer, and do not include the historical results of operations or cash flows for 3DIcon prior to the completion of the acquisition. Intercompany transactions and balances have been eliminated in consolidation.
Reclassification	Reclassification Certain amounts in prior periods have been reclassified to conform to the current period presentation. These reclassifications had no effect on previously reported net loss.
Use of Estimates	Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and the disclosure of contingent assets and liabilities. Actual results could differ from the estimates and assumptions used.
Long-Lived Assets	Long-Lived Assets Long-lived assets, such as property and equipment and intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying value. If the carrying value of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third party independent appraisals, as considered necessary.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The following methods and assumptions were used to estimate the fair value of each class of financial instrument held by the Company: Current assets and current liabilities Notes payable The fair value of the Company's notes payable has been estimated by the Company based upon the liability's characteristics, including interest rate. The carrying value approximates fair value.
Beneficial Conversion Feature of Convertible Notes Payable	Beneficial Conversion Feature of Convertible Notes Payable The Company accounts for convertible notes payable in accordance with the guidelines established by the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 470-20, Debt with Conversion and Other Options, Emerging Issues Task Force ("EITF") 98-5, Accounting for Convertible Securities with Beneficial Conversion Features or Contingently Adjustable Conversion Ratios, and EITF 00-27, Application of Issue No 98-5 To Certain Convertible Instruments. The beneficial conversion feature of a convertible note is normally characterized as the convertible portion or feature of certain notes payable that provide a rate of conversion that is below market value or in-the-money when issued. The Company records a beneficial conversion feature related to the issuance of a convertible note when issued. The beneficial conversion feature of a convertible note is credited to additional paid-in-capital. The intrinsic value is recorded in the consolidated financial statements as a debt discount and such discount is amortized over the expected term of the convertible note and is charged to interest expense.
Basic and Diluted Loss Per Common Share	Basic and Diluted Loss Per Common Share Basic loss per common share is computed by dividing net loss by the weighted average number of vested common shares outstanding during the period. Diluted loss per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. Since the Closing Date of the Share Exchange occurred on September 30, 2016 and no common stock was issued to Coretec in the reverse acquisition, the Company did not compute weighted average common shares outstanding for the period ended March 31, 2016. March 31, 2017 2016 Options 22,887,417 - Warrants 19,568,318 - Series A convertible preferred stock 34,500,000 - Series B convertible preferred stock 12,552,672,330 9,112,309,008 Convertible debentures 9,938,968,058 - Total potentially dilutive shares 22,568,596,123 9,112,309,008
Subsequent Events	Subsequent Events The Company evaluates events that have occurred after the balance sheet date but before the condensed consolidated financial statements are issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the condensed consolidated financial statements, except as disclosed.
Recent Accounting Pronouncements	Recent Accounting Pronouncements The following is a summary of recent accounting pronouncements that are relevant to the Company: In February 2016, the FASB issued accounting standards update (ASU) No. 2016-02, Leases (Topic 842)

Summary of Significant Accoun15

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2017
Accounting Policies [Abstract]
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	The following securities are excluded from the calculation of weighted average dilutive common shares because their inclusion would have been anti-dilutive: March 31, 2017 2016 Options 22,887,417 - Warrants 19,568,318 - Series A convertible preferred stock 34,500,000 - Series B convertible preferred stock 12,552,672,330 9,112,309,008 Convertible debentures 9,938,968,058 - Total potentially dilutive shares 22,568,596,123 9,112,309,008

Share Exchange Agreement (Table

Share Exchange Agreement (Tables)	3 Months Ended
	Mar. 31, 2017
Share Exchange Agreement [Abstract]
Pro Forma Information	The following unaudited pro forma results for the three months ended March 31, 2016 summarizes the consolidated results of operations of the Company, assuming the reverse acquisition had occurred on January 1, 2016 and after giving effect to the reverse acquisition adjustments, including amortization of tangible and intangible assets acquired in the transaction: Three Months Ended March 31, 2016 Net revenues $ - Net loss $ (291,682)

Debentures and Notes Payable (T

Debentures and Notes Payable (Tables)	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
Debentures Payable	March 31, December 31, 2017 2016 Notes and debentures payable: 5.25% Insurance premium finance agreement, due June 2017 $ 12,548 $ 24,794 9% Promissory note due June 2017 25,341 25,341 4.75% Convertible debenture due June 2017 64,124 64,124 Total notes and debentures payable $ 102,013 $ 114,259 Notes payable - related party: 14% Term loan due June 2018 $ 213,993 $ 213,993 14% Term loan due June 2018 576,500 440,500 14% Term loan due June 2018 400,582 399,832 7% Convertible promissory note due March 2019, net 357 - Total notes payable - related party $ 1,191,432 $ 1,054,325

Business Organization, Nature18

Business Organization, Nature of Business and Basis of Presentation - Additional Information (Detail) - Series B Convertible Preferred Stock [Member]	1 Months Ended
	May 31, 2016shares
Stock Issued During Period, Shares, Conversion of Convertible Securities	4,760,872
Sale of Stock, Percentage of Ownership after Transaction	65.00%

