Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 | Mar. 26, 2014 | Jun. 30, 2013 |
Document and Entity Information [Abstract] | ' | ' | ' |
Entity Registrant Name | 'MYOS Corp | ' | ' |
Entity Central Index Key | '0001402479 | ' | ' |
Amendment Flag | 'false | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Public Float | ' | ' | $18.60 |
Entity Common Stock, Shares Outstanding | ' | 2,919,235 | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Current assets | ' | ' |
Cash | $451,361 | $3,979,662 |
Accounts receivable | 644,760 | 201,579 |
Inventories | 142,430 | 218,317 |
Prepaid expenses and other current assets | 215,128 | 84,388 |
Total current assets | 1,453,679 | 4,483,946 |
Fixed assets, net of accumulated depreciation | 344,366 | 8,389 |
Intellectual property | 2,000,000 | 2,000,000 |
Intangible assets | 38,377 | 36,440 |
Total assets | 3,836,422 | 6,528,775 |
Current liabilities | ' | ' |
Accounts payable and accrued expenses | 496,389 | 208,898 |
Total current liabilities | 496,389 | 208,898 |
Derivatives liability | ' | 121,900 |
Total liabilities | 496,389 | 330,798 |
Stockholders' equity | ' | ' |
Preferred stock, $.001 par value; 500,000 shares authorized; no shares issued and outstanding | ' | ' |
Common stock, $.001 par value, 6,000,000 shares authorized; 2,227,447 shares issued and outstanding at December 31, 2013 2,200,667, shares issued and outstanding at December 31, 2012 | 2,227 | 2,201 |
Additional paid-in capital | 17,246,308 | 15,841,482 |
Deficit accumulated during development stage | -13,908,502 | -9,645,706 |
Total stockholders' equity | 3,340,033 | 6,197,977 |
Total liabilities and stockholders' equity | $3,836,422 | $6,528,775 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Consolidated Balance Sheets [Abstract] | ' | ' |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 500,000 | 500,000 |
Preferred stock, shares issued | ' | ' |
Preferred stock,. shares outstanding | ' | ' |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 6,000,000 | 6,000,000 |
Common stock, shares issued | 2,227,447 | 2,200,667 |
Common stock, shares outstanding | 2,227,447 | 2,200,667 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | 81 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
Consolidated Statements of Operations [Abstract] | ' | ' | ' |
Revenue | $3,317,885 | $911,727 | $4,329,087 |
Cost of sales | 1,521,156 | 863,034 | 2,434,122 |
Gross profit | 1,796,729 | 48,693 | 1,894,965 |
General and administrative expenses | 6,063,918 | 3,084,186 | 13,940,083 |
Loss from operations | -4,267,189 | -3,035,493 | -12,045,118 |
Other income (expense) | ' | ' | ' |
Interest income | 4,403 | 8,476 | 12,879 |
Interest expense | -10 | -801,819 | -827,030 |
Value of warrants in excess of the amount of additional paid-in capital received in the related private placement of restricted common stock | ' | ' | -2,405,303 |
Change in fair value of warrants | ' | -16,173 | 4,085,570 |
Impairment charge - intellectual property | ' | ' | -2,662,000 |
Amortization of deferred financing costs | ' | -69,451 | -80,000 |
Gain on forgiveness of debt | ' | ' | 12,500 |
Total other income (expense) | 4,393 | -878,967 | -1,863,384 |
Net loss | ($4,262,796) | ($3,914,460) | ($13,908,502) |
Weighted average number of common shares outstanding, basic and diluted | 2,213,024 | 1,840,007 | ' |
Basic and diluted net loss per share attributable to common stockholders | ($1.93) | ($2.13) | ' |
Consolidated_Statement_of_Chan
Consolidated Statement of Changes in Stockholders' Equity (USD $) | Total | Common Stock | Additional paid-in capital | Deficit accumulated during development stage |
Beginning Balance at Apr. 11, 2007 | ' | ' | ' | ' |
Beginning Balance, (Shares) at Apr. 11, 2007 | ' | ' | ' | ' |
Common stock issued for cash at $0.009 per share | 5,000 | 560 | 4,440 | ' |
Common stock issued for cash at $0.009 per share, (Shares) | ' | 560,000 | ' | ' |
Common stock issued for cash at $0.179 per share | 75,000 | 420 | 74,580 | ' |
Common stock issued for cash at $0.179 per share, (Shares) | ' | 420,000 | ' | ' |
Net loss | -60,185 | ' | ' | -60,185 |
Balance at Dec. 31, 2007 | 19,815 | 980 | 79,020 | -60,185 |
Balance, (Shares) at Dec. 31, 2007 | ' | 980,000 | ' | ' |
Net loss | -17,928 | ' | ' | -17,928 |
Balance at Dec. 31, 2008 | 1,887 | 980 | 79,020 | -78,113 |
Balance, (Shares) at Dec. 31, 2008 | ' | 980,000 | ' | ' |
Net loss | -39,308 | ' | ' | -39,308 |
Balance at Dec. 31, 2009 | -37,421 | 980 | 79,020 | -117,421 |
Balance, (Shares) at Dec. 31, 2009 | ' | 980,000 | ' | ' |
Net loss | -16,525 | ' | ' | -16,525 |
Balance at Dec. 31, 2010 | -53,946 | 980 | 79,020 | -133,946 |
Beginning Balance, (Shares) at Dec. 31, 2010 | ' | 980,000 | ' | ' |
Issuance of 140,480 shares of Common Stock to Peak Wellness, Inc. as part of the purchase price of intellectual property | 3,512,000 | 140 | 3,511,860 | ' |
Issuance of 140,480 shares of Common Stock to Peak Wellness, Inc. as part of the purchase price of intellectual property, (Shares) | ' | 140,480 | ' | ' |
Fair value of shares transferred from existing stockholder to the CEO in connection with employment agreement | 1,500,000 | ' | 1,500,000 | ' |
Proceeds from private placements of restricted common stock | 2,480,500 | 167 | 2,480,333 | ' |
Proceeds from private placements of restricted common stock, (Shares) | ' | 166,701 | ' | ' |
Offering costs | -45,000 | ' | -45,000 | ' |
Fair value of warrants granted to private placement investors | -2,432,365 | ' | -2,432,365 | ' |
Shares issued for services | 690,193 | 41 | 690,152 | ' |
Shares issued for services, (Shares) | ' | 41,100 | ' | ' |
Vesting of options and shares issued to officers, directors and advisory board members | 360,402 | ' | 360,402 | ' |
Shares issued in connection with debt | 60,000 | 8 | 59,992 | ' |
Shares issued in connection with debt, (Shares) | ' | 8,000 | ' | ' |
Net loss | -5,597,300 | ' | ' | -5,597,300 |
Balance at Dec. 31, 2011 | 474,484 | 1,336 | 6,204,394 | -5,731,246 |
Balance, (Shares) at Dec. 31, 2011 | ' | 1,336,281 | ' | ' |
Proceeds from private placements of restricted common stock | 6,889,990 | 689 | 6,889,301 | ' |
Proceeds from private placements of restricted common stock, (Shares) | ' | 688,600 | ' | ' |
Offering costs | -178,800 | ' | -178,800 | ' |
Shares issued to COO | ' | 15 | -15 | ' |
Shares issued to COO, (Shares) | ' | 15,000 | ' | ' |
Shares issued to employee | 2,700 | 0 | 2,700 | ' |
Shares issued to employee, (Shares) | ' | 200 | ' | ' |
Shares issued for services | 454,577 | 68 | 454,509 | ' |
Shares issued for services, (Shares) | ' | 68,468 | ' | ' |
