Document_And_Entity_Informatio
Document And Entity Information | 6 Months Ended | |
Dec. 31, 2014 | Feb. 24, 2015 | |
Document Information [Line Items] | ||
Entity Registrant Name | NANOVIRICIDES, INC. | |
Entity Central Index Key | 1379006 | |
Current Fiscal Year End Date | -24 | |
Entity Filer Category | Non-accelerated Filer | |
Trading Symbol | NNVC | |
Entity Common Stock, Shares Outstanding | 56,564,190 | |
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Dec-14 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2015 |
Balance_Sheets
Balance Sheets (USD $) | Dec. 31, 2014 | Jun. 30, 2014 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $35,258,618 | $36,696,892 |
Prepaid expenses | 235,110 | 108,089 |
Other current assets | 0 | 150,000 |
Total Current Assets | 35,493,728 | 36,954,981 |
PROPERTY AND EQUIPMENT | ||
Property and equipment | 12,050,068 | 6,736,742 |
Accumulated depreciation | -1,342,650 | -1,239,986 |
Property and equipment, net | 10,707,418 | 5,496,756 |
TRADEMARK | ||
Trademark and Patents | 458,954 | 458,954 |
Accumulated amortization | -55,082 | -50,696 |
Trademark, net | 403,872 | 408,258 |
SECURITY DEPOSIT | 1,000,000 | 1,000,000 |
Total Assets | 47,605,018 | 43,859,995 |
CURRENT LIABILITIES: | ||
Accounts payable | 501,957 | 376,446 |
Accounts payable - related parties | 208,074 | 49,455 |
Accrued expenses | 161,779 | 91,838 |
Deferred interest payable | 250,000 | 0 |
Total Current Liabilities | 1,121,810 | 517,739 |
LONG TERM LIABILITIES: | ||
Debentures payable | 0 | 5,000,000 |
Total Long Term Liabilities | ||
Total Liabilities | 17,096,702 | 20,490,692 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS' EQUITY: | ||
Common stock, $0.001 par value; 85,714,285 shares authorized; 56,564,190 and 54,620,993 shares issued and outstanding, respectively | 56,564 | 54,621 |
Additional paid-in capital | 83,379,197 | 75,212,888 |
Accumulated deficit | -52,930,845 | -51,901,400 |
Total Stockholders' Equity | 30,508,316 | 23,369,303 |
Total Liabilities and Stockholders' Equity | 47,605,018 | 43,859,995 |
Warrant [Member] | ||
LONG TERM LIABILITIES: | ||
Derivative liability | 4,924,378 | 5,235,682 |
Series B Debentures [Member] | ||
LONG TERM LIABILITIES: | ||
Debentures payable | 4,359,186 | 4,037,568 |
Derivative liability | 3,274,961 | 5,699,703 |
Series C Debentures [Member] | ||
LONG TERM LIABILITIES: | ||
Debentures payable | 2,209,835 | 0 |
Derivative liability | 1,206,532 | 0 |
Series A Convertible Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY: | ||
Preferred stock | 3,400 | 3,194 |
Series B Convertible Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY: | ||
Preferred stock | 0 | 0 |
Series C Convertible Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY: | ||
Preferred stock | $0 | $0 |
Balance_Sheets_Parenthetical
Balance Sheets [Parenthetical] (USD $) | Dec. 31, 2014 | Jun. 30, 2014 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 85,714,285 | 85,714,285 |
Common stock, shares issued | 56,564,190 | 54,620,993 |
Common stock, shares, outstanding | 56,564,190 | 54,620,993 |
Series A Convertible Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized | 4,000,000 | 4,000,000 |
Preferred stock, shares issued | 3,398,369 | 3,193,079 |
Preferred stock, shares outstanding | 3,398,369 | 3,193,079 |
Series B Convertible Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized | 2,857,143 | 2,857,143 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Series C Convertible Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Statements_of_Operations
Statements of Operations (USD $) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
OPERATING EXPENSES | ||||
Research and development | $916,739 | $1,130,478 | $1,727,846 | $2,304,699 |
General and administrative | 899,916 | 620,934 | 1,775,942 | 1,335,495 |
Total operating expenses | 1,816,655 | 1,751,412 | 3,503,788 | 3,640,194 |
LOSS FROM OPERATIONS | -1,816,655 | -1,751,412 | -3,503,788 | -3,640,194 |
OTHER INCOME (EXPENSE): | ||||
Interest income | 81,702 | 14,501 | 121,025 | 24,061 |
Interest expense | -247,444 | -125,514 | -492,444 | -246,500 |
Discount on convertible debentures | -289,960 | -140,773 | -563,178 | -276,254 |
Change in fair market value of derivatives | 391,216 | 639,703 | 3,408,941 | -3,786,130 |
Other income (expense), net | -64,486 | 387,917 | 2,474,344 | -4,284,823 |
LOSS BEFORE INCOME TAX PROVISION | -1,881,141 | -1,363,495 | -1,029,444 | -7,925,017 |
INCOME TAX PROVISION | 0 | 0 | 0 | 0 |
NET LOSS | ($1,881,141) | ($1,363,495) | ($1,029,444) | ($7,925,017) |
NET LOSS PER COMMON SHARE | ||||
Basic (in dollars per share) | ($0.03) | ($0.03) | ($0.02) | ($0.16) |
Diluted (in dollars per share) | ($0.04) | ($0.03) | ($0.05) | ($0.16) |
Weighted average common shares outstanding | ||||
Basic (in shares) | 56,557,352 | 50,031,363 | 56,066,776 | 48,851,696 |
Diluted (in shares) | 59,224,019 | 50,031,363 | 58,733,443 | 48,851,696 |
Statement_of_Stockholders_Equi
Statement of Stockholders' Equity (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Stock Subscription Received [Member] | Retained Earnings [Member] | Series A Preferred Stock [Member] | Series B Preferred Stock [Member] | Series C Preferred Stock [Member] |
Balance at Jun. 30, 2014 | $23,369,303 | $54,621 | $75,212,888 | $0 | ($51,901,400) | $3,194 | $0 | $0 |
Balance (in shares) at Jun. 30, 2014 | 54,620,993 | 3,193,079 | 0 | 0 | ||||
Series A Preferred Shares issued for Debenture inerest July 2, 2014 | 1,152,297 | 0 | 1,152,110 | 187 | ||||
Series A Preferred Shares issued for Debenture inerest July 2, 2014 (in shares) | 0 | 187,000 | ||||||
Series A Preferred Shares issued for employee stock compensation July 31, 2014 | 23,634 | 0 | 23,632 | 2 | ||||
Series A Preferred Shares issued for employee stock compensation July 31, 2014 (in shares) | 0 | 2,572 | ||||||
Shares issued for consulting and legal services rendered on July 31, 2014 | 9,000 | 9,000 | ||||||
Shares issued for consulting and legal services rendered on July 31, 2014 (in shares) | 543 | |||||||
Shares issued for consulting and legal services rendered on August 31, 2014 | 9,000 | 1 | 8,999 | |||||
Shares issued for consulting and legal services rendered on August 31, 2014 (in shares) | 590 | |||||||
Series A Preferred Shares issued for employee stock compensation at August 31, 2014 | 25,332 | 0 | 25,329 | 3 | ||||
Series A Preferred Shares issued for employee stock compensation at August 31, 2014 (in shares) | 0 | 2,572 | ||||||
Warrants issued to Scientific Advisory Board on August 15, 2014 | 22,292 | 0 | 22,292 | |||||
Common Shares issued in connection with warrant conversion, August 15,2014 | 6,682,297 | 1,909 | 6,680,388 | |||||
Common Shares issued in connection with warrant conversion, August 15,2014 (in shares) | 1,909,227 | |||||||
Shares issued for consulting and legal services rendered on September 30, 2014 | 9,000 | 1 | 8,999 | |||||
Shares issued for consulting and legal services rendered on September 30, 2014 (in shares) | 926 | |||||||
Series A Preferred Shares issued for employee stock compensation at September 30, 2014 | 24,014 | 0 | 24,011 | 3 | ||||
Series A Preferred Shares issued for employee stock compensation at September 30, 2014 (in shares) | 0 | 2,572 | ||||||
Shares issued for Directors fees at $3.94 per share on September 30, 2014 | 11,250 | 3 | 11,247 | |||||
Shares issued for Directors fees at $3.94 per share on September 30, 2014 (in shares) | 2,856 | |||||||
Common Shares issued in connection with warrant conversion, October 1,2014 | 61,000 | 17 | 60,983 | |||||
Common Shares issued in connection with warrant conversion, October 1,2014 (in shares) | 17,429 | |||||||
Series A Preferred Shares issued for employee stock compensation October 31, 2014 | 18,765 | 0 | 18,763 | 2 | ||||
Series A Preferred Shares issued for employee stock compensation October 31, 2014 (in shares) | 0 | 2,572 | ||||||
Shares issued for consulting and legal services rendered on October 31, 2014 | 9,000 | 3 | 8,997 | |||||
Shares issued for consulting and legal services rendered on October 31, 2014 (in shares) | 2,500 | |||||||
Warrants issued to Scientific Advisory Board November 15, 2014 | 16,977 | 0 | 16,977 | |||||
Shares issued for consulting and legal services rendered on November 30 , 2014 | 9,000 | 3 | 8,997 | |||||
Shares issued for consulting and legal services rendered on November 30 , 2014 (in shares) | 2,624 | |||||||
Series A Preferred Shares issued for consulting and legal services rendered on November 30, 2014 | 24,474 | 24,471 | 3 | |||||
Series A Preferred Shares issued for consulting and legal services rendered on November 30, 2014 (in shares) | 2,858 | |||||||
Series A Preferred Shares issued for employee stock compensation at November 30, 2014 | 22,025 | 0 | 22,022 | 3 | ||||
Series A Preferred Shares issued for employee stock compensation at November 30, 2014 (in shares) | 0 | 2,572 | ||||||
Shares issued for consulting and legal services rendered on December 31 , 2014 | 9,000 | 3 | 8,997 | |||||
Shares issued for consulting and legal services rendered on December 31 , 2014 (in shares) | 3,103 | |||||||
Series A Preferred Shares issued for employee stock compensation at December 30, 2014 | 18,849 | 0 | 18,846 | 3 | ||||
Series A Preferred Shares issued for employee stock compensation at December 30, 2014 (in shares) | 0 | 2,572 | ||||||
Shares issued for Directors fees on December 31, 2014 | 11,250 | 3 | 11,247 | |||||
Shares issued for Directors fees on December 31, 2014 (in shares) | 3,399 | |||||||
Net loss | -1,029,444 | 0 | -1,029,444 | |||||
Balance at Dec. 31, 2014 | $30,508,316 | $56,564 | $83,379,197 | $0 | ($52,930,845) | $3,400 | $0 | $0 |
Balance (in shares) at Dec. 31, 2014 | 56,564,190 | 3,398,369 | 0 | 0 |
Statement_of_Stockholders_Equi1
Statement of Stockholders' Equity [Parenthetical] (USD $) | 6 Months Ended |
Dec. 31, 2014 | |
Stock Issued During Period For Director Fees Price Per Shares September | $3.94 |
Statements_of_Cash_Flows
Statements of Cash Flows (USD $) | 6 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | ($1,029,444) | ($7,925,017) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Preferred shares issued as compensation | 157,094 | 63,000 |
Common shares and warrants issued for services | 76,503 | 64,500 |
Warrants granted to scientific advisory board | 39,269 | 137,602 |
Amortization of deferred compensation | 0 | 0 |
Depreciation | 102,664 | 106,072 |
Amortization | 4,386 | 4,387 |
Change in fair value of derivative liability | -3,408,941 | 3,786,129 |
Discount convertible debentures | 563,178 | 276,254 |
Changes in operating assets and liabilities: | ||
Prepaid expenses | -127,022 | -208,011 |
Other current assets | 150,000 | 0 |
Deferred expenses | 250,000 | 0 |
Accounts payable - trade | 125,511 | -18,978 |
Accounts payable - related parties | 158,619 | 176,025 |
Accrued expenses | 69,940 | 20,531 |
NET CASH USED IN OPERATING ACTIVITIES | -2,868,243 | -3,517,506 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Security deposit | 0 | -1,000,000 |
Purchase of property and equipment | -5,313,326 | -2,357,983 |
NET CASH USED IN INVESTING ACTIVITIES | -5,313,326 | -3,357,983 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of common stock and warrants in connection with private placements of common stock, net of issuance costs | 0 | 9,690,450 |
Proceeds from exercise of warrants | 6,743,295 | 210,626 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 6,743,295 | 9,901,076 |
NET CHANGE IN CASH | -1,438,274 | 3,025,587 |
Cash at beginning of period | 36,696,892 | 13,923,245 |
Cash at end of period | 35,258,618 | 16,948,832 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION: | ||
Interest paid | 0 | 0 |
Income tax paid | 0 | 0 |
NON CASH FINANCING AND INVESTING ACTIVITIES: | ||
Series A Preferred stock issued as discount on Debentures | $1,152,297 | $0 |
Organization_and_Nature_of_Bus
Organization and Nature of Business | 6 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation Of Financial Statements [Abstract] | |
Nature of Operations [Text Block] | Note 1 - Organization and Nature of Business |
NanoViricides, Inc. was incorporated under the laws of the State of Colorado on July 25, 2000 as Edot-com.com, Inc. which was organized for the purpose of conducting internet retail sales. On April 1, 2005, Edot-com.com, Inc. was incorporated under the laws of the State of Nevada for the purpose of re-domiciling as a Nevada corporation. On May 12, 2005, the corporations were merged and Edot-com.com, Inc., the Nevada corporation, became the surviving entity. | |
On June 1, 2005, Edot-com.com, Inc. (“ECMM”) acquired Nanoviricide, Inc., a privately owned Florida corporation (“NVI”), pursuant to an Agreement and Plan of Share Exchange (the “Exchange”). Nanoviricide, Inc. was incorporated under the laws of the State of Florida on May 12, 2005. | |
Pursuant to the terms of the Exchange, ECMM acquired NVI in exchange for an aggregate of 80,000,000 newly issued shares of ECMM common stock resulting in an aggregate of 100,000,000 shares of ECMM common stock issued and outstanding. NVI then became a wholly-owned subsidiary of ECMM. The ECMM shares were issued to the NVI shareholders on a pro rata basis, on the basis of 4,000 shares of the Company’s common stock for each share of NVI common stock held by such NVI shareholder at the time of the Exchange. | |
As a result of the Exchange transaction, the former NVI stockholders held approximately 80% of the voting capital stock of the Company immediately after the Exchange. For financial accounting purposes, this acquisition was a reverse acquisition of the Company by NVI, under the purchase method of accounting, and was treated as a recapitalization with NVI as the acquirer. Accordingly, the financial statements have been prepared to give retroactive effect to May 12, 2005 (date of inception), of the reverse acquisition completed on June 1, 2005, and represent the operations of NVI. | |
On June 28, 2005, NVI was merged into its parent ECMM and the separate corporate existence of NVI ceased. Effective on the same date, Edot-com.com, Inc. changed its name to NanoViricides, Inc. and its stock symbol to “NNVC”, respectively. | |
NanoViricides, Inc. (the “Company”), is a nano-biopharmaceutical company whose business goals are to discover, develop and commercialize therapeutics to advance the care of patients suffering from life-threatening viral infections. We are a company with several drugs in various stages of early development. Our drugs are based on several patents, patent applications, provisional patent applications, and other proprietary intellectual property held by TheraCour Pharma, Inc. (“TheraCour”), to which we have the necessary exclusive licenses in perpetuity. The first agreement we executed with TheraCour Pharma on September 1, 2005, gave us an exclusive, worldwide license for the treatment of the following human viral diseases: Human Immunodeficiency Virus (HIV/AIDS), Hepatitis B Virus (HBV), Hepatitis C Virus (HCV), Herpes Simplex Virus (HSV), Influenza and Asian Bird Flu Virus. | |
On February 15, 2010 the Company executed an Additional License Agreement with TheraCour Pharma, Inc. (“TheraCour”). Pursuant to the Additional License Agreement, the Company was granted exclusive licenses, in perpetuity, for technologies, developed by TheraCour, for the development of drug candidates for the treatment of Dengue viruses, Ebola/Marburg viruses, Japanese Encephalitis, viruses causing viral Conjunctivitis (a disease of the eye) and Ocular Herpes. As consideration for obtaining these exclusive licenses, we agreed to pay a onetime licensing fee equal to 2,000,000 shares (adjusted for the 3.5 to 1 reverse split) of the Company’s Series A Convertible Preferred Stock (the “Series A Preferred Stock”). The Series A Preferred Stock is convertible, only upon sale or merger of the company, or the sale of or license of substantially all of the Company’s intellectual property, into shares of the Company’s common stock at the rate of 3.5 shares of common stock for each share of Series A Preferred Stock. The Series A Preferred Stock has a preferred voting preference at the rate of nine votes per share. The Preferred Series A do not contain any rights to dividends, have no liquidation preference, and are not to be amended without the holder’s approval. The 2,000,000 shares were valued at the par value of $2,000 (adjusted for the reverse split). | |
Restatement_of_Previously_Issu