Going Concern and Management_19

Going Concern and Management’s Plans - Additional Information (Detail) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Retained Earnings (Accumulated Deficit), Total	$ (1,308,971)	$ (880,104)
Working Capital Deficit	$ 517,524

Summary of Significant Accoun20

Summary of Significant Accounting Policies (Schedule of antidilutive securities excluded from computation of earnings per share) (Details) - shares	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive shares	22,568,596,123	9,112,309,008
Convertible debentures [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive shares	9,938,968,058	0
Series A Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive shares	34,500,000	0
Series B Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive shares	12,552,672,330	9,112,309,008
Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive shares	19,568,318	0
Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive shares	22,887,417	0

Share Exchange Agreement ( incl

Share Exchange Agreement ( including amortization of tangible and intangible assets acquired in the transaction) (Detail)	3 Months Ended
	Mar. 31, 2016USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Net revenues	$ 0
Net loss	$ (291,682)

Share Exchange Agreement - Addi

Share Exchange Agreement - Additional Information (Detail)	1 Months Ended
	May 31, 2016shares
Preferred Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Sale of Stock, Percentage of Ownership after Transaction	35.00%
Coretec Industries LLC [Member] | Preferred Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Sale of Stock, Percentage of Ownership after Transaction	65.00%
Series B Convertible Preferred Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock Issued During Period, Shares, Conversion of Convertible Securities	4,760,872
Sale of Stock, Percentage of Ownership after Transaction	65.00%

Debentures and Notes Payable (D

Debentures and Notes Payable (Detail) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Total notes and debentures payable	$ 102,013	$ 114,259
Total notes payable - related party	1,191,432	1,054,325
9% Promissory note due June 2017 [Member]
Debt Instrument [Line Items]
Total notes and debentures payable	25,341	25,341
5.25% Insurance premium finance agreement, due June 2017 [Member]
Debt Instrument [Line Items]
Total notes and debentures payable	12,548	24,794
4.75% Convertible debenture due June 2017 [Member]
Debt Instrument [Line Items]
Total notes and debentures payable	64,124	64,124
14% Term loan due June 2018 [Member]
Debt Instrument [Line Items]
Total notes payable - related party	213,993	213,993
14% Term loan due June 2018 [Member]
Debt Instrument [Line Items]
Total notes payable - related party	576,500	440,500
14% Term loan due June 2018 [Member]
Debt Instrument [Line Items]
Total notes payable - related party	400,582	399,832
7% Convertible promissory note due March 2019, net [Member]
Debt Instrument [Line Items]
Total notes payable - related party	$ 357	$ 0

Debentures and Notes Payable -

Debentures and Notes Payable - Additional Information (Detail) - USD ($)	1 Months Ended	3 Months Ended
	Mar. 30, 2017	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Debt Conversion [Line Items]
Proceeds from Related Party Debt		$ 386,750	$ 0
Payments to Acquire Life Insurance Policies		12,246	0
Notes Payable, Related Parties, Noncurrent		1,191,432		$ 1,054,325
Interest Payable Current		18,376		17,615
Amortization Of Debt Discount Premium		357	0
Commercial Paper [Member]
Debt Conversion [Line Items]
Debt Instrument Face Amount	$ 250,000
Debt Instrument, Interest Rate, Stated Percentage	7.00%
Interest Expense, Debt		175
Debt Instrument Converted, Conversion Percentage	8.00%
Debt Instrument, Unamortized Discount	$ 250,000
Term Loan Fourteen Percentage One [Member]
Debt Conversion [Line Items]
Notes Payable, Related Parties, Noncurrent		213,993		213,993
Term Loan Fourteen Percentage One [Member] | Director [Member]
Debt Conversion [Line Items]
Proceeds from Related Party Debt		614,575
Interest Payable Current		72,298
Interest Expense, Debt		21,507	$ 4,571
Term Loan Fourteen Percentage Two [Member]
Debt Conversion [Line Items]
Notes Payable, Related Parties, Noncurrent		$ 576,500		$ 440,500
Term Loan Fourteen Percentage Two [Member] | Chief Executive Officer [Member]
Debt Conversion [Line Items]
Debt Instrument, Interest Rate, Stated Percentage		14.00%
Proceeds from Related Party Debt		$ 136,000
Notes Payable, Related Parties, Noncurrent		576,500
Interest Payable Current		39,544
Interest Expense, Debt		$ 19,026

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) - USD ($)	Dec. 13, 2016	Mar. 31, 2017	Mar. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Product Scale-Up And Manufacturing Optimization Cost	$ 180,000
Product Scale-Up And Manufacturing Optimization Cost, First Installment	18,000
Product Scale-Up And Manufacturing Optimization Cost, Second Installment	$ 162,000
Operating Leases, Rent Expense		$ 12,000	$ 5,500
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Product Price Per Gram	$ 28
Shipment Product Price Per Gram	200
Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Product Price Per Gram	35
Shipment Product Price Per Gram	$ 400

Subsequent Events - Additional

Subsequent Events - Additional Information (Detail)	1 Months Ended
	Apr. 30, 2017USD ($)
Subsequent Event [Member]
Subsequent Event [Line Items]
Research and Development Arrangement, Contract to Perform for Others, Costs Incurred, Gross	$ 150,000