Shares issued in debt conversions | 1,346,139 | 58 | 1,346,081 | ' |
Shares issued in debt conversions, (Shares) | ' | 57,711 | ' | ' |
Shares issued in exchange for warrants | 752,183 | 32 | 752,151 | ' |
Shares issued in exchange for warrants, (Shares) | ' | 32,073 | ' | ' |
Shares issued of exercise for warrants | 11,667 | 2 | 11,665 | ' |
Shares issued of exercise of warrants, (Shares) | ' | 2,333 | ' | ' |
Vesting of options and shares issued to officers, directors and advisory board members | 359,497 | ' | 359,497 | ' |
Net loss | -3,914,460 | ' | ' | -3,914,460 |
Balance at Dec. 31, 2012 | 6,197,977 | 2,201 | 15,841,482 | -9,645,706 |
Balance, (Shares) at Dec. 31, 2012 | ' | 2,200,667 | ' | ' |
Shares issued to employee | 170 | 0 | 170 | ' |
Shares issued to employee, (Shares) | ' | 20 | ' | ' |
Shares issued for services | 178,820 | 27 | 178,793 | ' |
Shares issued for services, (Shares) | ' | 26,760 | ' | ' |
Vesting of options and shares issued to officers, directors and advisory board members | 1,225,862 | ' | 1,225,862 | ' |
Net loss | -4,262,796 | ' | ' | -4,262,796 |
Balance at Dec. 31, 2013 | $3,340,033 | $2,227 | $17,246,308 | ($13,908,502) |
Balance, (Shares) at Dec. 31, 2013 | ' | 2,227,447 | ' | ' |
Consolidated_Statement_of_Chan1
Consolidated Statement of Changes in Stockholders' Equity (Parenthetical) (USD $) | 9 Months Ended | 12 Months Ended |
Dec. 31, 2007 | Dec. 31, 2011 | |
Consolidated Statement of Changes in Stockholders' Equity [Abstract] | ' | ' |
Per share value of common stock issued | $0.01 | ' |
Per share value of common stock issued | $0.18 | ' |
Common stock shares issued to Peak Wellness, Inc. as part of purchase price of intellectual property | ' | 140,480 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flow (USD $) | 12 Months Ended | 81 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
Cash Flows from Operating Activities | ' | ' | ' |
Net loss | ($4,262,796) | ($3,914,460) | ($13,908,502) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' | ' |
Depreciation | 37,392 | 1,173 | 38,841 |
Amortization | ' | 69,451 | 80,000 |
Stock based compensation | 1,334,852 | 796,774 | 4,682,221 |
Loss on debt conversion | ' | 760,566 | 760,566 |
Impairment charges | ' | ' | 2,662,000 |
Interest expense paid in stock | ' | 43,762 | 43,762 |
Derivatives charges and credits | 28,100 | 16,173 | -1,515,433 |
Changes in operating assets and liabilities | ' | ' | ' |
(Increase) decrease in accounts receivable | -443,181 | -184,022 | -644,760 |
(Increase) decrease in inventories | 75,887 | 307,967 | -142,430 |
(Increase) decrease in prepaid expenses and other assets | -60,740 | 66,267 | -102,309 |
Increase (decrease) in accounts payable and accrued expenses | 137,491 | -309,358 | 258,198 |
Net cash used in operating activities | -3,152,995 | -2,345,707 | -7,787,846 |
Cash Flows from Investing Activities | ' | ' | ' |
Acquisition of intellectual property | ' | ' | -450,000 |
Acquisition of fixed assets | -373,369 | -6,814 | -383,207 |
Acquisition of intangible assets | -1,937 | -36,440 | -38,377 |
Net cash used in investing activities | -375,306 | -43,254 | -871,584 |
Cash Flows from Financing Activities | ' | ' | ' |
(Repayments to) advances from related parties | ' | ' | 140,434 |
Note borrowings | ' | 19,500 | 19,500 |
Repayment of notes payable | ' | -415,000 | -807,500 |
Proceeds from (Repayments of) issuance of notes | ' | ' | 540,000 |
Proceeds from issuance of stock to initial stockholders | ' | ' | 80,000 |
Proceeds from exercise of warrants | ' | 11,667 | 11,667 |
Proceeds from private placement of common stock | ' | 6,869,990 | 9,350,490 |
Offering costs | ' | -178,800 | -223,800 |
Net cash provided by financing activities | ' | 6,307,357 | 9,110,791 |
Net increase/(decrease) in cash | -3,528,301 | 3,918,396 | 451,361 |
Cash at beginning of the period | 3,979,662 | 61,266 | ' |
Cash at end of the period | 451,361 | 3,979,662 | 451,361 |
Supplemental Disclosure of Cash Flow Information: | ' | ' | ' |
Total Cash paid for franchise taxes | 1,850 | 2,578 | 5,228 |
Total Cash paid for Interest | 11 | 15,892 | 15,903 |
Supplemental Disclosure of Non-Cash Investing and Financing Activities: | ' | ' | ' |
Offering costs paid by stockholder | ' | ' | 25,000 |
Conversion of stockholder loan and interest into common stock | ' | 546,743 | 549,487 |
Conversion of stockholder loan into capital - no shares issued | ' | ' | 22,256 |
Conversion of 9,767 warrants into 1,954 common shares | ' | 44,050 | 44,050 |
Conversion of 150,600 warrants into 30,121 common shares | ' | 722,882 | 722,882 |
Note payable - insurance financing | ' | ' | 42,500 |
Note issued for accounts payable | ' | ' | 7,500 |
Acquisition of intellectual property through note payable | ' | ' | 700,000 |
Financing costs through issuance of restricted common stock | ' | 20,000 | 80,000 |
Conversion of derivative liability to accrued expense | 150,000 | ' | 150,000 |
Stock issued for prepaid consulting | $70,000 | ' | $70,000 |
Consolidated_Statements_of_Cas1
Consolidated Statements of Cash Flow (Parenthetical) | 12 Months Ended |
Dec. 31, 2013 | |
Warrants | |
Consolidated Statements of Cash Flows [Abstract] | ' |
Number of common shares issued upon conversion warrants | 1,954 |
Number of warrants converted into common shares | 9,767 |
Number of common shares issued upon conversion warrants, one | 30,121 |
Number of warrants converted into common shares, one | 150,600 |
Nature_of_Organization_and_Sig
Nature of Organization and Significant Accounting Policies | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Nature of Organization and Significant Accounting Policies [Abstract] | ' | ||||||||
NATURE OF ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES | ' | ||||||||
NOTE 1 – NATURE OF ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES | |||||||||
Organization & Business Activities | |||||||||
MYOS Corporation, formerly known as Atlas Therapeutics Corporation (the "Company") was incorporated under the laws of the State of Nevada on April 11, 2007. On February 25, 2011, the Company entered into an agreement to purchase certain intellectual property from Peak Wellness, Inc. (the "Acquisition") (see Note 8 - Intellectual Property Purchase Agreement). Since the Acquisition, the Company’s business focus has been on the discovery, development and commercialization of nutritional supplements, functional foods, therapeutic products and other technologies aimed at maintaining or improving the health and performance of muscle tissue. The Company has only realized revenues of $4,329,087 through December 31, 2013 without fully implementing its plan of operations and is therefore a development stage company. | |||||||||