Restatement of Previously Issued Financial Statements | 6 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Accounting Changes and Error Corrections [Abstract] | ||||||||||||||||||||
Accounting Changes and Error Corrections [Text Block] | Note 2- Restatement of Previously Issued Financial Statements | |||||||||||||||||||
In connection with the preparation of our unaudited financial statements for the quarter ended December 31, 2014, we determined that in preparing our audited financial statements for the year ended June 30, 2014, we inadvertently overlooked the anti-dilution provisions in certain warrants issued in connection with the company’s private placements of securities. Specifically, the warrants issued contained certain anti-dilution ratchet provisions that provided for an adjustment to the exercise price of the warrants if the company issued any stock equivalent securities at a lower price in the future while the option was still outstanding. Adjustments to settlement amounts by future equity offerings or contractual terms of other equity-linked financial instruments issued in a subsequent period are not inputs to the fair value of a fixed-for-fixed opinion on equity shares. Accordingly, the warrants are not considered indexed to its own stock and thus must be accounted for as derivative liabilities which require initial measurement at fair value and adjustment to fair value in subsequent periods . The Company determined that the error caused a material understatement of its derivative liability for the year ended June 30, 2014. As a result of this error, we filed the Form 10-K/A to restate our audited financial statements for the year ended June 30, 2014 and 2013 on February 23, 2015 and the Form 10-Q/A to restate the unaudited financial statements for the three month periods ended September 30, 2014 and 2013. The three and six month periods ended December 31, 2013 contained herein have also been restated to reflect the correction of the forementioned error. | ||||||||||||||||||||
For the three and six months ended December 31, 2013, the Company determined that its warrants issued in units with its common stock on September 10, 2013 should be accounted for as a liability which resulted in the reclassification of $3,154,975 from stockholder’s equity to Derivative Liability – Warrants. Additionally, for the three and six months ended December 31, 2013, the Derivative Liability was reduced by $328,887 and $40,145 respectively. The net adjustments reduced the Company’s reported loss for the three and six months ended December 31, 2013 by $328,887 and $40,145, respectively. | ||||||||||||||||||||
Also in connection with the preparation of our unaudited financial statements for the quarter ended December 31, 2014 we determined that in preparing our unaudited financial statements for the quarter ended September 30, 2014, we inadvertently did not recognize a single compound embedded derivative included with the issuer’s redemption rights in the Series C Convertible Debenture and the holders conversion right to receive coupon interest in common stock of the issuer. The Series C Convertible Debentures were issued on July 2, 2014. The Company has restated its financial statements for the three month period ended September 30, 2014 in the Form 10-Q/A filed on February 23, 2015 for the quarter ended September 30, 2014 and 2013 . The net adjustment resulting from the recognition of the embedded derivative is an increase of $1,879,428 to derivative liability and corresponding reductions in the Series C convertible Debenture liability account for $1,453,122 and a reduction in additional paid in capital of $426,306. Further information is available in our quarterly report Form 10-Q/A filed for the period ended September 30, 2014. | ||||||||||||||||||||
The combined impacts of the above adjustments to the line items in our unaudited financial statements for the three and six months ended December 31, 2013 are summarized in the tables below: | ||||||||||||||||||||
Balance Sheet Data | ||||||||||||||||||||
31-Dec-13 | Net Adjustments | 31-Dec-13 | ||||||||||||||||||
(Unaudited) | (Unaudited | |||||||||||||||||||
As Originally Reported | As Restated | |||||||||||||||||||
LONG TERM LIABILITIES: | ||||||||||||||||||||
Debentures payable - Series B | 3,744,327 | - | 3,744,327 | |||||||||||||||||
Derivative liability -Series B | 7,577,919 | - | 7,577,919 | |||||||||||||||||
Derivative liability -Warrants | - | 3,114,830 | 3,114,830 | |||||||||||||||||
Total Long Term Liabilities | 11,322,246 | 3,114,830 | 14,437,076 | |||||||||||||||||
Total Liabilities | 12,678,008 | 3,114,830 | 15,792,838 | |||||||||||||||||
STOCKHOLDERS' EQUITY: | ||||||||||||||||||||
Additional paid-in capital | 56,422,575 | -3,154,975 | 53,267,600 | |||||||||||||||||
Deficit accumulated during the development stage | -46,264,946 | 40,145 | -46,224,801 | |||||||||||||||||
Total Stockholders' Equity | 10,210,668 | -3,114,830 | 7,095,838 | |||||||||||||||||
Statements of Operations | ||||||||||||||||||||
(Unaudited) | ||||||||||||||||||||
For the Three Months | For the Three Months | For the Six Months | For the Six Months | |||||||||||||||||
Ended | Ended | Ended | Ended | |||||||||||||||||
December 31, 2013 | Net Adjustments | December 31,2013 | December 31, 2013 | Net Adjustments | December 31,2013 | |||||||||||||||
As Originally Reported | As Restated | As Originally Reported | As Restated | |||||||||||||||||
OPERATING EXPENSES | ||||||||||||||||||||
Research and development | $ | 1,130,478 | - | 1,130,478 | $ | 2,304,699 | - | $ | 2,304,699 | |||||||||||
Refund credit research and development costs | - | - | - | - | ||||||||||||||||
General and administrative | 620,934 | - | 620,934 | 1,335,495 | - | 1,335,495 | ||||||||||||||
Total operating expenses | 1,751,412 | - | 1,751,412 | 3,640,194 | - | 3,640,194 | ||||||||||||||
LOSS FROM OPERATIONS | -1,751,412 | - | -1,751,412 | -3,640,194 | - | -3,640,194 | ||||||||||||||
OTHER INCOME (EXPENSE): | ||||||||||||||||||||
Interest income | 14,501 | - | 14,501 | 24,061 | - | 24,061 | ||||||||||||||
Interest expense | -125,514 | - | -125,514 | -246,500 | - | -246,500 | ||||||||||||||
Discount on convertible debentures | -140,773 | - | -140,773 | -276,254 | - | -276,254 | ||||||||||||||
Beneficial conversion feature of convertible debentures | - | - | - | - | - | - | ||||||||||||||
Change in fair market value of derivatives | 310,816 | 328,887 | 639,703 | -3,826,275 | 40,145 | -3,786,130 | ||||||||||||||
Other income (expense), net | 59,030 | 328,887 | 387,917 | -4,324,968 | 40,145 | -4,284,823 | ||||||||||||||
LOSS BEFORE INCOME TAX PROVISION | -1,692,382 | 328,887 | -1,363,495 | -7,965,162 | 40,145 | -7,925,017 | ||||||||||||||
INCOME TAX PROVISION | - | - | - | - | - | |||||||||||||||
NET LOSS | $ | -1,692,382 | $ | 328,887 | $ | -1,363,495 | $ | -7,965,162 | $ | - | $ | -7,925,017 | ||||||||
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 6 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||
Significant Accounting Policies [Text Block] | Note 3 - Summary of Significant Accounting Policies | |||||||||||||
Basis of Presentation – Interim Financial Information | ||||||||||||||
The accompanying unaudited interim financial statements and related notes 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 to Form 10-Q and Article 8 of Regulation S-X of the Securities and Exchange Commission for Interim Reporting. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited interim financial statements furnished reflect all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, considered necessary for a fair presentation of the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year. The accompanying financial statements and the information included under the heading “Management’s Discussion and Analysis or Plan of Operation” should be read in conjunction with our company’s audited financial statements and related notes included in our company’s form 10-K/A for the fiscal year ended June 30, 2014 filed with the SEC on February 23, 2015. | ||||||||||||||
Reclassifications | ||||||||||||||
Certain accounts in the June 30, 2014 financial statements have been reclassified to conform to the current period presentation. | ||||||||||||||
For a summary of significant accounting policies, see the Company’s Annual Report on Form 10-K/ Amendment 2 for the fiscal year ended June 30, 2014. | ||||||||||||||
Net Income (Loss) per Common Share | ||||||||||||||
Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common 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 (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through stock options and warrants. | ||||||||||||||
The following table shows the number of potentially outstanding dilutive common shares excluded from the diluted net income (loss) per common share calculation as they were anti-dilutive: | ||||||||||||||
Potentially Outstanding Dilutive Common Shares | ||||||||||||||
For the | For the | |||||||||||||
Six Months | Six Months | |||||||||||||
Ended | Ended | |||||||||||||
31-Dec-14 | 31-Dec-13 | |||||||||||||
Stock options | ||||||||||||||
Stock options issued on September 23, 2005 to the founders of the Company upon formation with an exercise price of $0.35 per share expiring ten (10) years from the date of issuance | 535,715 | 535,715 | ||||||||||||
Sub-total: stock options | 535,715 | 535,715 | ||||||||||||
Warrants | ||||||||||||||
Warrants issued from June 15, 2006 to October 1, 2007 to investors in connection with the Company’s equity financing with an exercise price of $3.50 per share expiring August 15, 2014 | - | 520,286 | ||||||||||||
Warrants issued on August 22, 2008 to investors in connection with the Company’s equity financing with an exercise price of $3.50 per share expiring August 15, 2014 | - | 466,486 | ||||||||||||
Warrants issued from June 15, 2006 through May 15, 2010 to SAB for services with an exercise price from $2.45 to $9.38 per share expiring February 28, 2015 | 211,429 | 211,429 | ||||||||||||
Warrants issued on June 30, 2009 to investors with an exercise price of $3.50 per share expiring August 15, 2014 | - | 561,628 | ||||||||||||
Warrants issued on September 30, 2009 to investors with an exercise price of $3.50 per share expiring August 15, 2014 | - | 1,437,871 | ||||||||||||
Warrants issued from August 16, 2010 to May 15, 2011 to SAB for services with an exercise price ranging from $5.15 to $6.34 per share expiring fiscal year ending June 30, 2015 | 65,714 | 65,714 | ||||||||||||
Warrants issued from August 16, 2011 to May 15, 2012 to SAB for services with an exercise price ranging from $2.80 to $4.94 per share expiring fiscal year ending June 30, 2016 | 68,571 | 68,571 | ||||||||||||
Warrants issued from August 16, 2012 to September 30, 2013 to SAB for services with an exercise price of $5.17 per share expiring fiscal year ending June 30, 2017 | 68,571 | 68,571 | ||||||||||||
Warrants issued on September 10, 2013 to investors with an exercise price of $5.25 per share expiring September 10, 2018 less Warrants exercised through December 31, 2014 | 2,810,071 | 2,910,071 | ||||||||||||
Warrants issued on August 15, 2013 to SAB for services with an exercise price of $5.17 per share expiring on August 15, 2017 | 17,143 | 17,143 | ||||||||||||
Warrants issued on September 10, 2013 to Placement Agents as commissions with an exercise price of $5.25 per share expiring September 10, 2018 | 58,910 | 58,910 | ||||||||||||
Warrants issued on November 15, 2013 to SAB for services with an exercise price of $6.56 per share expiring on November 15, 2017 | 17,143 | 17,143 | ||||||||||||
Warrants issued on January 24, 2014 to investors with an exercise price of $6.05 per share expiring January 24, 2019 | 2,479,935 | - | ||||||||||||
Warrants issued on January 24, 2014 to investors with an exercise price of $5.25 per share expiring January 24, 2019 | 76,306 | - | ||||||||||||
Warrants issued on February 14, 2014 to SAB for services with an exercise price of $3.98 per share expiring on February 14, 2018 | 17,143 | - | ||||||||||||
Warrants issued on May 15, 2014 to SAB for services with an exercise price of $4.11 per share expiring on May 15, 2018 | 17148 | - | ||||||||||||
Warrants issued on August 15, 2014 to SAB for services with an exercise price of $5.02 per share expiring on August 15, 2018 | 17,148 | - | ||||||||||||
Warrants issued on November 15, 2014 to SAB for services with an exercise price of $3.86 per share expiring on November 15, 2018 | 17,148 | - | ||||||||||||
Sub-total: warrants | 5,942,379 | 6,403,823 | ||||||||||||
Total potentially outstanding dilutive common shares | 6,478,094 | 6,939,538 | ||||||||||||
In addition the Company has issued Convertible Debentures, to investors. A portion of the interest required to be paid on the debentures is payable in restricted shares of the Company’s $0.001 par value common stock or in warrants, according to the terms of the Debenture. The Company will need to issue 571,428 shares on January 15, 2015 and 571,428 shares of common stock at on January 15, 2015 and 571,428 warrants on January 15, 2016 relating to the interest to be paid on the debentures. Deferred interest payable related to the Series B and C Debentures can be payable in shares of Common Stock at the average of the open and close value on the date such interest payment is due at the option of the Holder. | ||||||||||||||
The Company has also issued 3,398,369 of $0.001 par value Convertible Preferred A shares to investors and others. Only in the event of a “change of control” of the Company, each Series A preferred share is convertible to 3.5 shares of its new common stock. A “change of control” is defined as an event in which the Company’s shareholders become 60% or less owners of a new entity as a result of a change of ownership, merger or acquisition. In the absence of a change of control event, the Series A stock is not convertible into Common Stock, and does not carry any dividend rights or any other financial effects. At December 31, 2014, the estimated number of potentially dilutive shares of the Company’s common stock into which these Series A Preferred shares can be converted into, is 11,894,292. | ||||||||||||||
The following represents a reconciliation of the numerators and denominators of the basic and diluted per share calculations for income from continuing operations: | ||||||||||||||
For the three months ended | For the six months ended | |||||||||||||
December 31, | December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Calculation of basic loss per share of common stock: | ||||||||||||||
Net loss attributable to common stockholders | $ | -1,881,141 | $ | -1,363,495 | $ | -1,029,444 | $ | -7,925,017 | ||||||
Denominator for basic weighted average shares of common stock | 56,557,352 | 50,031,363 | 56,066,776 | 48,851,696 | ||||||||||
Basic loss per share of common stock | $ | -0.03 | $ | -0.03 | $ | -0.02 | $ | -0.16 | ||||||
Calculation of diluted loss per share of common stock: | ||||||||||||||
Net loss attributable to common stockholders | $ | -1,881,141 | $ | -1,363,495 | $ | -1,029,444 | $ | -7,925,017 | ||||||
Add: Income impact of assumed conversion of Debentures | -222,053 | - | -2,044,459 | - | ||||||||||
Net loss attributable to common stockholders plus assumed conversions | $ | -2,103,194 | $ | -1,363,495 | $ | -3,073,903 | $ | -7,925,017 | ||||||
Denominator for basic weighted average shares of common stock | 56,557,352 | 50,031,363 | 56,066,776 | 48,851,696 | ||||||||||
Incremental shares from assumed conversions of Debentures payable | 2,666,667 | - | 2,666,667 | - | ||||||||||
Denominator for diluted weighted average shares of common stock | 59,224,019 | 50,031,363 | 58,733,443 | 48,851,696 | ||||||||||
Diluted loss per share of common stock | $ | -0.04 | $ | -0.03 | $ | -0.05 | $ | -0.16 | ||||||
Series B Debentures were excluded from the loss per share calculation for the three and six months ended December 31, 2013 because the impact is anti-dilutive. | ||||||||||||||
Recently Issued Accounting Pronouncements | ||||||||||||||
In June 2014, the FASB issued ASU No. 2014-12, "Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period." This ASU requires a reporting entity to treat a performance target that affects vesting and that could be achieved after the requisite service period as a performance condition, and apply existing guidance under the Stock Compensation Topic of the ASC as it relates to awards with performance conditions that affect vesting to account for such awards. The provisions of this ASU are effective for interim and annual periods beginning after December 15, 2015. The Company is currently evaluating the impact of this ASU. | ||||||||||||||