Depreciation | |||||||||
The cost of property and equipment is depreciated over the estimated useful life of 3 to 7 years. Depreciation is computed using the straight-line method when assets are placed in service. Leasehold improvements are amortized over the lesser of the asset's useful life or the contractual remaining lease term including expected renewals. | |||||||||
Basis of Accounting and Principles of Consolidation | |||||||||
The accompanying consolidated financial statements have been prepared on the accrual basis of accounting in accordance with generally accepted accounting principles and include the accounts of the Company and its wholly-owned subsidiary, Atlas Acquisition Corp. (formed on February 23, 2011 to facilitate the purchase of the intellectual property discussed in Note 8 - Intellectual Property Purchase Agreement). All material intercompany balances and transactions have been eliminated. These financial statements include all adjustments that, in the opinion of management, are necessary in order to make the financial statements not misleading. | |||||||||
Cash & Cash Equivalents | |||||||||
The Company considers all highly liquid investments purchased with a maturity of three months or less to be a cash equivalent. | |||||||||
Estimates | |||||||||
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statement and the reported amounts of revenues and expenses during the reporting period. | |||||||||
Fair Value of Indefinite-Lived Intangible Assets | |||||||||
The Company accounts for indefinite-lived intangible assets in accordance with ASC 350, Intangibles-Goodwill and Other. In accordance with ASC 350, indefinite-lived intangible assets are subject to an impairment analysis at least annually, and more frequently upon the occurrence of certain events. The impairment analysis is performed by comparing the fair value of the assets with the carrying value of the assets. Fair value is estimated as the discounted value of future revenues arising from the use of such assets. An impairment charge is recorded if the assets carrying value exceed the assets estimated fair value. | |||||||||
The Company's policy is to evaluate indefinite-lived intangible assets (e.g. the intellectual property) for possible impairment at least annually or whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. See Note 8 - Intellectual Property Purchase Agreement for information related to impairment charges recorded in 2011 for indefinite-lived intellectual property intangible assets. | |||||||||
The intellectual property carrying value as of December 31, 2013 and December 31, 2012 was $2,000,000. Management performed their annual review of the intellectual property and determined no impairment existed and there was no change to the carrying value for the year ended December 31, 2013. | |||||||||
Revenue Recognition | |||||||||
The Company recognizes revenue when products are shipped and collection is reasonably assured. | |||||||||
Inventories | |||||||||
Inventory consist of the following: | |||||||||
Years ended December 31, | 2013 | 2012 | |||||||
Raw materials | $ | 137,084 | $ | 213,848 | |||||
Work in process | - | - | |||||||
Finished goods | 5,346 | 4,469 | |||||||
Total Inventory | $ | 142,430 | $ | 218,317 | |||||
Inventories are stated at the lower of cost or market, with cost determined on a first in, first-out basis. | |||||||||
Advertising | |||||||||
The Company charges the costs of advertising to expense as incurred. The Company incurred $1,658,948 and $329,396 of advertising and promotional costs for the years ended December 31, 2013 and 2012 respectively, and $2,253,510 since its inception. Pursuant to its distribution agreement with Maximum Human Performance (“MHP”), entered into on May 16, 2012, the Company has a co-operative advertising arrangement whereby the Company pays MHP a fee for each unit sold (See Note 10 - Commitments, Contingencies and Other Comments - Distribution Agreement). | |||||||||
Fixed Assets | |||||||||
Fixed assets consist of the following: | |||||||||
Years ended December 31, | 2013 | 2012 | |||||||
Furniture, fixtures and equipment | $ | 127,462 | $ | 3,024 | |||||
Computers and software | 16,791 | 6,814 | |||||||
Leasehold improvements | 233,954 | - | |||||||
Other | 5,000 | - | |||||||
Total fixed assets | 383,207 | 9,838 | |||||||
Less accumulated depreciation | -38,841 | -1,449 | |||||||
Net book value of fixed assets | $ | 344,366 | $ | 8,389 | |||||
Repair and maintenance costs are expensed as incurred. Depreciation expense was $37,392 and $1,173 for the years ended December 31, 2013 and 2012, respectively. | |||||||||
Concentrations of Risk, Significant Distributor and Customer and Significant Supplier | |||||||||
The Company maintains its bank accounts with high credit quality financial institutions and has never experienced any losses related to these bank accounts. From December 31, 2010 through December 31, 2012, all non-interest-bearing transaction accounts were fully insured by the FDIC, regardless of the balance of the account and the ownership capacity of the funds, and interest bearing accounts were insured up to $250,000. Beginning 2013, insurance coverage reverted back to $250,000 per depositor at each financial institution. The Company had three noninterest-bearing checking accounts and one interest-bearing savings account at two financial institutions which totaled $451,193 as of December 31, 2013. At December 31, 2013, the Company's uninsured cash balances totaled $196,550. | |||||||||
Effective May 2012, MHP became the exclusive distributor and sole customer of the Company's MYO-X product and formula (see Note 10 - Commitments, Contingencies and Other Comments – Distribution Agreement). MHP's exclusivity expired in September 2013 and was extended to December 2013. The parties are currently negotiating a new agreement. | |||||||||
The Company currently relies on one foreign company to produce the raw product for MYO-T12 (see Note 10 - Commitments, Contingencies and Other Comments – Supply Agreement). The Company is pursuing other supply alternatives. | |||||||||
Share Based Compensation | |||||||||
The Company accounts for share-based compensation under the provisions of ASC 718-10 Compensation - Stock Compensation and ASC 505-50 Equity Based Payments to Non-Employees. ASC 718 requires companies to estimate the fair value of share-based payment awards on the date of grant using an option-pricing model. For stock options and restricted stock that do not vest immediately but which contain only a service vesting feature, we recognize compensation cost on the unvested shares and options on a straight-line basis over the remaining vesting period, net of any projected forfeitures. | |||||||||
The Company uses the Black-Scholes option-pricing model as its method of valuation for share-based compensation. Our determination of fair value of share-based payment awards on the date of grant using an option-pricing model is affected by our stock price as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited to our expected stock price volatility over the term of the awards, and certain other market variables such as the risk free interest rate. | |||||||||
Share-based compensation expense for awards to employees and non-employees was $1,334,852 and $796,774 for the years ended December 31, 2013 and 2012, respectively. | |||||||||
Comprehensive Loss | |||||||||
The Company had no items of other comprehensive income or expense for the years ended December 31, 2013 and 2012. Accordingly, the Company's comprehensive loss and net loss are the same for all periods presented. | |||||||||
Research and Development | |||||||||
The Company incurred $754,262 and $206,821 of research and development costs (which are included in general and administrative expenses) for the years ended December 31, 2013 and 2012 respectively, and $961,083 since its inception. | |||||||||
Segment Information | |||||||||
ASC 280, Disclosures about Segments of an Enterprise and Related Information, establishes standards for reporting information regarding operating segments in annual consolidated financial statements and requires selected information for those segments to be presented in financial reports issued to stockholders. It also establishes standards for related disclosures about products and services and geographic areas. Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker, or decision-making group, in making decisions how to allocate resources and assess performance. The Company operates in a single segment, internally reports the results of operations for that segment and the information disclosed herein materially represents all of the financial information related to the single operating segment. | |||||||||
Fair Value Measurement | |||||||||
The Company adopted the provisions of ASC 820 Fair Value Measurements and Disclosures on January 1, 2009. ASC 820 clarifies the principle that fair value should be based on the assumptions market participants would use when pricing an asset or liability and establishes a fair value hierarchy that prioritizes the information used to develop those assumptions. Under the standard, fair value measurements are separately disclosed by level within the fair value hierarchy. It does not require any new fair value measurements. It only applies to accounting pronouncements that already require or permit fair value measures, except for standards that relate to share-based payments. | |||||||||
Valuation techniques considered under ASC 820 techniques are based on observable and unobservable inputs. The ASC classifies these inputs into the following hierarchy: | |||||||||
Level 1 inputs are observable inputs and use quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date and are deemed to be most reliable measure of fair value. | |||||||||
Level 2 inputs are observable inputs and reflect assumptions that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Level 2 inputs includes 1) quoted prices for similar assets or liabilities in active markets, 2) quoted prices for identical or similar assets or liabilities in markets that are not active, 3) observable inputs such as interest rates and yield curves observable at commonly quoted intervals, volatilities, prepayment speeds, credits risks, default rates, and 4) market-corroborated inputs. | |||||||||
Level 3 inputs are unobservable inputs and reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available under the circumstances. | |||||||||
In October 2008, the FASB clarified the application of ASC 820 in determining the fair value of a financial asset when the market for that financial asset is not active. | |||||||||
The Company adopted the provisions of ASC 825, The Fair Value Option for Financial Assets and Liabilities, on January 1, 2009. ASC 825 permits us to choose to measure certain financial assets and liabilities at fair value that are not currently required to be measured at fair value (the “Fair Value Option”). Election of the Fair Value Option is made on an instrument-by-instrument basis and is irrevocable. At the adoption date, unrealized gains and losses on financial assets and liabilities for which the Fair Value Option has been elected are reported as a cumulative adjustment to beginning retained earnings. | |||||||||
Our intangible assets are valued and tested for impairment using Level 3 inputs (see Note 8 - Intellectual Property Purchase Agreement). In the process of the valuation of the intangible asset, we determined that the carrying cost exceeded the fair value at December 31, 2011 and we recorded an impairment charge and adjusted the balance of the asset to reflect the fair value. There were no impairment charges for any subsequent periods. | |||||||||
Basic and Diluted Income (Loss) per Share | |||||||||
In accordance with ASC 260, Earnings Per Share, the basic loss per common share is computed by dividing net loss available to common stockholders by the weighted average number of shares of common stock outstanding. Diluted loss per common share is computed in a manner similar to basic loss per common share except that the denominator is increased to include the number of additional shares of common stock that would have been outstanding if the potential shares had been issued and if such additional shares were dilutive. At December 31, 2013 and 2012, the Company’s stock equivalents were anti-dilutive and excluded in the diluted loss per share computation. The aggregate number of potentially dilutive options and warrants outstanding at December 31, 2013 and 2012 were 232,320 and 33,160, respectively. | |||||||||
Income Taxes | |||||||||
Income taxes are accounted for under the asset and liability method in accordance with ASC 740, Accounting for Income Taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial carrying amounts of existing assets and liabilities and their respective tax bases as well as operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the periods in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance to the extent that the recoverability of the asset is unlikely to be recognized. | |||||||||