In August 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”). ASU 2014-15 is intended to define management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. Specifically, ASU 2014-15 provides a definition of the term substantial doubt and requires an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). It also requires certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans and requires an express statement and other disclosures when substantial doubt is not alleviated. The new standard will be effective for reporting periods beginning after December 15, 2016, with early adoption permitted. Management is currently evaluating the impact of the adoption of ASU 2014-14 on the Company’s financial statements and disclosures. | ||||||||||||||
Financial_Condition
Financial Condition | 6 Months Ended |
Dec. 31, 2014 | |
Financial Conditons Disclosure [Abstract] | |
Financial Conditons Disclosure [Text Block] | Note 4 - Financial Condition |
The Company’s financial statements for the interim period ended December 31, 2014 have been prepared on a going concern basis, which contemplates the realization of assets and settlement of liabilities and commitments in the normal course of business. The Company has a deficit accumulated from inception. In addition, the Company has not generated any revenues and no revenues are anticipated in the short-term. Since May 2005, the Company has been engaged exclusively in research and development activities focused on developing targeted antiviral drugs. The Company has not yet commenced any product commercialization. Such losses are expected to continue for the foreseeable future and until such time, if ever, as the Company is able to attain sales levels sufficient to support its operations. There can be no assurance that the Company will achieve or maintain profitability in the future. As of December 31, 2014 the Company had cash and cash equivalents of $35,258,618. The Company has sufficient capital to continue its business, at least, through December 31, 2016, at the current rate of expenditure. The Company therefore would not be considered to have risks relative to its ability to continue as a going concern within the applicable guidelines. | |
While the Company continues to incur significant operating losses with significant capital requirements, the Company has been able to finance its business through sale of its securities. | |
On September 5, 2014, NanoViricides, Inc. (the “Company”) accepted notices to exercise old warrants (See Note 9, below.) for the purchase of an aggregate of 2,136,655 shares of the Company’s common stock at the exercise price of $3.50 per share. Actual proceeds received were $6,682,291. On July 17, 2014, the Company filed a registration statement on Form S-3 (the “Form S-3”) registering an aggregate of 3,071,986 shares of common stock underlying warrants previously issued by the Company in various private placement offerings between 2005 and September 2009 (the “Old Warrants”), as described more fully in the Form S-3 (the “Registered Warrants”). The Form S-3 was declared effective by the Securities and Exchange Commission on August 1, 2014. As of August 15, 2014, any Registered Warrants as specified above and not previously exercised have expired. | |
Since May 2005, the Company has been engaged exclusively in research and development activities focused on developing targeted antiviral nanomedicines. The Company has not yet commenced any product commercialization. The Company has incurred significant losses from operations since its inception, resulting in a an accumulated deficit of $(52,930,845) at December 31, 2014 and expects recurring losses from operations to continue for the foreseeable future and until such time, if ever, as the Company is able to attain sales levels sufficient to support its operations. There can be no assurance that the Company will achieve or maintain profitability in the future. Despite the Company’s financings in 2014 and 2013 and a cash and cash equivalent balance of $35,258,618 at December 31, 2014, substantial additional financing will be required in future periods. The Company may require additional capital to finance planned and currently unplanned capital costs, and additional staffing requirements during the next twenty four months. The Company has, in the past, adjusted its priorities and goals in line with the cash on hand and capital availability. The Company believes it can adjust its priorities of drug development and its Plan of Operations as necessary, if it is unable to raise such additional funds. | |
Related_Party_Transactions
Related Party Transactions | 6 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Related Party Transactions [Abstract] | ||||||||
Related Party Transactions Disclosure [Text Block] | Note 5 - Related Party Transactions | |||||||
Related Parties | ||||||||
Related parties with whom the Company had transactions are: | ||||||||
Related Parties | Relationship | |||||||
Anil R. Diwan | Chairman, President, significant stockholder and director | |||||||
Eugene Seymour | CEO, significant shareholder, director | |||||||
TheraCour Pharma, Inc. | An entity owned and controlled by significant stockholder | |||||||
InnoHaven, LLC | An entity owned and controlled by significant stockholder | |||||||
Milton Boniuk, MD | Director and significant stockholder | |||||||
Fixed Assets | ||||||||
December 31, 2014 | June 30, 2014 | |||||||
During the reporting period, InnoHaven, LLC, Transferred title to 1 Controls Drive Shelton Ct to the Company for consideration of the costs incurred by InnoHaven, LLC in its acquisition and renovation of the facility | $ | 4,222,549 | $ | - | ||||
During the reporting period, InnoHaven, LLC, acquired fixed assets on behalf of the Company from third party vendors and transferred such fixed assets to the Company | $ | - | $ | 4,500,000 | ||||
During the reporting period, TheraCour Pharma, Inc. acquired fixed assets on behalf of the Company from third party vendors and transferred such fixed assets to the Company | $ | 188,889 | $ | 528,000 | ||||
Account Payable – Related Party | ||||||||
For the Six Months | ||||||||
Ended | ||||||||
December 31, 2014 | June 30, 2014 | |||||||
Pursuant to an Exclusive License Agreement and an Additional License Agreement we entered into with TheraCour Pharma, Inc., (TheraCour), the Company was granted exclusive licenses in perpetuity for technologies developed by TheraCour for the virus types: HIV, HCV, Herpes, Asian (bird) flu, Influenza and rabies, and others. In consideration for obtaining these exclusive licenses, we agreed: (1) that TheraCour can charge its costs (direct and indirect) plus no more than 30% of direct costs as a Development Fee and such development fees shall be due and payable in periodic installments as billed. (2) we will pay $25,000 per month for usage of lab supplies and chemicals from existing stock held by TheraCour, (3) we will pay $2,000 or actual costs, whichever is higher for other general and administrative expenses incurred by TheraCour on our behalf. Accounts payable due TheraCour Pharma Inc. (including a security advance): | $ | 208,074 | $ | 49,455 | ||||
Research and Development Costs Paid to Related Parties | ||||||||
December | December 31, | |||||||
31, 2014 | 2013 | |||||||
Development and other costs charged by and paid to TheraCour Pharma, Inc. pursuant to exclusive License Agreements between TheraCour and the Company for the development of the Company’s drug pipeline. No royalties are due TheraCour from the Company at December 31, 2014 and 2013. | $ | 1,290,140 | $ | 924,125 | ||||
Long Term Debenture Payable Directors | ||||||||
December | December 31, | |||||||
31, 2014 | 2013 | |||||||
Series B Convertible Debentures: | ||||||||
Milton Boniuk | $ | 4,000,000 | $ | 4,000,000 | ||||
Series C Convertible Debentures: | ||||||||
Milton Boniuk | $ | 5,000,000 | - | |||||
Total Long Term Debentures Payable Directors | $ | 9,000,000 | $ | 4,000,000 | ||||
Concentrations
Concentrations | 6 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
Risks and Uncertainties [Abstract] | ||||||||||||||||||||||||||
Concentration Risk Disclosure [Text Block] | Note 6 - Concentrations | |||||||||||||||||||||||||
Vendor purchase concentrations for December 31, 2014 and 2013 are as follows: | ||||||||||||||||||||||||||
Net Purchases | Accounts Payable | |||||||||||||||||||||||||
For the six months ended December 31, | As of December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||
TheraCour Pharma, Inc.-related party | 1,290,140 | 45.6 | % | 1,827,425 | 50.2 | % | 1,374,835 | 68 | % | 886,592 | 78 | % | ||||||||||||||
Kard Scientific, Inc. | - | 0 | % | 314,155 | 8.6 | % | 123,570 | 25.4 | % | 123,570 | 10.9 | % | ||||||||||||||
Total Purchases | 1,687,133 | 100 | % | 3,640,194 | 100 | % | 487,426 | 100 | % | 1,130,871 | 100 | % | ||||||||||||||
Property_and_Equipment
Property and Equipment | 6 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property, Plant and Equipment Disclosure [Text Block] | Note 7 - Property and Equipment | |||||||
Property and equipment, stated at cost, less accumulated depreciation consisted of the following: | ||||||||
December 31, | June 30, | |||||||
2014 | 2014 | |||||||
Building GMP Facility | $ | 8,224,215 | $ | 3,099,780 | ||||
Office Equipment | 30,048 | 30,048 | ||||||
Furniture and Fixtures | 1,400 | 1,400 | ||||||
Lab Equipment | 3,794,405 | 3,605,514 | ||||||
Total Property and Equipment | 12,050,068 | 6,736,742 | ||||||
Less Accumulated Depreciation | -1,342,650 | -1,239,986 | ||||||
Property and Equipment, Net | $ | 10,707,418 | $ | 5,496,756 | ||||
Depreciation expense for the six months ended December 31, 2014 and 2013 were $102,664 and $106,072, respectively. | ||||||||
Trademark_and_Patents
Trademark and Patents | 6 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||
Intangible Assets Disclosure [Text Block] | Note 8 - Trademark and Patents | |||||||
Trademark and patents, stated at cost, less accumulated amortization consisted of the following: | ||||||||
December 31, | June 30, | |||||||
2014 | 2014 | |||||||
Trademarks and Patents | $ | 458,954 | $ | 458,954 | ||||
Less Accumulated Amortization | -55,082 | -50,696 | ||||||
Trademarks and Patents, Net | $ | 403,872 | $ | 408,258 | ||||
Amortization expense amounted to $4,386 and 4,387 for the six months ended December 31, 2014, and 2013, respectively. | ||||||||
Convertible_Debentures
Convertible Debentures | 6 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Debt Disclosure [Text Block] | Note 9 – Convertible Debentures | |||||||
On February 1, 2013, the Company raised gross proceeds of $6,000,000 which includes $4,000,000 from a family investment office and a charitable foundation controlled by Dr. Milton Boniuk, a member of the Company’s board of directors, through the issuance of our Series B Debentures. The investors purchased unsecured convertible debentures with a 4-year term. The debentures bear an interest rate of 8% p.a., plus additional interest payable in restricted common stock of 0.33, 0.33, and 0.34 pre reverse split shares in year 1, 2, and 3 respectively, and additional interest of 0.33 pre reverse split warrants to be issued in the fourth year, per $1 of principal. The Holder at its option may elect to receive such coupon interest payment in shares of common stock and calculated on the average of the open and close value on the date such interest payment is due. The warrants are priced at $1 on a pre-reverse-split basis. Post-reverse-split (Sept 2013), both the number and price of the warrants and restricted shares are adjusted for even effect. The post-reverse-split exercise price of warrants is $3.50 per warrant and the number of warrants issuable is (0.33/3.50) per $1 of principal, for even effect and will be valid for 3 years after issuance. The investors can convert the principal and any accrued interest into common stock at a fixed price of $3.50 per share. The Company can prepay the debentures, in which case the base interest rate shall increase by a 7% prepayment penalty. The Company agreed to use its best efforts to register the interest shares and the shares issuable from the interest warrants under a “shelf” registration statement provided same is available, in accordance with the provisions of the Securities Act. | ||||||||
The following represents the balance of the Debenture payable – Series B, net of discount at December 31, 2014 and June 30, 2014: | ||||||||
December 31, 2014 | June 30, | |||||||
2014 | ||||||||
Proceeds | $ | 6,000,000 | $ | 6,000,000 | ||||
Debt discount for bifurcated derivative | -2,735,310 | -2,735,310 | ||||||
3,264,690 | 3,264,690 | |||||||
Amortization of debt discount | 1,094,496 | 772,878 | ||||||
Debenture payable - Series B, net | $ | 4,359,186 | $ | 4,037,568 | ||||
On July 2, 2014, (the “Closing Date”), the Company accepted a subscription in the amount of $5,000,000 for a 10% Coupon Series C Convertible Debenture (the “Debenture”) from Dr. Milton Boniuk, a member of the Company’s Board of Directors (the “Holder”). The $5,000,000 funding of the Debenture had been received by the Company prior to June 30, 2014, the year end reporting period and the Company has reported the said Debenture in the financial statements at June 30, 2014 under long term liabilities. The Debenture is due on June 30, 2018 (the “Maturity Date”) and is convertible, at the sole option of the Holder, into restricted shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) at the conversion price of $5.25 per share of Common Stock. The Debenture bears interest at the coupon rate of ten percent (10%) per annum, computed on an annual basis of a 365 day year, payable in quarterly installments on March 31, June 30, September 30 and December 31 of each calendar year until the Maturity Date. The Holder at its option may choose to receive such coupon interest payment in shares of Common Stock and calculate on the average of the open and close value on the date such interest payment is due. The Company has the right, but not the obligation, to repay the Debenture prior to the Maturity Date (the “Redemption Payment”). If the closing bid price of the Common Stock is in excess of $5.25 when the Company notifies the Holder it has elected to prepay the Debenture (the “Redemption Date”), the Company must redeem the Debenture by delivering to the Holder 951,381 shares of Common Stock and any unpaid coupon interest in lieu of a cash Redemption Payment. If the Holder elects to receive the Redemption Payment in cash, or if the closing bid price of the Common Stock is less than $5.25, the Company shall pay to the Holder a Redemption Payment in cash equal to the principal amount of the Debenture, plus any accrued coupon interest, plus additional interest of 7% per annum for the period from the Closing Date to the Redemption Date and warrants to purchase 619,048 shares of Common Stock which shall expire in three years from the date of issuance at the exercise price of $6.05 per share of Common Stock. The Company cannot conclude that it has sufficient authorized and unissued shares to settle the contract after considering all other commitments that may require the issuance of stock during the maximum period the derivative instrument could remain outstanding. This is due to the fact that the interest payments are payable in stock of the Company, at the option of the Holder, based on the current market price of the common stock on the date such payments are due. Therefore, the number of shares due as interest payments is essentially indeterminate and the Company cannot conclude that it has sufficient authorized and unissued shares to settle the conversion feature. Accordingly, the Company bifurcated the embedded features from the host contract and recorded them as a derivative liability at fair value. A debt discount was recognized for a derivative liability associated with embedded features bifurcated from the Series C Convertible Debenture. For the three and six months period ended December 31, 2014 the Company recognized amortization of this discount as an additional interest charge to “Discount on convertible debentures” in the amounts of $126,070 and $241,560 respectively. | ||||||||