The Company follows ASC 740 rules governing uncertain tax positions, which provides guidance for recognition and measurement. This prescribes a threshold condition that a tax position must meet for any of the benefits of the uncertain tax position to be recognized in the financial statements. It also provides accounting guidance on recognition, classification and disclosure of these uncertain tax positions. The Company has no uncertain income tax positions. | |||||||||
Interest costs and penalties related to income taxes are classified as interest expense and selling, general and administrative costs, respectively, in the Company's financial statements. For the years ended December 31, 2013 and 2012, the Company did not recognize any interest or penalty expense related to income taxes. The Company files income tax returns in the U.S. federal jurisdiction and states in which it does business. |
Private_Placements_of_Restrict
Private Placements of Restricted Common Stock | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Private Placements of Restricted Common Stock [Abstract] | ' | ||||||||||||||||
PRIVATE PLACEMENTS OF RESTRICTED COMMON STOCK | ' | ||||||||||||||||
NOTE 2 - PRIVATE PLACEMENTS OF RESTRICTED COMMON STOCK | |||||||||||||||||
During April 2007, the Company sold 560,000 shares of its common stock to its founders for cash proceeds of $5,000. During December 2007, the Company sold 420,000 shares of its common stock in a private placement for cash proceeds of $75,000. | |||||||||||||||||
From February 25 through July 12, 2011, the Company issued an aggregate of 162,700 shares of common stock and granted warrants to purchase 162,700 shares of common stock to certain accredited investors (the “Private Placements”) with piggy-back registration rights. Each warrant had a three-year term and was exercisable at $5.00 per share (due to the triggering of a down round full ratchet anti-dilution provision). In June and September 2012, 160,367 warrants were exchanged for 32,074 shares of the Company's common stock and 2,334 warrants were exercised for $11,667. | |||||||||||||||||
On December 2, 2011, one accredited investor purchased 4,000 shares for gross proceeds of $40,000 in a private placement. The subscription agreement contained a "Purchase Price Protection" provision that granted the investor additional shares in the event of a private placement during the ten month period from the date of the investment at a price per share less than the investor's purchase price. The additional shares were to be issued for no additional payment such that the total per share price paid by this investor will equal the amount paid by investors in such later private placement. In April 2012, the Company issued an additional 4,000 shares to the investor as a result of the price protection provision. | |||||||||||||||||
During February and March 2012, the Company issued an aggregate of 205,000 shares of restricted common stock to certain accredited investors in a private placement and received aggregate gross proceeds of $1,025,000. The securities are subject to piggyback registration rights. | |||||||||||||||||
In April 2012, the Company issued an aggregate of 20,000 shares of restricted common stock to one accredited investor in a private placement and received aggregate gross proceeds of $100,000. The securities are subject to piggyback registration rights. | |||||||||||||||||
In June 2012, the Company issued an aggregate of 48,000 shares of restricted common stock to certain accredited investors in a private placement and received aggregate gross proceeds of $600,000. The securities are subject to registration rights. | |||||||||||||||||
In July 2012, the Company issued an aggregate of 411,600 shares of restricted common stock to certain accredited investors in a private placement and received aggregate gross proceeds of $5,144,990. The securities are subject to registration rights. | |||||||||||||||||
The Company received aggregate gross proceeds of $9,350,490 from the private placements as follows: | |||||||||||||||||
Related | Related | ||||||||||||||||
Shares | Gross | Warrant | Warrant | ||||||||||||||
Proceeds | Liability at | Liability at | |||||||||||||||
Date | Inception | December 31, | |||||||||||||||
2013 | |||||||||||||||||
25-Feb-11 | 95,334 | $ | 1,430,000 | $ | 2,350,251 | $ | - | ||||||||||
31-May-11 | 28,200 | 423,000 | 1,186,859 | - | |||||||||||||
27-Jun-11 | 37,500 | 562,500 | 1,243,838 | - | |||||||||||||
12-Jul-11 | 1,667 | 25,000 | 57,742 | - | |||||||||||||
2-Dec-11 | 4,000 | 40,000 | - | - | |||||||||||||
10-Feb-12 | 65,000 | 325,000 | - | - | |||||||||||||
14-Feb-12 | 80,000 | 400,000 | - | - | |||||||||||||
7-Mar-12 | 20,000 | 100,000 | - | - | |||||||||||||
15-Mar-12 | 35,000 | 175,000 | - | - | |||||||||||||
22-Mar-12 | 5,000 | 25,000 | - | - | |||||||||||||
9-Apr-12 | 20,000 | 100,000 | - | - | |||||||||||||
24-Apr-12 | * 4,000 | - | - | - | |||||||||||||
28-Jun-12 | 48,000 | 600,000 | - | - | |||||||||||||
6-Jul-12 | 411,600 | 5,144,990 | - | - | |||||||||||||
855,301 | $ | 9,350,490 | $ | 4,838,690 | $ | - | |||||||||||
* Shares issued under price protection provision of subscription agreement as described above. | |||||||||||||||||
The warrants were subject to full ratchet anti-dilution protection if the Company sold shares or share-indexed financing instruments at less than the $30.00 exercise price. Repricing events occurred twice while the warrants were granted, once to $10.00 on December 2, 2011 and again to $5.00 on February 10, 2012 as a result of private placements of restricted common stock. The warrants granted in this financing arrangement did not meet the conditions for equity classification and were required to be carried as a derivative liability, at fair value. Management estimated the fair value of the warrants on the inception dates, and subsequently at each reporting period, using the Black-Scholes option-pricing model, adjusted for dilution, because that technique embodies all of the assumptions (including volatility, expected terms, dilution and risk free rates) that are necessary to determine the fair value of freestanding warrants. | |||||||||||||||||
On June 27, 2012, holders of an aggregate of 150,600 warrants exchanged those warrants for 30,121 shares of common stock. | |||||||||||||||||
On September 24, 2012, holders of an aggregate of 9,767 warrants exchanged those warrants for 1,954 shares of common stock. | |||||||||||||||||
On September 24, 2012, a holder of 2,334 warrants exercised those warrants at $5.00 a share and received 2,334 shares of common stock. |