On July 2, 2014, in conjunction with the issuance of the Company’s Series C Convertible Debentures, the Company issued 187,000 Shares of its Series A Convertible Preferred stock (the “Series A) to Dr. Milton Boniuk, pursuant to the terms of the Debenture. Proceeds received in a financing transaction are allocated to the instruments issued prior to evaluating hybrid contracts for bifurcation of embedded derivatives. Since the Series A Convertible Preferred Stock is classified as equity, the proceeds allocated to the Preferred Stock is recorded at relative fair value. The fair value of the Series A was $1,645,606 at issuance and the relative fair value was calculated as $1,152,297. The remaining amount of the proceeds was allocated to the Debenture and a debt discount of $1,152,297 was recorded to offset the amount of the proceeds allocated to the Series A. Then, the embedded derivative is bifurcated at its fair value of $1,879,428 with the remaining balance allocated to the host instrument (Debenture). The total debt discount will be amortized over the term of the Debenture using the effective interest method. | ||||||||
The following represents the balance of the Debenture payable – Series C, net of discount at December 31, 2014: | ||||||||
Proceeds | $ | 5,000,000 | ||||||
Debt discount | ||||||||
Series A Preferred | -1,152,297 | |||||||
Embedded derivative | -1,879,428 | |||||||
1,968,275 | ||||||||
Amortization of debt discount for the six months ended December 31, 2014 | 241,560 | |||||||
Balance at December 31, 2014 | $ | 2,209,835 | ||||||
Equity_Transactions
Equity Transactions | 6 Months Ended | ||||
Dec. 31, 2014 | |||||
Stockholders' Equity Note [Abstract] | |||||
Stockholders' Equity Note Disclosure [Text Block] | Note 10 - Equity Transactions | ||||
On September 5, 2014, NanoViricides, Inc. (the “Company”) accepted notices to exercise old warrants for the purchase of an aggregate of 2,136,655 shares of the Company’s common stock at the exercise price of $3.50 per share. Actual proceeds relating to the exercise of the old warrants was $6,682,291 for the six months ended December 31, 2014. On July 17, 2014, the Company filed a registration statement on Form S-3 (the “Form S-3”) registering an aggregate of 3,071,986 shares of common stock underlying warrants previously issued by the Company in various private placement offerings between 2005 and September 2009, (“old warrants”) as described more fully in the Form S-3 (the “Registered Warrants”). The Form S-3 was declared effective by the Securities and Exchange Commission on August 1, 2014. As of August 15, 2014, any Registered Warrants as specified above and not previously exercised have expired. | |||||
Unregistered Securities | |||||
As discussed in Note 9, on July 2, 2014, in conjunction with the issuance of the Company’s Series C Convertible Debentures, the Company issued 187,000 Shares of its Series A Convertible Preferred stock to Dr. Milton Boniuk, pursuant to the terms of the Debenture. The Company allocated the proceeds received between the Debenture and the Preferred Stock on a relative fair value basis. The amount allocated to the Preferred stock was $1,152,297. | |||||
In November, 2014, the Scientific Advisory Board (SAB) was granted warrants to purchase 17,148 shares of common stock at $3.86 per share expiring in November, 2018. These warrants were valued at $16,977 and recorded as consulting expense. | |||||
For the three months ended December 31, 2014, the Company’s Board of Directors authorized the issuance of 10,574 shares of its Series A Convertible Preferred stock for employee compensation. The Company recorded an expense of $84,105. | |||||
For the three months ended December 31, 2014, the Company’s Board of Directors authorized the issuance of 8,227 shares of its common stock with a restrictive legend for consulting services. The Company recorded an expense of $27,000. | |||||
For the three months ended December 31, 2014, the Company’s Board of Directors authorized the issuance of 3,399 shares of its common stock with a restrictive legend for Director services. The Company recorded an expense of $11,250. | |||||
For the three months ended December 31, 2014, the Company estimated the relative fair value of the warrants granted quarterly to the Scientific Advisory Board on the date of grant using the Black-Scholes Option-Pricing Model with the following weighted-average assumptions: | |||||
2014 | |||||
Expected life (year) | 4 | ||||
Expected volatility | 45.19 | % | |||
Expected annual rate of quarterly dividends | 0 | % | |||
Risk-free rate(s) | 1.29 | % | |||
There is currently no market for the shares of Series A Preferred Stock and they can only be converted into shares of common stock upon a change of control of the Company as more fully described in the Certificate of Designation. The Company, therefore, estimated the relative fair value of the Preferred A shares granted to various Employees and others on the date of grant. The Preferred Series A shares fair value is based on the greater of i) the converted value to common at a ratio of 1:3.5; ii) the value of the voting rights since the holder would lose the voting rights upon conversion. The conversion of the shares is triggered by a Change of Control. The valuations of the Series A Preferred Stock as of December 31, 2014 used the following inputs: | |||||
a. | The common stock price (post-reverse split) was in the range $3.14 to $2.72; | ||||
b. | 56,450,600 to 58,321,521 shares outstanding and Series A Preferred shares with 2,572 (post–split 9/10/13) issued monthly ; | ||||
c. | A 5.36% premium over the common shares for the voting preferences; | ||||
d. | 67,511,039 to 69,428,256 total voting shares and the monthly shares representing voting rights of 4.892% to 4.823% of the total; | ||||
e. | The conversion value is based on an assumption for calculation purposes only of a Change of Control in 4 years from 3/1/13 and a remaining restricted term of 2.33 to 2.17 years; | ||||
f. | 35.53% to 31.95% restricted stock discount (based on a restricted stock analysis and call-put analysis curve: 84.68% to 94.41% volatility, 0.10% to 0..13% risk free rate) applied to the converted common. | ||||
Stock_Options_and_Warrants
Stock Options and Warrants | 6 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Note 11 – Stock Options and Warrants | |||||||||||
The following table presents the combined activity of stock options issued for the reporting periods ended December 31, 2014 as follows: | ||||||||||||
Stock Options | Number of | Weighted | Weighted | Aggregate | ||||||||
Shares | Average | Average | Intrinsic | |||||||||
Exercise Price | Remaining | Value ($) | ||||||||||
per share ($) | Contractual | |||||||||||
Term (years) | ||||||||||||
Outstanding at June 30, 2014 | 535,715 | 0.35 | 1.23 | 2,094,643 | ||||||||
Granted | - | - | - | - | ||||||||
Exercised | - | - | - | - | ||||||||
Expired | - | - | - | - | ||||||||
Canceled | - | - | - | - | ||||||||
Outstanding at December 31,2014 | 535,715 | 0.35 | 0.73 | 1,264,280 | ||||||||
As of December 31, 2014 there was no unrecognized compensation cost. | ||||||||||||
Stock Warrants | ||||||||||||
Stock Warrants | Number of | Weighted | Weighted | Aggregate | ||||||||
Shares | Average | Average | Intrinsic Value | |||||||||
Exercise | Remaining | ($) | ||||||||||
Price | Contractual Term | |||||||||||
per share | (years) | |||||||||||
($) | ||||||||||||
Outstanding at June 30, 2014 | 8,894,355 | 5.01 | 2.78 | 2,278,458 | ||||||||
Granted | 34,296 | 4.18 | 3.88 | - | ||||||||
Exercised | 1,926,656 | 3.5 | - | - | ||||||||
Expired | 1,059,616 | - | - | - | ||||||||
Canceled | - | - | - | - | ||||||||
Outstanding at December 31,2014 | 5,942,379 | 5.15 | 3.59 | 85,114 | ||||||||
Of the above warrants, 277,149 expire in fiscal year ending June 30, 2015; and 68,572 expire in fiscal year ending June 30, 2016; 68,572 expire in fiscal year ending June 30, 2017; 68,568 in fiscal year ending June 30,2018; 5,459,518 in fiscal year ending June 30, 2019. | ||||||||||||
Fair_Value_Measurement
Fair Value Measurement | 6 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Fair Value Disclosures [Abstract] | |||||||||||
Fair Value Disclosures [Text Block] | Note 12 – Fair Value Measurement | ||||||||||
Fair value measurements | |||||||||||
Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value for applicable assets and liabilities, we consider the principal or most advantageous market in which we would transact and we consider assumptions market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. This guidance also establishes a fair value hierarchy to prioritize inputs used in measuring fair value as follows: | |||||||||||
• | Level 1: Observable inputs such as quoted prices in active markets; | ||||||||||
• | Level 2: Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and | ||||||||||
• | Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. | ||||||||||
At December 31, 2014 and 2013, the fair value of derivative liabilities is estimated using option pricing models that are based on the individual characteristics of our warrants, preferred and common stock, the derivative liability on the valuation date as well as assumptions for volatility, remaining expected life, risk-free interest rate and, in some cases, credit spread. The derivative liabilities are the only Level 3 fair value measures. | |||||||||||
At December 31, 2014 and 2013, the estimated fair values of the liabilities measured on a recurring basis are as follows: | |||||||||||
Fair Value Measurements at | |||||||||||
December 31, 2014: | |||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||
Derivative liability – Series B debentures | $ | - | - | $ | 3,274,961 | ||||||
Derivative liability – Series C debentures | - | - | 1,206,532 | ||||||||
Derivative liability – warrants | - | - | 4,924,378 | ||||||||
Total derivatives | $ | - | $ | - | $ | 9,405,871 | |||||
Fair Value Measurements at | |||||||||||
June 30, 2014: | |||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||
Derivative liability – Series B debentures | $ | - | $ | - | 5,699,703 | ||||||
Derivative liability - warrants | - | - | 5,235,682 | ||||||||
Total derivatives | $ | - | $ | - | $ | 10,935,385 | |||||
The following tables present the activity for liabilities measured at estimated fair value using unobservable inputs for the six months ended December 31, 2014: | |||||||||||
Fair Value Measurement | |||||||||||
Using Significant | |||||||||||
Unobservable Inputs | |||||||||||
Derivative liability – Series B | Derivative liability – Series C | Derivative liability - warrant | |||||||||
Beginning balance at July 1, 2014 | $ | 5,699,703 | $ | - | 5,235,682 | ||||||
Additions during the year | - | 1,879,428 | - | ||||||||
Change in fair value | -2,424,742 | -672,896 | -311,304 | ||||||||
Transfer in and/or out of Level 3 | - | - | - | ||||||||
Ending balance at December 31, 2014 | $ | 3,274,961 | $ | 1,206,532 | $ | 4,924,378 | |||||
Commitments_and_Contingencies
Commitments and Contingencies | 6 Months Ended |
Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Note 13 - Commitments and Contingencies |
Operating Lease | |
The Company’s principal executive offices are located at 135 Wood Street, West Haven, Connecticut, and include approximately 7,000 square feet of office and laboratory space at a base monthly rent of $8,695. The term of lease expired on February 28, 2011 and is now on a month-by-month basis. | |
Total rent expense at 135 Wood Street, West Haven, Connecticut amounted to $52,170 and $52,170 for the six months ended December 31, 2014 and 2013, respectively. | |
On December 31, 2014, the Company entered into and consummated an Agreement for the Purchase and Sale of a cGMP-compliant pilot manufacturing and lab facility at 1 Controls Drive, Shelton, Connecticut. The purchase price of the facility was comprised solely of the repayment of the direct costs of the seller, Inno-Haven, LLC (“Inno-Haven”) incurred in acquiring and renovating the property and the facility plus Inno-Haven’s closing costs in connection with the sale. The purchase price consisted of the repayment of Inno-Haven’s acquisition and renovation expenses of $4,222,458 and closing costs of $77,480. | |
In addition to the costs incurred by Inno-Haven, the Company undertook and paid for the costs of design and engineering to support its stringent specifications. The Company also paid for certain additional equipment and fixtures, required for its specialized use of the facility. These additional costs directly paid for by the Company amount to $5,145,329, as previously reported by the Company in prior filings, and are not part of the purchase price reported above. | |
Legal Proceedings | |
On or about January 18, 2012, the Nevada Agency and Transfer Company, as agent for service of process for the Company in Nevada, was served with a Summons and Complaint in the case entitled Yidam, Ltd. v. Eugene Seymour, Anil Diwan, and NanoViricides, Inc. (Case No. A-12-654437-B) answerable in the Eighth Judicial District Court of the State of Nevada – Clark County (“Court”). The Complaint sought to compel inspection of the Company’s books and records. The Complaint further sought unspecified “injunctive relief” in furtherance of the demand for inspection to which it is not entitled. The Complaint by a holder of less than 1 percent of the common stock of the Company sought, inter alia, inspect documents and records of the company to which it is not entitled and in a form and manner the Company argues is not authorized by statute. Management believed that this lawsuit had no merit or basis Monetary damages had not been claimed and as a result no accrual had been made in relation to this litigation. This action was dismissed by the court or withdrawn several times in a series of repetitive complaints | |
The Company has vigorously defended this lawsuit. Following cross-motions for summary judgment and certain discovery as limited by the court, the parties engaged in a settlement conference in March 2014, at which time an agreement was reached resolving the parties’ disputes in this matter and an identical repetitive complaint the same Plaintiff had filed with the United States District Court for the District of Colorado. Pursuant to the Settlement Agreement, the Company deposited $150,000 with its attorney to be released to reimburse the Plaintiff for a portion of its litigation expenses. However, disagreements later arose regarding the negotiated resolution, precipitating, among other things, the Company’s application for court intervention and repeated status hearings. Final settlement documents were fully exchanged on September 11, 2014. Upon the Plaintiff’s compliance with the terms of the Settlement Agreement, the Company authorized counsel to release the reimbursement amount to the Plaintiff. An order dismissing the foregoing lawsuit was entered on September 16, 2014. | |
There are no other legal proceedings against the Company to the best of the Company’s knowledge as of the date hereof and to the Company’s knowledge, no action, suit or proceeding has been threatened against the Company. | |
Subsequent_Events
Subsequent Events | 6 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Note 14 - Subsequent Events |
Management has evaluated all events that occurred after the balance sheet date through the date when these financial statements were issued to determine if they must be reported. The Management of the Company has determined that the following reportable subsequent event is required to be disclosed: | |
On January 23, 2015, NanoViricides, Inc. (the “Company”) held its 2014 Annual Meeting of Stockholders (the “Meeting”). Of the 58,321,521 shares of common stock entitled to vote at the Meeting, 48,992,605 shares of common stock were present in person or by proxy and entitled to vote and 3,313,218 shares of Series A Convertible Preferred Stock (“Series A Preferred Shares”) were present in person or by proxy and entitled to vote, representing approximately 92% of the Company’s outstanding voting capital stock. | |
At the Meeting, the Company’s stockholders: (i) re-elected Stanley Glick, as director of Class III for a two-year term expiring at the 2016 annual meeting of stockholders and until his successor is duly elected and qualified or until his earlier resignation or removal; (ii) approved an amendment to the Company’s Articles of Incorporation to increase the Company’s authorized capital stock to 150,000,000 shares of common stock, par value $0.001 per share and 10,000,000 shares of preferred stock, par value $0.001 per share; and (iii)) ratified the appointment of EisnerAmper LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2015. | |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 6 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation – Interim Financial Information | |||||||||||||
The accompanying unaudited interim financial statements and related notes 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 to Form 10-Q and Article 8 of Regulation S-X of the Securities and Exchange Commission for Interim Reporting. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited interim financial statements furnished reflect all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, considered necessary for a fair presentation of the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year. The accompanying financial statements and the information included under the heading “Management’s Discussion and Analysis or Plan of Operation” should be read in conjunction with our company’s audited financial statements and related notes included in our company’s form 10-K/A for the fiscal year ended June 30, 2014 filed with the SEC on February 23, 2015. | ||||||||||||||
Reclassification, Policy [Policy Text Block] | Reclassifications | |||||||||||||
Certain accounts in the June 30, 2014 financial statements have been reclassified to conform to the current period presentation. | ||||||||||||||
For a summary of significant accounting policies, see the Company’s Annual Report on Form 10-K/ Amendment 2 for the fiscal year ended June 30, 2014. | ||||||||||||||
Earnings Per Share, Policy [Policy Text Block] | Net Income (Loss) per Common Share | |||||||||||||
Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common 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 (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through stock options and warrants. | ||||||||||||||
The following table shows the number of potentially outstanding dilutive common shares excluded from the diluted net income (loss) per common share calculation as they were anti-dilutive: | ||||||||||||||
Potentially Outstanding Dilutive Common Shares | ||||||||||||||
For the | For the | |||||||||||||
Six Months | Six Months | |||||||||||||
Ended | Ended | |||||||||||||
31-Dec-14 | 31-Dec-13 | |||||||||||||
Stock options | ||||||||||||||
Stock options issued on September 23, 2005 to the founders of the Company upon formation with an exercise price of $0.35 per share expiring ten (10) years from the date of issuance | 535,715 | 535,715 | ||||||||||||
Sub-total: stock options | 535,715 | 535,715 | ||||||||||||
Warrants | ||||||||||||||
Warrants issued from June 15, 2006 to October 1, 2007 to investors in connection with the Company’s equity financing with an exercise price of $3.50 per share expiring August 15, 2014 | - | 520,286 | ||||||||||||
Warrants issued on August 22, 2008 to investors in connection with the Company’s equity financing with an exercise price of $3.50 per share expiring August 15, 2014 | - | 466,486 | ||||||||||||
Warrants issued from June 15, 2006 through May 15, 2010 to SAB for services with an exercise price from $2.45 to $9.38 per share expiring February 28, 2015 | 211,429 | 211,429 | ||||||||||||
Warrants issued on June 30, 2009 to investors with an exercise price of $3.50 per share expiring August 15, 2014 | - | 561,628 | ||||||||||||
Warrants issued on September 30, 2009 to investors with an exercise price of $3.50 per share expiring August 15, 2014 | - | 1,437,871 | ||||||||||||
Warrants issued from August 16, 2010 to May 15, 2011 to SAB for services with an exercise price ranging from $5.15 to $6.34 per share expiring fiscal year ending June 30, 2015 | 65,714 | 65,714 | ||||||||||||
Warrants issued from August 16, 2011 to May 15, 2012 to SAB for services with an exercise price ranging from $2.80 to $4.94 per share expiring fiscal year ending June 30, 2016 | 68,571 | 68,571 | ||||||||||||
Warrants issued from August 16, 2012 to September 30, 2013 to SAB for services with an exercise price of $5.17 per share expiring fiscal year ending June 30, 2017 | 68,571 | 68,571 | ||||||||||||
Warrants issued on September 10, 2013 to investors with an exercise price of $5.25 per share expiring September 10, 2018 less Warrants exercised through December 31, 2014 | 2,810,071 | 2,910,071 | ||||||||||||
Warrants issued on August 15, 2013 to SAB for services with an exercise price of $5.17 per share expiring on August 15, 2017 | 17,143 | 17,143 | ||||||||||||
Warrants issued on September 10, 2013 to Placement Agents as commissions with an exercise price of $5.25 per share expiring September 10, 2018 | 58,910 | 58,910 | ||||||||||||
Warrants issued on November 15, 2013 to SAB for services with an exercise price of $6.56 per share expiring on November 15, 2017 | 17,143 | 17,143 | ||||||||||||
Warrants issued on January 24, 2014 to investors with an exercise price of $6.05 per share expiring January 24, 2019 | 2,479,935 | - | ||||||||||||
Warrants issued on January 24, 2014 to investors with an exercise price of $5.25 per share expiring January 24, 2019 | 76,306 | - | ||||||||||||
Warrants issued on February 14, 2014 to SAB for services with an exercise price of $3.98 per share expiring on February 14, 2018 | 17,143 | - | ||||||||||||
Warrants issued on May 15, 2014 to SAB for services with an exercise price of $4.11 per share expiring on May 15, 2018 | 17148 | - | ||||||||||||
Warrants issued on August 15, 2014 to SAB for services with an exercise price of $5.02 per share expiring on August 15, 2018 | 17,148 | - | ||||||||||||
Warrants issued on November 15, 2014 to SAB for services with an exercise price of $3.86 per share expiring on November 15, 2018 | 17,148 | - | ||||||||||||
Sub-total: warrants | 5,942,379 | 6,403,823 | ||||||||||||
Total potentially outstanding dilutive common shares | 6,478,094 | 6,939,538 | ||||||||||||
In addition the Company has issued Convertible Debentures, to investors. A portion of the interest required to be paid on the debentures is payable in restricted shares of the Company’s $0.001 par value common stock or in warrants, according to the terms of the Debenture. The Company will need to issue 571,428 shares on January 15, 2015 and 571,428 shares of common stock at on January 15, 2015 and 571,428 warrants on January 15, 2016 relating to the interest to be paid on the debentures. Deferred interest payable related to the Series B and C Debentures can be payable in shares of Common Stock at the average of the open and close value on the date such interest payment is due at the option of the Holder. | ||||||||||||||
The Company has also issued 3,398,369 of $0.001 par value Convertible Preferred A shares to investors and others. Only in the event of a “change of control” of the Company, each Series A preferred share is convertible to 3.5 shares of its new common stock. A “change of control” is defined as an event in which the Company’s shareholders become 60% or less owners of a new entity as a result of a change of ownership, merger or acquisition. In the absence of a change of control event, the Series A stock is not convertible into Common Stock, and does not carry any dividend rights or any other financial effects. At December 31, 2014, the estimated number of potentially dilutive shares of the Company’s common stock into which these Series A Preferred shares can be converted into, is 11,894,292. | ||||||||||||||
The following represents a reconciliation of the numerators and denominators of the basic and diluted per share calculations for income from continuing operations: | ||||||||||||||
For the three months ended | For the six months ended | |||||||||||||
December 31, | December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Calculation of basic loss per share of common stock: | ||||||||||||||
Net loss attributable to common stockholders | $ | -1,881,141 | $ | -1,363,495 | $ | -1,029,444 | $ | -7,925,017 | ||||||
Denominator for basic weighted average shares of common stock | 56,557,352 | 50,031,363 | 56,066,776 | 48,851,696 | ||||||||||
Basic loss per share of common stock | $ | -0.03 | $ | -0.03 | $ | -0.02 | $ | -0.16 | ||||||
Calculation of diluted loss per share of common stock: | ||||||||||||||
Net loss attributable to common stockholders | $ | -1,881,141 | $ | -1,363,495 | $ | -1,029,444 | $ | -7,925,017 | ||||||
Add: Income impact of assumed conversion of Debentures | -222,053 | - | -2,044,459 | - | ||||||||||
Net loss attributable to common stockholders plus assumed conversions | $ | -2,103,194 | $ | -1,363,495 | $ | -3,073,903 | $ | -7,925,017 | ||||||
Denominator for basic weighted average shares of common stock | 56,557,352 | 50,031,363 | 56,066,776 | 48,851,696 | ||||||||||
Incremental shares from assumed conversions of Debentures payable | 2,666,667 | - | 2,666,667 | - | ||||||||||
Denominator for diluted weighted average shares of common stock | 59,224,019 | 50,031,363 | 58,733,443 | 48,851,696 | ||||||||||
Diluted loss per share of common stock | $ | -0.04 | $ | -0.03 | $ | -0.05 | $ | -0.16 | ||||||
Series B Debentures were excluded from the loss per share calculation for the three and six months ended December 31, 2013 because the impact is anti-dilutive. | ||||||||||||||
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Pronouncements | |||||||||||||
In June 2014, the FASB issued ASU No. 2014-12, "Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period." This ASU requires a reporting entity to treat a performance target that affects vesting and that could be achieved after the requisite service period as a performance condition, and apply existing guidance under the Stock Compensation Topic of the ASC as it relates to awards with performance conditions that affect vesting to account for such awards. The provisions of this ASU are effective for interim and annual periods beginning after December 15, 2015. The Company is currently evaluating the impact of this ASU. | ||||||||||||||
In August 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”). ASU 2014-15 is intended to define management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. Specifically, ASU 2014-15 provides a definition of the term substantial doubt and requires an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). It also requires certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans and requires an express statement and other disclosures when substantial doubt is not alleviated. The new standard will be effective for reporting periods beginning after December 15, 2016, with early adoption permitted. Management is currently evaluating the impact of the adoption of ASU 2014-14 on the Company’s financial statements and disclosures. | ||||||||||||||
Restatement_of_Previously_Issu1
Restatement of Previously Issued Financial Statements (Tables) | 6 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Accounting Changes and Error Corrections [Abstract] | ||||||||||||||||||||
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block] | The combined impacts of the above adjustments to the line items in our unaudited financial statements for the three and six months ended December 31, 2013 are summarized in the tables below: | |||||||||||||||||||
Balance Sheet Data | ||||||||||||||||||||
31-Dec-13 | Net Adjustments | 31-Dec-13 | ||||||||||||||||||
(Unaudited) | (Unaudited | |||||||||||||||||||
As Originally Reported | As Restated | |||||||||||||||||||
LONG TERM LIABILITIES: | ||||||||||||||||||||
Debentures payable - Series B | 3,744,327 | - | 3,744,327 | |||||||||||||||||
Derivative liability -Series B | 7,577,919 | - | 7,577,919 | |||||||||||||||||
Derivative liability -Warrants | - | 3,114,830 | 3,114,830 | |||||||||||||||||
Total Long Term Liabilities | 11,322,246 | 3,114,830 | 14,437,076 | |||||||||||||||||
Total Liabilities | 12,678,008 | 3,114,830 | 15,792,838 | |||||||||||||||||
STOCKHOLDERS' EQUITY: | ||||||||||||||||||||
Additional paid-in capital | 56,422,575 | -3,154,975 | 53,267,600 | |||||||||||||||||
Deficit accumulated during the development stage | -46,264,946 | 40,145 | -46,224,801 | |||||||||||||||||
Total Stockholders' Equity | 10,210,668 | -3,114,830 | 7,095,838 | |||||||||||||||||
Statements of Operations | ||||||||||||||||||||
(Unaudited) | ||||||||||||||||||||
For the Three Months | For the Three Months | For the Six Months | For the Six Months | |||||||||||||||||
Ended | Ended | Ended | Ended | |||||||||||||||||
December 31, 2013 | Net Adjustments | December 31,2013 | December 31, 2013 | Net Adjustments | December 31,2013 | |||||||||||||||
As Originally Reported | As Restated | As Originally Reported | As Restated | |||||||||||||||||
OPERATING EXPENSES | ||||||||||||||||||||
Research and development | $ | 1,130,478 | - | 1,130,478 | $ | 2,304,699 | - | $ | 2,304,699 | |||||||||||
Refund credit research and development costs | - | - | - | - | ||||||||||||||||
General and administrative | 620,934 | - | 620,934 | 1,335,495 | - | 1,335,495 | ||||||||||||||
Total operating expenses | 1,751,412 | - | 1,751,412 | 3,640,194 | - | 3,640,194 | ||||||||||||||
LOSS FROM OPERATIONS | -1,751,412 | - | -1,751,412 | -3,640,194 | - | -3,640,194 | ||||||||||||||
OTHER INCOME (EXPENSE): | ||||||||||||||||||||
Interest income | 14,501 | - | 14,501 | 24,061 | - | 24,061 | ||||||||||||||
Interest expense | -125,514 | - | -125,514 | -246,500 | - | -246,500 | ||||||||||||||
Discount on convertible debentures | -140,773 | - | -140,773 | -276,254 | - | -276,254 | ||||||||||||||
Beneficial conversion feature of convertible debentures | - | - | - | - | - | - | ||||||||||||||
Change in fair market value of derivatives | 310,816 | 328,887 | 639,703 | -3,826,275 | 40,145 | -3,786,130 | ||||||||||||||
Other income (expense), net | 59,030 | 328,887 | 387,917 | -4,324,968 | 40,145 | -4,284,823 | ||||||||||||||
LOSS BEFORE INCOME TAX PROVISION | -1,692,382 | 328,887 | -1,363,495 | -7,965,162 | 40,145 | -7,925,017 | ||||||||||||||
INCOME TAX PROVISION | - | - | - | - | - | |||||||||||||||
NET LOSS | $ | -1,692,382 | $ | 328,887 | $ | -1,363,495 | $ | -7,965,162 | $ | - | $ | -7,925,017 | ||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 6 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | The following table shows the number of potentially outstanding dilutive common shares excluded from the diluted net income (loss) per common share calculation as they were anti-dilutive: | |||||||||||||
Potentially Outstanding Dilutive Common Shares | ||||||||||||||
For the | For the | |||||||||||||
Six Months | Six Months | |||||||||||||
Ended | Ended | |||||||||||||
31-Dec-14 | 31-Dec-13 | |||||||||||||
Stock options | ||||||||||||||
Stock options issued on September 23, 2005 to the founders of the Company upon formation with an exercise price of $0.35 per share expiring ten (10) years from the date of issuance | 535,715 | 535,715 | ||||||||||||
Sub-total: stock options | 535,715 | 535,715 | ||||||||||||
Warrants | ||||||||||||||
Warrants issued from June 15, 2006 to October 1, 2007 to investors in connection with the Company’s equity financing with an exercise price of $3.50 per share expiring August 15, 2014 | - | 520,286 | ||||||||||||
Warrants issued on August 22, 2008 to investors in connection with the Company’s equity financing with an exercise price of $3.50 per share expiring August 15, 2014 | - | 466,486 | ||||||||||||
Warrants issued from June 15, 2006 through May 15, 2010 to SAB for services with an exercise price from $2.45 to $9.38 per share expiring February 28, 2015 | 211,429 | 211,429 | ||||||||||||
Warrants issued on June 30, 2009 to investors with an exercise price of $3.50 per share expiring August 15, 2014 | - | 561,628 | ||||||||||||
Warrants issued on September 30, 2009 to investors with an exercise price of $3.50 per share expiring August 15, 2014 | - | 1,437,871 | ||||||||||||
Warrants issued from August 16, 2010 to May 15, 2011 to SAB for services with an exercise price ranging from $5.15 to $6.34 per share expiring fiscal year ending June 30, 2015 | 65,714 | 65,714 | ||||||||||||
Warrants issued from August 16, 2011 to May 15, 2012 to SAB for services with an exercise price ranging from $2.80 to $4.94 per share expiring fiscal year ending June 30, 2016 | 68,571 | 68,571 | ||||||||||||
Warrants issued from August 16, 2012 to September 30, 2013 to SAB for services with an exercise price of $5.17 per share expiring fiscal year ending June 30, 2017 | 68,571 | 68,571 | ||||||||||||
Warrants issued on September 10, 2013 to investors with an exercise price of $5.25 per share expiring September 10, 2018 less Warrants exercised through December 31, 2014 | 2,810,071 | 2,910,071 | ||||||||||||