Recent_Accounting_Pronouncemen
Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2013 | |
Recent Accounting Pronouncements [Abstract] | ' |
RECENT ACCOUNTING PRONOUNCEMENTS | ' |
NOTE 3 - RECENT ACCOUNTING PRONOUNCEMENTS | |
The Company does not believe that the adoption of any recently issued, but not yet effective, accounting standards will have a material effect on its financial position and results of operations. |
Advances_Accounts_Payable_and_
Advances, Accounts Payable and Accrued Expenses - Related Parties | 12 Months Ended |
Dec. 31, 2013 | |
Advances, Accounts Payable and Accrued Expenses - Related Parties [Abstract] | ' |
ADVANCES, ACCOUNTS PAYABLE AND ACCRUED EXPENSES - RELATED PARTIES | ' |
NOTE 4 - ADVANCES, ACCOUNTS PAYABLE AND ACCRUED EXPENSES - RELATED PARTIES | |
As of December 31, 2013 and 2012, there are no amounts due to related parties for advances, accounts payable and accrued expenses. |
Notes_and_Loans_Payable
Notes and Loans Payable | 12 Months Ended |
Dec. 31, 2013 | |
Notes and Loans Payable [Abstract] | ' |
NOTES AND LOANS PAYABLE | ' |
NOTE 5 - NOTES AND LOANS PAYABLE | |
Convertible Notes Payable | |
On November 29, 2011, the Company received aggregate proceeds of $400,000 from two individuals ($150,000 of which was from a director of the Company) on notes payable bearing interest at 18%, due on May 29, 2012 and convertible into common stock at the rate of $10.00 per share or an adjusted lower rate determined by reference to a subsequent qualified financing. As additional consideration, the note holders were issued an aggregate of 8,000 shares of common stock valued at $7.50 per share for an aggregate of $60,000. The value of the shares issued were recorded as deferred financing costs and were amortized over the six month term of the notes. There were no unamortized balances at December 31, 2013 and 2012, respectively. Related amortization expense was $34,000 for the year ended December 31, 2012. | |
On June 28, 2012, the aggregate principal of $400,000 and the accrued interest of $41,800 on the notes were converted into 44,180 shares of restricted common stock at $10.00 per share, the value of which exceeded the principal and accrued interest by $618,520 on the conversion date. The amount recorded as interest expense for the year ended December 31, 2012 was $654,123. | |
Notes Payable to Director | |
A director loaned the Company $99,500, of which $60,000 was advanced on September 29, 2011 and was evidenced by an unsecured note payable which was due on October 29, 2011 bearing interest at 3%; $10,000 was advanced in October 2011; $10,000 was advanced in December 2011 for direct payment to a vendor and $19,500 of which was advanced in January 2012 for direct payments to vendors. On June 28, 2012, the principal plus accrued interest on the loans and advances of $1,961 (aggregate of $101,461) were converted into 10,147 shares of common stock at $10.00 per share, the value of which exceeded the principal and accrued interest by $142,046 on the conversion date. The amount recorded as interest expense for the year ended December 31, 2012 was $143,557. | |
Note Payable to Shareholders | |
On May 20, 2010, the Company issued a note for $7,500 bearing interest at 5% in exchange for a shareholder's payment of $7,500 on an open account payable balance. The note was due and payable upon demand. On September 20, 2012, the aggregate principal and accrued interest were converted into 600 shares of restricted common stock. The amount recorded as interest expense for the year ended December 31, 2012 was $188. | |
On June 15, 2012, a stockholder loaned the Company $65,000, payable on July 15, 2012 without interest. The loan was repaid in July 2012. |
Capital_Stock
Capital Stock | 12 Months Ended |
Dec. 31, 2013 | |
Capital Stock [Abstract] | ' |
CAPITAL STOCK | ' |
NOTE 6 - CAPITAL STOCK | |
On February 5, 2014, the Company filed a Certificate of Change with the Secretary of State of the State of Nevada to effect a reverse stock split of its outstanding and authorized shares of common stock and preferred stock at a ratio of 1 for 50 (see Note 11 - Subsequent Events - Stock Split). The accompanying financial statements have been retroactively adjusted for the reverse stock split. |
Warrants_Options_Equity_Incent
Warrants, Options, Equity Incentive Plan and Stock Issuances | 12 Months Ended | |||||||||||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||||||||||
Warrants, Options, Equity Incentive Plan and Stock Issuances [Abstract] | ' | |||||||||||||||||||||||||||||
WARRANTS, OPTIONS, EQUITY INCENTIVE PLAN AND STOCK ISSUANCES | ' | |||||||||||||||||||||||||||||
NOTE 7 - WARRANTS, OPTIONS, EQUITY INCENTIVE PLAN AND STOCK ISSUANCES | ||||||||||||||||||||||||||||||
Warrants | ||||||||||||||||||||||||||||||
During the year ended December 31, 2011, the Company granted a total of 165,700 warrants to purchase restricted common stock. Of those warrants, 162,700 were granted to private placement investors and included down round full ratchet anti-dilution provisions requiring periodic repricing if shares are later offered at lower prices. In June 2012, holders of 150,600 warrants received 30,121 shares of restricted common stock in exchange for those warrants. In September 2012, holders of 9,767 warrants received 1,954 shares of restricted common stock in exchange for such warrants and a holder of 2,334 warrants exercised such warrants at $5.00/share and received 2,334 shares of restricted common stock. During the years ended December 31, 2013 and December 31, 2012, no warrants were granted. | ||||||||||||||||||||||||||||||
The following table summarizes the total warrants granted to private placement investors and consultants in 2011. During the years ended December 31, 2013 and 2012, no warrants were granted. Derivative charges were $28,100 and $1,423 for the years ended December 31, 2013 and 2012, respectively. There were no warrants outstanding as of December 31, 2013. | ||||||||||||||||||||||||||||||
Number of | Number of | Number of | Expiration | |||||||||||||||||||||||||||
Warrants | Warrants | Warrants | Exercise Price | Term in Years | ||||||||||||||||||||||||||
Granted | Exchanged, Exercised or Expired | Outstanding as of | Original/Repriced | |||||||||||||||||||||||||||
31-Dec-13 | ||||||||||||||||||||||||||||||
Grant Date | ||||||||||||||||||||||||||||||
February 25, 2011 (A) | 95,334 | 95,334 | - | $ | 30.00/5.00 | - | ||||||||||||||||||||||||
May 31, 2011 (A) | 28,200 | 28,200 | - | $ | 30.00/5.00 | - | ||||||||||||||||||||||||
June 27, 2011 (A) | 37,500 | 37,500 | - | $ | 30.00/5.00 | - | ||||||||||||||||||||||||