Warrants issued on August 15, 2013 to SAB for services with an exercise price of $5.17 per share expiring on August 15, 2017 | 17,143 | 17,143 | ||||||||||||
Warrants issued on September 10, 2013 to Placement Agents as commissions with an exercise price of $5.25 per share expiring September 10, 2018 | 58,910 | 58,910 | ||||||||||||
Warrants issued on November 15, 2013 to SAB for services with an exercise price of $6.56 per share expiring on November 15, 2017 | 17,143 | 17,143 | ||||||||||||
Warrants issued on January 24, 2014 to investors with an exercise price of $6.05 per share expiring January 24, 2019 | 2,479,935 | - | ||||||||||||
Warrants issued on January 24, 2014 to investors with an exercise price of $5.25 per share expiring January 24, 2019 | 76,306 | - | ||||||||||||
Warrants issued on February 14, 2014 to SAB for services with an exercise price of $3.98 per share expiring on February 14, 2018 | 17,143 | - | ||||||||||||
Warrants issued on May 15, 2014 to SAB for services with an exercise price of $4.11 per share expiring on May 15, 2018 | 17148 | - | ||||||||||||
Warrants issued on August 15, 2014 to SAB for services with an exercise price of $5.02 per share expiring on August 15, 2018 | 17,148 | - | ||||||||||||
Warrants issued on November 15, 2014 to SAB for services with an exercise price of $3.86 per share expiring on November 15, 2018 | 17,148 | - | ||||||||||||
Sub-total: warrants | 5,942,379 | 6,403,823 | ||||||||||||
Total potentially outstanding dilutive common shares | 6,478,094 | 6,939,538 | ||||||||||||
The following represents a reconciliation of the numerators and denominators of the basic and diluted per share calculations for income from continuing operations: | ||||||||||||||
For the three months ended | For the six months ended | |||||||||||||
December 31, | December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Calculation of basic loss per share of common stock: | ||||||||||||||
Net loss attributable to common stockholders | $ | -1,881,141 | $ | -1,363,495 | $ | -1,029,444 | $ | -7,925,017 | ||||||
Denominator for basic weighted average shares of common stock | 56,557,352 | 50,031,363 | 56,066,776 | 48,851,696 | ||||||||||
Basic loss per share of common stock | $ | -0.03 | $ | -0.03 | $ | -0.02 | $ | -0.16 | ||||||
Calculation of diluted loss per share of common stock: | ||||||||||||||
Net loss attributable to common stockholders | $ | -1,881,141 | $ | -1,363,495 | $ | -1,029,444 | $ | -7,925,017 | ||||||
Add: Income impact of assumed conversion of Debentures | -222,053 | - | -2,044,459 | - | ||||||||||
Net loss attributable to common stockholders plus assumed conversions | $ | -2,103,194 | $ | -1,363,495 | $ | -3,073,903 | $ | -7,925,017 | ||||||
Denominator for basic weighted average shares of common stock | 56,557,352 | 50,031,363 | 56,066,776 | 48,851,696 | ||||||||||
Incremental shares from assumed conversions of Debentures payable | 2,666,667 | - | 2,666,667 | - | ||||||||||
Denominator for diluted weighted average shares of common stock | 59,224,019 | 50,031,363 | 58,733,443 | 48,851,696 | ||||||||||
Diluted loss per share of common stock | $ | -0.04 | $ | -0.03 | $ | -0.05 | $ | -0.16 | ||||||
Related_Party_Transactions_Tab
Related Party Transactions (Tables) | 6 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Related Party Transactions [Abstract] | ||||||||
Schedule of Related Party Transactions [Table Text Block] | Fixed Assets | |||||||
December 31, 2014 | June 30, 2014 | |||||||
During the reporting period, InnoHaven, LLC, Transferred title to 1 Controls Drive Shelton Ct to the Company for consideration of the costs incurred by InnoHaven, LLC in its acquisition and renovation of the facility | $ | 4,222,549 | $ | - | ||||
During the reporting period, InnoHaven, LLC, acquired fixed assets on behalf of the Company from third party vendors and transferred such fixed assets to the Company | $ | - | $ | 4,500,000 | ||||
During the reporting period, TheraCour Pharma, Inc. acquired fixed assets on behalf of the Company from third party vendors and transferred such fixed assets to the Company | $ | 188,889 | $ | 528,000 | ||||
Account Payable – Related Party | ||||||||
For the Six Months | ||||||||
Ended | ||||||||
December 31, 2014 | June 30, 2014 | |||||||
Pursuant to an Exclusive License Agreement and an Additional License Agreement we entered into with TheraCour Pharma, Inc., (TheraCour), the Company was granted exclusive licenses in perpetuity for technologies developed by TheraCour for the virus types: HIV, HCV, Herpes, Asian (bird) flu, Influenza and rabies, and others. In consideration for obtaining these exclusive licenses, we agreed: (1) that TheraCour can charge its costs (direct and indirect) plus no more than 30% of direct costs as a Development Fee and such development fees shall be due and payable in periodic installments as billed. (2) we will pay $25,000 per month for usage of lab supplies and chemicals from existing stock held by TheraCour, (3) we will pay $2,000 or actual costs, whichever is higher for other general and administrative expenses incurred by TheraCour on our behalf. Accounts payable due TheraCour Pharma Inc. (including a security advance): | $ | 208,074 | $ | 49,455 | ||||
Research and Development Costs Paid to Related Parties | ||||||||
December | December 31, | |||||||
31, 2014 | 2013 | |||||||
Development and other costs charged by and paid to TheraCour Pharma, Inc. pursuant to exclusive License Agreements between TheraCour and the Company for the development of the Company’s drug pipeline. No royalties are due TheraCour from the Company at December 31, 2014 and 2013. | $ | 1,290,140 | $ | 924,125 | ||||
Long Term Debenture Payable Directors | ||||||||
December | December 31, | |||||||
31, 2014 | 2013 | |||||||
Series B Convertible Debentures: | ||||||||
Milton Boniuk | $ | 4,000,000 | $ | 4,000,000 | ||||
Series C Convertible Debentures: | ||||||||
Milton Boniuk | $ | 5,000,000 | - | |||||
Total Long Term Debentures Payable Directors | $ | 9,000,000 | $ | 4,000,000 | ||||
Concentrations_Tables
Concentrations (Tables) | 6 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
Risks and Uncertainties [Abstract] | ||||||||||||||||||||||||||
Schedules of Concentration of Risk, by Risk Factor [Table Text Block] | Vendor purchase concentrations for December 31, 2014 and 2013 are as follows: | |||||||||||||||||||||||||
Net Purchases | Accounts Payable | |||||||||||||||||||||||||
For the six months ended December 31, | As of December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||
TheraCour Pharma, Inc.-related party | 1,290,140 | 45.6 | % | 1,827,425 | 50.2 | % | 1,374,835 | 68 | % | 886,592 | 78 | % | ||||||||||||||
Kard Scientific, Inc. | - | 0 | % | 314,155 | 8.6 | % | 123,570 | 25.4 | % | 123,570 | 10.9 | % | ||||||||||||||
Total Purchases | 1,687,133 | 100 | % | 3,640,194 | 100 | % | 487,426 | 100 | % | 1,130,871 | 100 | % | ||||||||||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 6 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property, Plant and Equipment [Table Text Block] | Property and equipment, stated at cost, less accumulated depreciation consisted of the following: | |||||||
December 31, | June 30, | |||||||
2014 | 2014 | |||||||
Building GMP Facility | $ | 8,224,215 | $ | 3,099,780 | ||||
Office Equipment | 30,048 | 30,048 | ||||||
Furniture and Fixtures | 1,400 | 1,400 | ||||||
Lab Equipment | 3,794,405 | 3,605,514 | ||||||
Total Property and Equipment | 12,050,068 | 6,736,742 | ||||||
Less Accumulated Depreciation | -1,342,650 | -1,239,986 | ||||||
Property and Equipment, Net | $ | 10,707,418 | $ | 5,496,756 | ||||
Trademark_and_Patents_Tables
Trademark and Patents (Tables) | 6 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Trademark and patents, stated at cost, less accumulated amortization consisted of the following: | |||||||
December 31, | June 30, | |||||||
2014 | 2014 | |||||||
Trademarks and Patents | $ | 458,954 | $ | 458,954 | ||||
Less Accumulated Amortization | -55,082 | -50,696 | ||||||
Trademarks and Patents, Net | $ | 403,872 | $ | 408,258 | ||||
Convertible_Debentures_Tables
Convertible Debentures (Tables) | 6 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Series B Debentures [Member] | ||||||||
Schedule of Long-term Debt Instruments [Table Text Block] | The following represents the balance of the Debenture payable – Series B, net of discount at December 31, 2014 and June 30, 2014: | |||||||
December 31, 2014 | June 30, | |||||||
2014 | ||||||||
Proceeds | $ | 6,000,000 | $ | 6,000,000 | ||||
Debt discount for bifurcated derivative | -2,735,310 | -2,735,310 | ||||||
3,264,690 | 3,264,690 | |||||||
Amortization of debt discount | 1,094,496 | 772,878 | ||||||
Debenture payable - Series B, net | $ | 4,359,186 | $ | 4,037,568 | ||||
Series C Debentures [Member] | ||||||||
Schedule of Long-term Debt Instruments [Table Text Block] | The following represents the balance of the Debenture payable – Series C, net of discount at December 31, 2014: | |||||||
Proceeds | $ | 5,000,000 | ||||||
Debt discount | ||||||||
Series A Preferred | -1,152,297 | |||||||
Embedded derivative | -1,879,428 | |||||||
1,968,275 | ||||||||
Amortization of debt discount for the six months ended December 31, 2014 | 241,560 | |||||||
Balance at December 31, 2014 | $ | 2,209,835 | ||||||
Equity_Transactions_Tables
Equity Transactions (Tables) | 6 Months Ended | ||||
Dec. 31, 2014 | |||||
Stockholders' Equity Note [Abstract] | |||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | the Company estimated the relative fair value of the warrants granted quarterly to the Scientific Advisory Board on the date of grant using the Black-Scholes Option-Pricing Model with the following weighted-average assumptions: | ||||
2014 | |||||
Expected life (year) | 4 | ||||
Expected volatility | 45.19 | % | |||
Expected annual rate of quarterly dividends | 0 | % | |||
Risk-free rate(s) | 1.29 | % | |||
Stock_Options_and_Warrants_Tab
Stock Options and Warrants (Tables) | 6 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Equity Option [Member] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | The following table presents the combined activity of stock options issued for the reporting periods ended December 31, 2014 as follows: | |||||||||||
Stock Options | Number of | Weighted | Weighted | Aggregate | ||||||||
Shares | Average | Average | Intrinsic | |||||||||
Exercise Price | Remaining | Value ($) | ||||||||||
per share ($) | Contractual | |||||||||||
Term (years) | ||||||||||||
Outstanding at June 30, 2014 | 535,715 | 0.35 | 1.23 | 2,094,643 | ||||||||
Granted | - | - | - | - | ||||||||
Exercised | - | - | - | - | ||||||||
Expired | - | - | - | - | ||||||||
Canceled | - | - | - | - | ||||||||
Outstanding at December 31,2014 | 535,715 | 0.35 | 0.73 | 1,264,280 | ||||||||
Stock Warrants [Member] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | As of December 31, 2014 there was no unrecognized compensation cost. | |||||||||||
Stock Warrants | ||||||||||||
Stock Warrants | Number of | Weighted | Weighted | Aggregate | ||||||||
Shares | Average | Average | Intrinsic Value | |||||||||
Exercise | Remaining | ($) | ||||||||||
Price | Contractual Term | |||||||||||
per share | (years) | |||||||||||
($) | ||||||||||||
Outstanding at June 30, 2014 | 8,894,355 | 5.01 | 2.78 | 2,278,458 | ||||||||
Granted | 34,296 | 4.18 | 3.88 | - | ||||||||
Exercised | 1,926,656 | 3.5 | - | - | ||||||||
Expired | 1,059,616 | - | - | - | ||||||||
Canceled | - | - | - | - | ||||||||
Outstanding at December 31,2014 | 5,942,379 | 5.15 | 3.59 | 85,114 | ||||||||
Fair_Value_Measurement_Tables
Fair Value Measurement (Tables) | 6 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Fair Value Disclosures [Abstract] | |||||||||||
Fair Value, Liabilities Measured on Recurring Basis [Table Text Block] | At December 31, 2014 and 2013, the estimated fair values of the liabilities measured on a recurring basis are as follows: | ||||||||||
Fair Value Measurements at | |||||||||||
December 31, 2014: | |||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||
Derivative liability – Series B debentures | $ | - | - | $ | 3,274,961 | ||||||
Derivative liability – Series C debentures | - | - | 1,206,532 | ||||||||
Derivative liability – warrants | - | - | 4,924,378 | ||||||||
Total derivatives | $ | - | $ | - | $ | 9,405,871 | |||||
Fair Value Measurements at | |||||||||||
June 30, 2014: | |||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||
Derivative liability – Series B debentures | $ | - | $ | - | 5,699,703 | ||||||
Derivative liability - warrants | - | - | 5,235,682 | ||||||||
Total derivatives | $ | - | $ | - | $ | 10,935,385 | |||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | The following tables present the activity for liabilities measured at estimated fair value using unobservable inputs for the six months ended December 31, 2014: | ||||||||||
Fair Value Measurement | |||||||||||
Using Significant | |||||||||||
Unobservable Inputs | |||||||||||
Derivative liability – Series B | Derivative liability – Series C | Derivative liability - warrant | |||||||||
Beginning balance at July 1, 2014 | $ | 5,699,703 | $ | - | 5,235,682 | ||||||
Additions during the year | - | 1,879,428 | - | ||||||||
Change in fair value | -2,424,742 | -672,896 | -311,304 | ||||||||
Transfer in and/or out of Level 3 | - | - | - | ||||||||
Ending balance at December 31, 2014 | $ | 3,274,961 | $ | 1,206,532 | $ | 4,924,378 | |||||
Organization_and_Nature_of_Bus1
Organization and Nature of Business (Details Textual) (USD $) | 6 Months Ended | 0 Months Ended | |
Dec. 31, 2014 | Feb. 15, 2010 | Jun. 30, 2014 | |
Product Information [Line Items] | |||
Entity Incorporation, State Country Name | Colorado | ||
Entity Incorporation, Date Of Incorporation | 25-Jul-00 | ||
Business Acquisition, Name of Acquired Entity | Edot-com.com, Inc. | ||
Business Acquisition, Date of Acquisition Agreement | 12-May-05 | ||
Common stock, shares issued | 56,564,190 | 54,620,993 | |
Common stock, shares, outstanding | 56,564,190 | 54,620,993 | |
ECMM [Member] | |||
Product Information [Line Items] | |||
Common Stock Shares Issued Prorata Basis | 4,000 | ||
Stock Issued During Period, Shares, New Issues | 80,000,000 | ||
Common stock, shares issued | 100,000,000 | ||
Common stock, shares, outstanding | 100,000,000 | ||
Business Acquisition, Percentage of Voting Interests Acquired | 80.00% | ||
Series A Preferred Stock [Member] | |||
Product Information [Line Items] | |||
Preferred stock, shares issued | 2,000,000 | ||
Preferred stock | $2,000 | ||
Convertible Preferred Stock, Terms of Conversion | The Series A Preferred Stock is convertible, only upon sale or merger of the company, or the sale of or license of substantially all of the Companys intellectual property, into shares of the Companys common stock at the rate of 3.5 shares of common stock for each share of Series A Preferred Stock. | ||
Stockholders' Equity, Reverse Stock Split | (adjusted for the 3.5 to 1 reverse split) |
Restatement_of_Previously_Issu2
Restatement of Previously Issued Financial Statements (Details) (USD $) | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 |
LONG TERM LIABILITIES: | |||
Debentures payable | $0 | $5,000,000 | |
Total Long Term Liabilities | 14,437,076 | ||
Total Liabilities | 17,096,702 | 20,490,692 | 15,792,838 |
STOCKHOLDERS' EQUITY: | |||
Additional paid-in capital | 83,379,197 | 75,212,888 | 53,267,600 |
Deficit accumulated during the development stage | -52,930,845 | -51,901,400 | -46,224,801 |
Total Stockholders' Equity | 30,508,316 | 23,369,303 | 7,095,838 |
Series B Debentures [Member] | |||
LONG TERM LIABILITIES: | |||
Debentures payable | 4,359,186 | 4,037,568 | 3,744,327 |
Derivative liability | 3,274,961 | 5,699,703 | 7,577,919 |
Series C Debentures [Member] | |||
LONG TERM LIABILITIES: | |||
Debentures payable | 2,209,835 | 0 | |
Derivative liability | 1,206,532 | 0 | |
Warrant [Member] | |||
LONG TERM LIABILITIES: | |||
Derivative liability | 3,114,830 | ||
Restatement Adjustment [Member] | |||
LONG TERM LIABILITIES: | |||
Total Long Term Liabilities | 3,114,830 | ||
Total Liabilities | 3,114,830 | ||
STOCKHOLDERS' EQUITY: | |||
Additional paid-in capital | -3,154,975 | ||
Deficit accumulated during the development stage | 40,145 | ||
Total Stockholders' Equity | -3,114,830 | ||
Restatement Adjustment [Member] | Series B Debentures [Member] | |||
LONG TERM LIABILITIES: | |||
Debentures payable | 0 | ||
Derivative liability | 0 | ||
Restatement Adjustment [Member] | Warrant [Member] | |||
LONG TERM LIABILITIES: | |||
Derivative liability | 3,114,830 | ||
Scenario, Previously Reported [Member] | |||
LONG TERM LIABILITIES: | |||
Total Long Term Liabilities | 11,322,246 | ||
Total Liabilities | 12,678,008 | ||
STOCKHOLDERS' EQUITY: | |||
Additional paid-in capital | 56,422,575 | ||
Deficit accumulated during the development stage | -46,264,946 | ||
Total Stockholders' Equity | 10,210,668 | ||
Scenario, Previously Reported [Member] | Series B Debentures [Member] | |||
LONG TERM LIABILITIES: | |||
Debentures payable | 3,744,327 | ||
Derivative liability | 7,577,919 | ||
Scenario, Previously Reported [Member] | Warrant [Member] | |||
LONG TERM LIABILITIES: | |||
Derivative liability | $0 |
Restatement_of_Previously_Issu3
Restatement of Previously Issued Financial Statements (Details 1) (USD $) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
OPERATING EXPENSES | ||||
Research and development | $916,739 | $1,130,478 | $1,727,846 | $2,304,699 |
General and administrative | 899,916 | 620,934 | 1,775,942 | 1,335,495 |
Total operating expenses | 1,816,655 | 1,751,412 | 3,503,788 | 3,640,194 |
LOSS FROM OPERATIONS | -1,816,655 | -1,751,412 | -3,503,788 | -3,640,194 |
OTHER INCOME (EXPENSE): | ||||
Interest income | 81,702 | 14,501 | 121,025 | 24,061 |
Interest Expense | -247,444 | -125,514 | -492,444 | -246,500 |
Discount on convertible debentures | -289,960 | -140,773 | -563,178 | -276,254 |
Beneficial conversion feature of convertible debentures | 0 | 0 | ||
Change in fair market value of derivatives | 391,216 | 639,703 | 3,408,941 | -3,786,130 |
Other income (expense), net | -64,486 | 387,917 | 2,474,344 | -4,284,823 |
LOSS BEFORE INCOME TAX PROVISION | -1,881,141 | -1,363,495 | -1,029,444 | -7,925,017 |
INCOME TAX PROVISION | 0 | 0 | 0 | 0 |
NET LOSS | -1,881,141 | -1,363,495 | -1,029,444 | -7,925,017 |
Scenario, Previously Reported [Member] | ||||
OPERATING EXPENSES | ||||
Research and development | 1,130,478 | 2,304,699 | ||
Refund credit research and development costs | 0 | 0 | ||
General and administrative | 620,934 | 1,335,495 | ||
Total operating expenses | 1,751,412 | 3,640,194 | ||
LOSS FROM OPERATIONS | -1,751,412 | -3,640,194 | ||
OTHER INCOME (EXPENSE): | ||||
Interest income | 14,501 | 24,061 | ||
Interest Expense | -125,514 | -246,500 | ||
Discount on convertible debentures | -140,773 | -276,254 | ||
Beneficial conversion feature of convertible debentures | 0 | 0 | ||
Change in fair market value of derivatives | 310,816 | -3,826,275 | ||
Other income (expense), net | 59,030 | -4,324,968 | ||
LOSS BEFORE INCOME TAX PROVISION | -1,692,382 | -7,965,162 | ||
INCOME TAX PROVISION | 0 | 0 | ||
NET LOSS | -1,692,382 | -7,965,162 | ||
Restatement Adjustment [Member] | ||||
OPERATING EXPENSES | ||||
Research and development | 0 | 0 | ||
Refund credit research and development costs | 0 | 0 | ||
General and administrative | 0 | 0 | ||
Total operating expenses | 0 | 0 | ||
LOSS FROM OPERATIONS | 0 | 0 | ||
OTHER INCOME (EXPENSE): | ||||
Interest income | 0 | 0 | ||
Interest Expense | 0 | 0 | ||
Discount on convertible debentures | 0 | 0 | ||
Beneficial conversion feature of convertible debentures | 0 | 0 | ||
Change in fair market value of derivatives | 328,887 | 40,145 | ||
Other income (expense), net | 328,887 | 40,145 | ||
LOSS BEFORE INCOME TAX PROVISION | 328,887 | 40,145 | ||
INCOME TAX PROVISION | 0 | 0 | ||
NET LOSS | $328,887 | $0 |
Restatement_of_Previously_Issu4
Restatement of Previously Issued Financial Statements (Details Textual) (USD $) | 3 Months Ended | 6 Months Ended | 1 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2014 | Jun. 30, 2014 | Sep. 30, 2013 | |
Change in Accounting Estimate [Line Items] | ||||||
Increase (Decrease) in Derivative Liabilities | $328,887 | $40,145 | ||||
Additional Paid In Capital | 53,267,600 | 53,267,600 | 83,379,197 | 75,212,888 | ||
Restatement Adjustment [Member] | ||||||
Change in Accounting Estimate [Line Items] | ||||||
Increase (Decrease) in Derivative Liabilities | 328,887 | 40,145 | 1,879,428 | |||
Adjustments to Additional Paid in Capital, Other | 426,306 | |||||
Debt Instrument, Increase (Decrease), Net | 1,453,122 | |||||
Additional Paid In Capital | $3,154,975 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) | 6 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 6,478,094 | 6,939,538 |
Employee Stock Option [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 535,715 | 535,715 |
Total Stock Option [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 535,715 | 535,715 |
Warrants Issued One [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 520,286 |
Warrants Issued Two [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 466,486 |
Warrants Issued Three [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 211,429 | 211,429 |
Warrants Issued Four [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 561,628 |
Warrants Issued Five [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 1,437,871 |
Warrants Issued Six [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 65,714 | 65,714 |
Warrants Issued Seven [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 68,571 | 68,571 |
Warrants Issued Eight [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 68,571 | 68,571 |
Warrants Issued Nine [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,810,071 | 2,910,071 |
Warrants Issued Ten [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 17,143 | 17,143 |
Warrants Issued Eleven [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 58,910 | 58,910 |
Warrants Issued Twelve [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 17,143 | 17,143 |
Warrants Issued Thirteen [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,479,935 | 0 |
Warrants Issued Fourteen [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 76,306 | 0 |
Warrants Issued Fifteen [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 17,143 | 0 |
Warrants Issued Sixteen [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 17,148 | 0 |
Warrants Issued Seventeen Member [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 17,148 | 0 |
Warrants Issued Eighteen Member [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 17,148 | 0 |
Total Warrants [Member] | ||
Accounting Policies [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 5,942,379 | 6,403,823 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Details 1) (USD $) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
Calculation of basic loss per share of common stock: | ||||
Net loss attributable to common stockholders | ($1,881,141) | ($1,363,495) | ($1,029,444) | ($7,925,017) |
Denominator for basic weighted average shares of common stock | 56,557,352 | 50,031,363 | 56,066,776 | 48,851,696 |
Basic loss per share of common stock | ($0.03) | ($0.03) | ($0.02) | ($0.16) |
Calculation of diluted loss per share of common stock: | ||||
Net loss attributable to common stockholders | -1,881,141 | -1,363,495 | -1,029,444 | -7,925,017 |
Add: Income impact of assumed conversion of Debentures | -222,053 | 0 | -2,044,459 | 0 |
Net loss attributable to common stockholders plus assumed conversions | ($2,103,194) | ($1,363,495) | ($3,073,903) | ($7,925,017) |
Denominator for basic weighted average shares of common stock | 56,557,352 | 50,031,363 | 56,066,776 | 48,851,696 |
Incremental shares from assumed conversions of Debentures payable | 2,666,667 | 0 | 2,666,667 | 0 |
Net loss attributable to common stockholders plus assumed conversions | 59,224,019 | 50,031,363 | 58,733,443 | 48,851,696 |
Diluted loss per share of common stock | ($0.04) | ($0.03) | ($0.05) | ($0.16) |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies (Details Textual) (USD $) | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2014 | Jun. 30, 2014 | Sep. 23, 2005 | Jan. 15, 2015 | |
Accounting Policies [Line Items] | ||||
Common Stock, Par Or Stated Value Per Share | 0.001 | 0.001 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | 0.1 | $0.35 | ||
Scenario, Forecast [Member] | ||||
Accounting Policies [Line Items] | ||||
Convertible Debentures Shares Reserved For Future issuance | 571,428 | |||
Series A Convertible Preferred Stock [Member] | ||||
Accounting Policies [Line Items] | ||||
Convertible Preferred Stock, Terms Of Conversion | Only in the event of a change of control of the Company, each Series A preferred share is convertible to 3.5 shares of its new common stock. A change of control is defined as an event in which the Companys shareholders become 60% or less owners of a new entity as a result of a change of ownership, merger or acquisition. | |||
Preferred Stock, Shares Issued | 3,398,369 | 3,193,079 | ||
Common Stock [Member] | ||||
Accounting Policies [Line Items] | ||||
Convertible Preferred Stock, Shares Issued upon Conversion | 11,894,292 | |||
Employee Stock Option [Member] | ||||
Accounting Policies [Line Items] | ||||
Share Based Compensation Arrangement By Share Based Payment Award Expiration Term | 10 years | |||
Warrant [Member] | Scenario, Forecast [Member] | ||||
Accounting Policies [Line Items] | ||||
Convertible Debentures Shares Reserved For Future issuance | 571,428 | |||
June 15,2006 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Expiration Date | 28-Feb-15 | |||
June 15,2006 [Member] | Investor [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 3.5 | |||
Warrants Expiration Date | 15-Aug-14 | |||
August 22, 2008 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 3.5 | |||
Warrants Expiration Date | 15-Aug-14 | |||
June 30, 2009 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 3.5 | |||
Warrants Expiration Date | 15-Aug-14 | |||
September 30, 2009 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 3.5 | |||
Warrants Expiration Date | 15-Aug-14 | |||
August 16 2010 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Expiration Date | 30-Jun-15 | |||
August 16 2011 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Expiration Date | 30-Jun-16 | |||
August 16 2012 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 5.17 | |||
Warrants Expiration Date | 30-Jun-17 | |||
September 10, 2013 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 5.25 | |||
Warrants Expiration Date | 31-Dec-14 | |||
September 10, 2013 [Member] | Placement Agents [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 5.25 | |||
Warrants Expiration Date | 10-Sep-18 | |||
August 15, 2013 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 5.17 | |||
Warrants Expiration Date | 15-Aug-17 | |||
November 15, 2013 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 6.56 | |||
Warrants Expiration Date | 15-Nov-17 | |||
January 24, 2014 [Member] | Investor [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 6.05 | |||
Warrants Expiration Date | 24-Jan-19 | |||
January 24, 2014 [Member] | Placement Agents [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 5.25 | |||
Warrants Expiration Date | 24-Jan-19 | |||
February 14, 2014 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 3.98 | |||
Warrants Expiration Date | 14-Feb-18 | |||
May 15, 2014 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 4.11 | |||
Warrants Expiration Date | 15-May-18 | |||
August 15, 2014 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 5.02 | |||
Warrants Expiration Date | 15-Aug-18 | |||
November 15, 2014 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 3.86 | |||
Warrants Expiration Date | 15-Nov-18 | |||
Minimum [Member] | Placement Agents [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 5.25 | |||
Minimum [Member] | June 15,2006 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 2.45 | |||
Minimum [Member] | August 16 2010 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 5.15 | |||
Minimum [Member] | August 16 2011 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 2.8 | |||
Maximum [Member] | Placement Agents [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 6.05 | |||
Maximum [Member] | June 15,2006 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 9.38 | |||
Maximum [Member] | August 16 2010 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 6.34 | |||
Maximum [Member] | August 16 2011 [Member] | ||||
Accounting Policies [Line Items] | ||||
Warrants Exercise Price | 4.94 |
Financial_Condition_Details_Te
Financial Condition (Details Textual) (USD $) | 6 Months Ended | 0 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Sep. 05, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jul. 17, 2014 | |
Financial Condition [Line Items] | ||||||
Cash and cash equivalents | $35,258,618 | $16,948,832 | $36,696,892 | $13,923,245 | ||
Proceeds from Warrant Exercises | 6,743,295 | 210,626 | ||||
Retained Earnings (Accumulated Deficit) | -52,930,845 | -46,224,801 | -51,901,400 | |||
Registered Warrants [Member] | ||||||
Financial Condition [Line Items] | ||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2,136,655 | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $3.50 | |||||
Proceeds from Warrant Exercises | $6,682,291 | $6,682,291 | ||||
Class of Warrant or Right, Outstanding | 3,071,986 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | |
Research and development | $916,739 | $1,130,478 | $1,727,846 | $2,304,699 | |||
Director [Member] | Long-Term Debentures Payable [Member] | |||||||
Due to Related Parties, Noncurrent | 9,000,000 | 4,000,000 | 9,000,000 | 4,000,000 | 9,000,000 | 4,000,000 | |
Director [Member] | Long-Term Debentures Payable [Member] | Series B Convertible Debentures [Member] | |||||||
Due to Related Parties, Noncurrent | 4,000,000 | 4,000,000 | 4,000,000 | 4,000,000 | 4,000,000 | 4,000,000 | |
Director [Member] | Long-Term Debentures Payable [Member] | Series C Convertible Debenture [Member] | |||||||
Due to Related Parties, Noncurrent | 5,000,000 | 0 | 5,000,000 | 0 | 5,000,000 | 0 | |
Innohaven, LLC [Member] | Option One [Member] | |||||||
Due to Related Parties | 4,222,549 | 4,222,549 | 4,222,549 | 0 | |||
Innohaven, LLC [Member] | Option Two [Member] | |||||||
Due to Related Parties | 0 | 0 | 0 | 4,500,000 | |||
TheraCour Pharma, Inc [Member] | |||||||
Net Account Payable to related party | 208,074 | 208,074 | 208,074 | 49,455 | |||
Research and development | 1,290,140 | 924,125 | |||||
Due to Related Parties | $188,889 | $188,889 | $188,889 | $528,000 |
Related_Party_Transactions_Det1
Related Party Transactions (Details Textual) (USD $) | 6 Months Ended |
Dec. 31, 2014 | |
Related Party Transaction [Line Items] | |
Related Party Transaction, Description of Transaction | charge its costs (direct and indirect) plus no more than 30% of direct costs |
Lab Supplies and Chemicals Fees | $25,000 |
Other General and Administrative Expense | $2,000 |
Concentrations_Details
Concentrations (Details) (USD $) | 6 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Supplier Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Net Purchases | $1,687,133 | $3,640,194 |
Accounts Payable | 487,426 | 1,130,871 |
Supplier Concentration Risk [Member] | TheraCour Pharma, Inc [Member] | ||
Concentration Risk [Line Items] | ||
Net Purchases | 1,290,140 | 1,827,425 |
Accounts Payable | 1,374,835 | 886,592 |
Supplier Concentration Risk [Member] | Kard Scientific Inc [Member] | ||
Concentration Risk [Line Items] | ||
Net Purchases | 0 | 314,155 |
Accounts Payable | $123,570 | $123,570 |
Net Purchases [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 100.00% | 100.00% |
Net Purchases [Member] | TheraCour Pharma, Inc [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 45.60% | 50.20% |
Net Purchases [Member] | Kard Scientific Inc [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 0.00% | 8.60% |
Accounts Payable [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 100.00% | 100.00% |
Accounts Payable [Member] | TheraCour Pharma, Inc [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 68.00% | 78.00% |
Accounts Payable [Member] | Kard Scientific Inc [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 25.40% | 10.90% |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | Dec. 31, 2014 | Jun. 30, 2014 |
Property, Plant and Equipment [Line Items] | ||
Building GMP Facility | $8,224,215 | $3,099,780 |
Office Equipment | 30,048 | 30,048 |
Furniture and Fixtures | 1,400 | 1,400 |
Lab Equipment | 3,794,405 | 3,605,514 |
Total Property and Equipment | 12,050,068 | 6,736,742 |
Less Accumulated Depreciation | -1,342,650 | -1,239,986 |
Property and Equipment, Net | $10,707,418 | $5,496,756 |
Property_and_Equipment_Details1
Property and Equipment (Details Textual) (USD $) | 6 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation | $102,664 | $106,072 |
Trademark_and_Patents_Details