June 27, 2011 (B) | 2,000 | 2,000 | - | $ | 50 | - | ||||||||||||||||||||||||
July 12, 2011 (A) | 1,667 | 1,667 | - | $ | 30.00/5.00 | - | ||||||||||||||||||||||||
December 23, 2011 (B) | 1,000 | 1,000 | - | $ | 50 | - | ||||||||||||||||||||||||
165,701 | 165,701 | - | ||||||||||||||||||||||||||||
(A) Private placement warrants (these warrants were subject to down round full ratchet anti-dilution provisions and the exercise price was adjusted to $5.00 per share in February 2012) | ||||||||||||||||||||||||||||||
(B) Sponsorship agreement, including put option - see Note 10 - Commitments, Contingencies and Other Comments – Sponsorship Agreement. | ||||||||||||||||||||||||||||||
The following table summarizes the activities in warrants for the years ended December 31, 2013 and 2012: | ||||||||||||||||||||||||||||||
Shares Under | Weighted Average | |||||||||||||||||||||||||||||
Warrants | Exercise Price | |||||||||||||||||||||||||||||
Original/Repriced | ||||||||||||||||||||||||||||||
Balance at January 1, 2012 | 165,701 | $ | 30.50/$5.00 | |||||||||||||||||||||||||||
Warrants granted | - | |||||||||||||||||||||||||||||
Warrants exercised | (2,334 | ) | ||||||||||||||||||||||||||||
Warrants cancelled/exchanged/expired | (160,367 | ) | ||||||||||||||||||||||||||||
Balance at December 31, 2012 | 3,000 | $ | 50 | |||||||||||||||||||||||||||
Warrants granted | - | |||||||||||||||||||||||||||||
Warrants exercised | - | |||||||||||||||||||||||||||||
Warrants cancelled/exchanged/expired | (3,000 | ) | $ | 50 | ||||||||||||||||||||||||||
Balance at December 31, 2013 | - | $ | - | |||||||||||||||||||||||||||
There are no warrants outstanding and exercisable at December 31, 2013. | ||||||||||||||||||||||||||||||
The following table summarizes the assumptions used to value the warrants using the Black-Scholes option pricing model: | ||||||||||||||||||||||||||||||
Grant Date | Number of | Stock | Exercise | Expected | Expected | Dividend | Risk Free | |||||||||||||||||||||||
Warrants | Price on | Price | Term | Volatility | Yield | Rate | ||||||||||||||||||||||||
Granted | Measurement | |||||||||||||||||||||||||||||
Date | ||||||||||||||||||||||||||||||
(A) | 2/25/11 | 95,334 | $ | 25 | $ | 30 | 3 | 285.2 | % | 0 | % | 1.48 | % | |||||||||||||||||
(A) | 5/31/11 | 28,200 | $ | 42.5 | $ | 30 | 3 | 208.89 | % | 0 | % | 0.79 | % | |||||||||||||||||
(A) | 6/27/11 | 37,500 | $ | 33.5 | $ | 30 | 3 | 295.31 | % | 0 | % | 0.64 | % | |||||||||||||||||
(A) | 7/12/11 | 1,667 | $ | 35 | $ | 30 | 3 | 278 | % | 0 | % | 0.42 | % | |||||||||||||||||
(B) | 6/27/11 | 2,000 | $ | 33.5 | $ | 50 | 2 | 213.59 | % | 0 | % | 0.41 | % | |||||||||||||||||
(B) | 12/23/11 | 1,000 | $ | 4.5 | $ | 50 | 2 | 209 | % | 0 | % | 0.28 | % | |||||||||||||||||
165,701 | ||||||||||||||||||||||||||||||
(A) Private placement warrants | ||||||||||||||||||||||||||||||
(B) Sponsorship agreement, including put option - see Note 10 - Commitments, Contingencies and Other Comments – Sponsorship Agreement. | ||||||||||||||||||||||||||||||
Options | ||||||||||||||||||||||||||||||
The Company granted an aggregate of 30,000 options to purchase restricted common stock to certain directors and scientific advisory board members (see Note 10 - Commitments, Contingencies and Other Comments – Director Agreements) prior to the adoption of the 2012 Equity Incentive Plan (the “Plan”). For options granted under the Equity Incentive Plan, see “Equity Incentive Plan” below. | ||||||||||||||||||||||||||||||
The following table summarizes the activities in stock options (granted outside the Plan) for the years ended December 31, 2013 and 2012: | ||||||||||||||||||||||||||||||
Shares | Weighted Average | |||||||||||||||||||||||||||||
Under | Exercise | |||||||||||||||||||||||||||||
Options | Price | |||||||||||||||||||||||||||||
Balance at January 1, 2012 | 25,000 | $ | 30.5 | |||||||||||||||||||||||||||
Options granted | 5,000 | $ | 7 | |||||||||||||||||||||||||||
Options exercised | - | |||||||||||||||||||||||||||||
Options cancelled/expired | - | |||||||||||||||||||||||||||||
Balance at December 31, 2012 | 30,000 | $ | 26.5 | |||||||||||||||||||||||||||
Options granted | - | |||||||||||||||||||||||||||||
Options exercised | - | |||||||||||||||||||||||||||||
Options cancelled/expired | - | |||||||||||||||||||||||||||||
Balance at December 31, 2013 | 30,000 | $ | 26.5 | |||||||||||||||||||||||||||
At December 31, 2013, the weighted-average remaining term of the options was 7.69 years. As of December 31, 2013, the aggregate intrinsic value of outstanding options was $2,500 and the aggregate intrinsic value of exercisable options was $1,667. The aggregate intrinsic value is calculated by multiplying the number of outstanding and exercisable options by the excess of the market price for our common stock at December 31, 2013 over the exercise price for each option. The market price for our common stock at December 31, 2013 was $7.50. The aggregate unvested cost of the options at December 31, 2013 was $55,382. | ||||||||||||||||||||||||||||||
The following table summarizes the assumptions used to value the director/advisory board options using the Black-Scholes option pricing model: | ||||||||||||||||||||||||||||||
Grant Date | Number of | Stock | Exercise | Expected | Expected | Dividend | Risk Free | |||||||||||||||||||||||
Options | Price on | Price | Term | Volatility | Yield | Rate | ||||||||||||||||||||||||
Granted | Measurement | |||||||||||||||||||||||||||||
Date | ||||||||||||||||||||||||||||||
7/14/11 | 15,000 | $ | 32 | $ | 32 | 10 | 287 | % | 0 | % | 2.98 | % | ||||||||||||||||||
7/26/11 | 5,000 | $ | 34.5 | $ | 34.5 | 10 | 285 | % | 0 | % | 2.99 | % | ||||||||||||||||||
8/15/11 | 5,000 | $ | 22.5 | $ | 22.5 | 10 | 284 | % | 0 | % | 2.29 | % | ||||||||||||||||||
5/24/12 | 5,000 | $ | 7 | $ | 7 | 10 | 187 | % | 0 | % | 1.77 | % | ||||||||||||||||||
30,000 | ||||||||||||||||||||||||||||||
The following table summarizes information about the options outstanding (granted outside the Plan) and exercisable at December 31, 2013 by the directors and scientific advisory board members: | ||||||||||||||||||||||||||||||
Options Outstanding | Options Exercisable | |||||||||||||||||||||||||||||
Range of | Options | Weighted Average Remaining Contractual Life | Range of | Options | Weighted Average Remaining Contractual Life | |||||||||||||||||||||||||
Exercise Price | Outstanding | Exercise Price | Exercisable | |||||||||||||||||||||||||||
$ | 32 | 15,000 | 7.53 | $ | 32 | 12,500 | 7.53 | |||||||||||||||||||||||
$ | 34.5 | 5,000 | 7.56 | $ | 34.5 | 5,000 | 7.56 | |||||||||||||||||||||||