Trademark and Patents (Details) (USD $) | Dec. 31, 2014 | Jun. 30, 2014 |
Trademarks And Patents [Line Items] | ||
Trademarks and Patents | $458,954 | $458,954 |
Less Accumulated Amortization | -55,082 | -50,696 |
Trademarks and Patents, Net | $403,872 | $408,258 |
Trademark_and_Patents_Details_
Trademark and Patents (Details Textual) (USD $) | 6 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Trademarks And Patents [Line Items] | ||
Amortization | $4,386 | $4,387 |
Convertible_Debentures_Details
Convertible Debentures (Details) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2014 | Jun. 30, 2014 | |
Amortization of debt discount | $126,070 | $241,560 | |
Debenture payable - Series B, net | 0 | 0 | 5,000,000 |
Series B Debentures [Member] | |||
Proceeds | 6,000,000 | 6,000,000 | |
Debt discount for bifurcated derivative | -2,735,310 | -2,735,310 | -2,735,310 |
Net Proceeds From Issuance Of Debt | 3,264,690 | 3,264,690 | |
Amortization of debt discount | 1,094,496 | 772,878 | |
Debenture payable - Series B, net | $4,359,186 | $4,359,186 | $4,037,568 |
Convertable_Debenture_Details_
Convertable Debenture (Details 1) (USD $) | 3 Months Ended | 6 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2014 | Jun. 30, 2014 | |
Amortization of debt discount for the six months ended December 31, 2014 | $126,070 | $241,560 | |
Balance at December 31, 2014 | 0 | 0 | 5,000,000 |
Series C Debentures [Member] | |||
Proceeds | 5,000,000 | ||
Debt discount | -1,879,428 | -1,879,428 | |
Net Proceeds From Issuance Of Debt | 1,968,275 | ||
Amortization of debt discount for the six months ended December 31, 2014 | 241,560 | ||
Balance at December 31, 2014 | 2,209,835 | 2,209,835 | |
Series A Preferred Stock [Member] | Series C Debentures [Member] | |||
Debt discount | ($1,152,297) | ($1,152,297) |
Convertible_Debentures_Details1
Convertible Debentures (Details Textual) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | 5 Months Ended | 0 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jul. 02, 2014 | Feb. 23, 2015 | |
Debt Instrument [Line Items] | |||||||
Common stock, par value (in dollars per share) | $0.00 | $0.00 | $0.00 | ||||
Investment Warrants, Exercise Price | $3.50 | ||||||
Amortization of Debt Discount (Premium) | $126,070 | $241,560 | |||||
Debt Conversion, Converted Instrument, Amount | 1,152,297 | 0 | |||||
Debt Instrument, Interest Rate Terms | plus additional interest payable in restricted common stock of 0.33, 0.33, and 0.34 pre reverse split shares in year 1, 2, and 3 respectively, and additional interest of 0.33 pre reverse split warrants to be issued in the fourth year, per $1 of principal. | ||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 7.00% | ||||||
Subsequent Event [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Common stock, par value (in dollars per share) | $0.00 | ||||||
Series B Convertible Debentures [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from Convertible Debt | 6,000,000 | ||||||
Debt Instrument, Term | 4 years | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||
Series B Convertible Debentures [Member] | Director [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from Convertible Debt | 4,000,000 | ||||||
Series A Convertible Preferred Stock [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Conversion, Converted Instrument, Shares Issued | 187,000 | ||||||
Proceeds from Convertible Debt | 1,645,606 | ||||||
Repayments of Other Debt | 1,152,297 | ||||||
Debt Instrument, Unamortized Discount | 1,152,297 | ||||||
Debt Conversion, Converted Instrument, Amount | 1,879,428 | ||||||
Debt Instrument, Description | The total debt discount will be amortized over the term of the Debenture using the effective interest method. | ||||||
Series C Convertible Preferred Stock [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Maturity Date | 30-Jun-18 | ||||||
Common stock, par value (in dollars per share) | $0.00 | ||||||
Debt Instrument, Convertible, Conversion Price | $5.25 | ||||||
Debt Instrument, Term | 3 years | ||||||
Debt Instrument, Interest Rate Terms | 7 | ||||||
Debt Instrument, Payment Terms | payable in quarterly installments on March 31, June 30, September 30 and December 31 of each calendar year until the Maturity Date. | ||||||
Redemption On Debentures | 951,381 | ||||||
Warrants to purchase of Common Stock | 619,048 | ||||||
Common stock exercise price | $6.05 | ||||||
Series C Convertible Preferred Stock [Member] | Subsequent Event [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Convertible, Carrying Amount of Equity Component | $5,000,000 |
Equity_Transactions_Details
Equity Transactions (Details) | 3 Months Ended |
Dec. 31, 2014 | |
Class of Stock [Line Items] | |
Expected life (year) | 4 years |
Expected volatility | 45.19% |
Expected annual rate of quarterly dividends | 0.00% |
Risk-free rate(s) | 1.29% |
Equity_Transactions_Details_Te
Equity Transactions (Details Textual) (USD $) | 1 Months Ended | 6 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | ||||||
Nov. 30, 2014 | Feb. 28, 2014 | Nov. 30, 2013 | Sep. 30, 2013 | Aug. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Sep. 05, 2014 | Dec. 31, 2014 | Jul. 02, 2014 | Jul. 17, 2014 | |
Class of Stock [Line Items] | |||||||||||
Number Of Common Stock To Be Issued Upon Conversion Of Warrants | 17,148 | ||||||||||
Stock Issued During Period Price Per Share | $3.86 | ||||||||||
Fair Value Of Common Stock Warrant Issued During Period For Consulting Services | $16,977 | ||||||||||
Warrants Exercise Period | November, 2018 | February, 2018 | November, 2017 | September, 2018 | August, 2017 | ||||||
Fair Value Measurements, Significant Assumptions | a.The common stock price (post-reverse split) was in the range $3.14 to $2.72; b.56,450,600 to 58,321,521 shares outstanding and Series A Preferred shares with 2,572 (post–split 9/10/13) issued monthly ; c.A 5.36% premium over the common shares for the voting preferences; d.67,511,039 to 69,428,256 total voting shares and the monthly shares representing voting rights of 4.892% to 4.823% of the total; e.The conversion value is based on an assumption for calculation purposes only of a Change of Control in 4 years from 3/1/13 and a remaining restricted term of 2.33 to 2.17 years; f.35.53% to 31.95% restricted stock discount (based on a restricted stock analysis and call-put analysis curve: 84.68% to 94.41% volatility, 0.10% to 0..13% risk free rate) applied to the converted common. | ||||||||||
Proceeds from Warrant Exercises | 6,743,295 | 210,626 | |||||||||
Registered Warrants [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2,136,655 | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $3.50 | ||||||||||
Proceeds from Warrant Exercises | 6,682,291 | 6,682,291 | |||||||||
Class of Warrant or Right, Outstanding | 3,071,986 | ||||||||||
Director [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Stock Issued During Period, Shares, Share-based Compensation, Gross | 3,399 | ||||||||||
Stock Issued During Period, Value, Share-based Compensation, Gross | 11,250 | ||||||||||
Consulting Services [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Stock Issued During Period, Shares, Share-based Compensation, Gross | 8,227 | ||||||||||
Series A Convertible Preferred Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Stock Issued During Period, Shares, Share-based Compensation, Gross | 10,574 | ||||||||||
Stock Issued During Period, Value, Share-based Compensation, Gross | 84,105 | ||||||||||
Series A Convertible Preferred Stock [Member] | Long-Term Debentures Payable [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Stock Issued During Period, Value, Issued For Services | $1,152,297 | ||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 187,000 |
Stock_Options_and_Warrants_Det
Stock Options and Warrants (Details) (USD $) | 6 Months Ended | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2014 | Sep. 23, 2005 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted Average Exercise Price per share , Outstanding | $0.10 | $0.35 | |
Weighted Average Exercise Price per share , Outstanding | $0.35 | ||
Weighted Average Remaining Contractual Term, (year) Granted | 0 years | ||
Equity Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares, Outstanding | 535,715 | ||
Number of Shares, Granted | 0 | ||
Number of Shares, Exercised | 0 | ||
Number of Shares, Expired | 0 | ||
Number of Shares, Canceled | 0 | ||
Number of Shares, Outstanding | 535,715 | 535,715 | |
Weighted Average Exercise Price per share , Outstanding | $0.35 | ||
Weighted Average Exercise Price per share, Granted | $0 | ||
Weighted Average Exercise Price per share, Exercised | $0 | ||
Weighted Average Exercise Price per share, Expired | $0 | ||
Weighted Average Exercise Price per share, Canceled | $0 | ||
Weighted Average Exercise Price per share , Outstanding | $0.35 | $0.35 | |
Weighted Average Remaining Contractual Term, (year) Exercised | 0 years | ||
Weighted Average Remaining Contractual Term, (year) Expired | 0 years | ||
Weighted Average Remaining Contractual Term, (year) Canceled | 0 years | ||
Weighted Average Remaining Contractual Term, (year) Outstanding | 8 months 23 days | 1 year 2 months 23 days | |
Aggregate Intrinsic Value, Outstanding | $2,094,643 | ||
Aggregate Intrinsic Value, Granted | 0 | ||
Aggregate Intrinsic Value, Exercised | 0 | ||
Aggregate Intrinsic Value, Expired | 0 | ||
Aggregate Intrinsic Value, Canceled | 0 | ||
Aggregate Intrinsic Value, Outstanding | $1,264,280 | $1,264,280 |
Stock_Options_and_Warrants_Det1
Stock Options and Warrants (Details 1) (USD $) | 6 Months Ended | 12 Months Ended | |
Dec. 31, 2014 | Jun. 30, 2014 | Sep. 23, 2005 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted Average Exercise Price per share , Outstanding | $0.10 | $0.35 | |
Weighted Average Exercise Price per share , Outstanding | $0.35 | ||
Weighted Average Remaining Contractual Term, (year) Granted | 0 years | ||
Stock Warrants [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares, Outstanding | 8,894,355 | ||
Number of Shares, Granted | 34,296 | ||
Number of Shares, Exercised | 1,926,656 | ||
Number of Shares, Expired | 1,059,616 | ||
Number of Shares, Canceled | 0 | ||
Number of Shares, Outstanding | 5,942,379 | 8,894,355 | |
Weighted Average Exercise Price per share , Outstanding | $5.01 | ||
Weighted Average Exercise Price per share, Granted | $4.18 | ||
Weighted Average Exercise Price per share, Exercised | $3.50 | ||
Weighted Average Exercise Price per share, Expired | $0 | ||
Weighted Average Exercise Price per share, Canceled | $0 | ||
Weighted Average Exercise Price per share , Outstanding | $5.15 | $5.01 | |
Weighted Average Remaining Contractual Term, (year) Granted | 3 years 10 months 17 days | ||
Weighted Average Remaining Contractual Term, (year) Exercised | 0 years | ||
Weighted Average Remaining Contractual Term, (year) Expired | 0 years | ||
Weighted Average Remaining Contractual Term, (year) Canceled | 0 years | ||
Weighted Average Remaining Contractual Term, (year) Outstanding | 3 years 7 months 2 days | 2 years 9 months 11 days | |
Aggregate Intrinsic Value, Outstanding | $2,278,458 | ||
Aggregate Intrinsic Value, Granted | 0 | ||
Aggregate Intrinsic Value, Exercised | 0 | ||
Aggregate Intrinsic Value, Expired | 0 | ||
Aggregate Intrinsic Value, Canceled | 0 | ||
Aggregate Intrinsic Value, Outstanding | $85,114 | $2,278,458 |
Stock_Options_and_Warrants_Det2
Stock Options and Warrants (Details Textual) | 6 Months Ended |
Dec. 31, 2014 | |
June 30, 2015 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants Exercisable | 277,149 |
Warrants Expiration Date | 30-Jun-15 |
June 30, 2016 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants Exercisable | 68,572 |
Warrants Expiration Date | 30-Jun-16 |
June 30, 2017 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants Exercisable | 68,572 |
Warrants Expiration Date | 30-Jun-17 |
June 30, 2019 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants Exercisable | 5,459,518 |
Warrants Expiration Date | 30-Jun-19 |
June 30 2018 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants Exercisable | 68,568 |
Warrants Expiration Date | 30-Jun-18 |
Fair_Value_Measurement_Details
Fair Value Measurement (Details) (USD $) | Dec. 31, 2014 | Jun. 30, 2014 |
Warrant [Member] | ||
Derivative Liability, Noncurrent | $4,924,378 | $5,235,682 |
Fair Value, Inputs, Level 1 [Member] | ||
Derivative Liability, Noncurrent | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Derivative liability - Series B debentures [Member] | ||
Derivative Liability, Noncurrent | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Derivative liability - Series C debentures [Member] | ||
Derivative Liability, Noncurrent | 0 | |
Fair Value, Inputs, Level 1 [Member] | Warrant [Member] | ||
Derivative Liability, Noncurrent | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Derivative Liability, Noncurrent | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Derivative liability - Series B debentures [Member] | ||
Derivative Liability, Noncurrent | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Derivative liability - Series C debentures [Member] | ||
Derivative Liability, Noncurrent | 0 | |
Fair Value, Inputs, Level 2 [Member] | Warrant [Member] | ||
Derivative Liability, Noncurrent | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Derivative Liability, Noncurrent | 9,405,871 | 10,935,385 |
Fair Value, Inputs, Level 3 [Member] | Derivative liability - Series B debentures [Member] | ||
Derivative Liability, Noncurrent | 3,274,961 | 5,699,703 |
Fair Value, Inputs, Level 3 [Member] | Derivative liability - Series C debentures [Member] | ||
Derivative Liability, Noncurrent | 1,206,532 | |
Fair Value, Inputs, Level 3 [Member] | Warrant [Member] | ||
Derivative Liability, Noncurrent | $4,924,378 | $5,235,682 |
Fair_Value_Measurement_Details1
Fair Value Measurement (Details 1) (USD $) | 6 Months Ended |
Dec. 31, 2014 | |
Warrant [Member] | |
Begining Balance | $5,235,682 |
Additions during the year | 0 |
Change in fair value | -311,304 |
Transfer in and/or out of Level 3 | 0 |
Ending Balance | 4,924,378 |
Derivative liability - Series C debentures [Member] | |
Begining Balance | 0 |
Additions during the year | 1,879,428 |
Change in fair value | -672,896 |
Transfer in and/or out of Level 3 | 0 |
Ending Balance | 1,206,532 |
Derivative liability - Series B debentures One [Member] | |
Begining Balance | 5,699,703 |
Additions during the year | 0 |
Change in fair value | -2,424,742 |
Transfer in and/or out of Level 3 | 0 |
Ending Balance | $3,274,961 |
Commitments_and_Contingencies_
Commitments and Contingencies (Details Textual) (USD $) | 1 Months Ended | 6 Months Ended | |
Feb. 28, 2011 | Dec. 31, 2014 | Dec. 31, 2013 | |
sqft | |||
Commitments and Contingencies [Line Items] | |||
Space For Office and Laboratory | 7,000 | ||
Monthly Base Rent | $8,695 | ||
Lease Expiration Date | 28-Feb-11 | ||
Operating Leases, Rent Expense, Net | 52,170 | 52,170 | |
Litigation Settlement, Expense | 150,000 | ||
Manufacturing Facility [Member] | |||
Commitments and Contingencies [Line Items] | |||
Equipment Expense | 5,145,329 | ||
Inno Haven [Member] | Manufacturing Facility [Member] | |||
Commitments and Contingencies [Line Items] | |||
Payments for Capital Improvements | 4,222,458 | ||
Payments for Removal Costs | $77,480 |
Subsequent_Events_Details_Text
Subsequent Events (Details Textual) (USD $) | Dec. 31, 2014 | Jun. 30, 2014 | Feb. 23, 2015 | Jan. 23, 2015 |
Subsequent Event [Line Items] | ||||
Common Stock, Par Or Stated Value Per Share | $0.00 | $0.00 | ||
Common Stock, Shares Authorized | 85,714,285 | 85,714,285 | ||
Series A Convertible Preferred Stock [Member] | ||||
Subsequent Event [Line Items] | ||||
Preferred Stock, Shares Authorized | 4,000,000 | 4,000,000 | ||
Preferred Stock, Par Value (In Dollars Per Share) | $0.00 | $0.00 | ||
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Common Stock, Par Or Stated Value Per Share | $0.00 | |||
Preferred Stock, Shares Authorized | 10,000,000 | |||
Preferred Stock, Par Value (In Dollars Per Share) | $0.00 | |||
Common Stock, Shares Authorized | 150,000,000 | |||
Percentage Voting Capital Stock | 92.00% | |||
Subsequent Event [Member] | Series A Convertible Preferred Stock [Member] | ||||
Subsequent Event [Line Items] | ||||
Shares Present and Entitled to Vote | 3,313,218 | |||
Subsequent Event [Member] | Common Stock [Member] | ||||
Subsequent Event [Line Items] | ||||
Shares Entitled to Vote | 58,321,521 | |||
Shares Present and Entitled to Vote | 48,992,605 |