$ | 22.5 | 5,000 | 7.62 | $ | 22.5 | 5,000 | 7.62 | |||||||||||||||||||||||
$ | 7 | 5,000 | 8.39 | $ | 7 | 3,334 | 8.39 | |||||||||||||||||||||||
30,000 | 25,834 | |||||||||||||||||||||||||||||
As of December 31, 2013, 25,834 options have vested and 4,166 options remain unvested. The vesting terms range from 3 to 4 years and the vested options have a weighted average remaining term of 7.67 years and a weighted average exercise price of $27.50 per share. | ||||||||||||||||||||||||||||||
Equity Incentive Plan | ||||||||||||||||||||||||||||||
On September 24, 2012, the Company’s board of directors adopted the 2012 Equity Incentive Plan (as amended, the "Plan"), which was adopted by stockholders on November 20, 2012. The Company believes that such awards better align the interests of its employees and directors with those of its shareholders. The Company has reserved 400,000 shares of common stock under the Plan. As of December 31, 2013, options to purchase 202,320 shares of the Company's stock have been granted under the Plan, as set forth in the table below: | ||||||||||||||||||||||||||||||
Number of | Range of | |||||||||||||||||||||||||||||
Options | Exercise Price | Expiration | ||||||||||||||||||||||||||||
Granted to | Granted | Term in Years | ||||||||||||||||||||||||||||
Employees | 2,740 | $ | 10.00 to 12.50 | 10 | ||||||||||||||||||||||||||
Consultants | 32,540 | $ | 10.00 to 12.50 | 10 | ||||||||||||||||||||||||||
Officers | 25,040 | $ | 10.00 to 12.50 | 10 | ||||||||||||||||||||||||||
Directors | 137,000 | $ | 6.00 to 17.50 | 10 | ||||||||||||||||||||||||||
Scientific Advisory Board Member | 5,000 | $ | 12.5 | 10 | ||||||||||||||||||||||||||
Total | 202,320 | |||||||||||||||||||||||||||||
The fair value of each option award is estimated on the date of grant using a Black Scholes model that uses variables noted in the following table. Our determination of fair value is affected by our stock price as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited to our expected stock price volatility over the term of the awards, and certain other market variables such as the risk free interest rate. | ||||||||||||||||||||||||||||||
The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury 10-year note in effect at the time of the grant. | ||||||||||||||||||||||||||||||
The following table summarizes the assumptions used to value the Plan options using the Black-Scholes option pricing model: | ||||||||||||||||||||||||||||||
Number of | Stock | Exercise | Expected | Expected | Dividend | Risk Free | ||||||||||||||||||||||||
Grant Date | Options | Price on | Price | Term | Volatility | Yield | Rate | |||||||||||||||||||||||
Granted | Measurement | |||||||||||||||||||||||||||||
Date | ||||||||||||||||||||||||||||||
11/20/12 | 120 | $ | 10 | $ | 10 | 10 | 166 | % | 0 | % | 1.66 | % | ||||||||||||||||||
1/1/13 | 3,000 | $ | 9.5 | $ | 11 | 10 | 164 | % | 0 | % | 2 | % | ||||||||||||||||||
1/7/13 | 7,000 | $ | 10 | $ | 10 | 10 | 166 | % | 0 | % | 1.92 | % | ||||||||||||||||||
1/7/13 | 40,000 | $ | 10 | $ | 12.5 | 10 | 166 | % | 0 | % | 1.92 | % | ||||||||||||||||||
2/7/13 | 100,000 | $ | 10 | $ | 17.5 | 10 | 164 | % | 0 | % | 1.99 | % | ||||||||||||||||||
2/7/13 | 9,000 | $ | 10 | $ | 12.5 | 10 | 164 | % | 0 | % | 1.99 | % | ||||||||||||||||||
2/8/13 | 5,000 | $ | 9.5 | $ | 10 | 10 | 164 | % | 0 | % | 2 | % | ||||||||||||||||||
2/28/13 | 2,000 | $ | 10 | $ | 12.5 | 10 | 158 | % | 0 | % | 1.89 | % | ||||||||||||||||||
4/1/13 | 3,000 | $ | 7 | $ | 7 | 10 | 160 | % | 0 | % | 1.86 | % | ||||||||||||||||||
5/6/13 | 8,000 | $ | 6 | $ | 12.5 | 10 | 161 | % | 0 | % | 1.8 | % | ||||||||||||||||||
5/20/13 | 200 | $ | 6 | $ | 12.5 | 10 | 161 | % | 0 | % | 1.97 | % | ||||||||||||||||||
5/21/13 | 4,000 | $ | 6 | $ | 12.5 | 10 | 161 | % | 0 | % | 1.94 | % | ||||||||||||||||||
5/24/13 | 100 | $ | 6.5 | $ | 12.5 | 10 | 160 | % | 0 | % | 2.01 | % | ||||||||||||||||||
6/10/13 | 2,000 | $ | 8 | $ | 12.5 | 10 | 160 | % | 0 | % | 2.22 | % | ||||||||||||||||||
7/1/13 | 3,000 | $ | 9.5 | $ | 9.5 | 10 | 159 | % | 0 | % | 2.5 | % | ||||||||||||||||||
8/21/13 | 4,400 | $ | 8.5 | $ | 12.5 | 10 | 157 | % | 0 | % | 2.87 | % | ||||||||||||||||||
10/1/13 | 3,000 | $ | 6 | $ | 6 | 10 | 155 | % | 0 | % | 2.66 | % | ||||||||||||||||||
11/26/13 | 2,500 | $ | 7.5 | $ | 12.5 | 10 | 154 | % | 0 | % | 2.71 | % | ||||||||||||||||||
12/20/13 | 6,000 | $ | 7.5 | $ | 12.5 | 10 | 152 | % | 0 | % | 2.89 | % | ||||||||||||||||||
202,320 | ||||||||||||||||||||||||||||||
The following table summarizes the activities in stock options granted under the Plan during the years ended December 31, 2013 and 2012: | ||||||||||||||||||||||||||||||
Shares Under | Weighted Average | |||||||||||||||||||||||||||||
Options | Exercise Price | |||||||||||||||||||||||||||||
Balance at January 1, 2012 | - | |||||||||||||||||||||||||||||
Options granted | 160 | $ | 10 | |||||||||||||||||||||||||||
Options exercised | - | |||||||||||||||||||||||||||||
Options cancelled/expired | - | |||||||||||||||||||||||||||||
Balance at December 31, 2012 | 160 | $ | 10 | |||||||||||||||||||||||||||
Options granted | 202,200 | $ | 14.5 | |||||||||||||||||||||||||||
Options exercised | - | |||||||||||||||||||||||||||||
Options cancelled/expired | (40 | ) | $ | 10 | ||||||||||||||||||||||||||
Balance at December 31, 2013 | 202,320 | $ | 14.5 | |||||||||||||||||||||||||||
At December 31, 2013, the weighted-average remaining term of the options was 9.17 years. As of December 31, 2013, the aggregate intrinsic value of outstanding options was $1,500 and the aggregate intrinsic value of exercisable options was $NIL. The aggregate intrinsic value is calculated by multiplying the number of outstanding and exercisable options by the excess of the market price for our common stock at December 31, 2013 over the exercise price for each option. The market price for our common stock at December 31, 2013 was $7.50. The aggregate unvested cost of the options at December 31, 2013 was $1,014,360. | ||||||||||||||||||||||||||||||
The following table summarizes information about options outstanding and exercisable at December 31, 2013 that were granted under the Plan: | ||||||||||||||||||||||||||||||
Options Outstanding | Options Exercisable | |||||||||||||||||||||||||||||
Range of | Options | Weighted Average Remaining Contractual Life | Range of | Options | Weighted Average Remaining Contractual Life | |||||||||||||||||||||||||
Exercise Price | Outstanding | Exercise Price | Exercisable | |||||||||||||||||||||||||||
$ | 6 | 3,000 | 9.76 | $ | 6 | - | - | |||||||||||||||||||||||
$ | 7 | 3,000 | 9.25 | $ | 7 | - | - | |||||||||||||||||||||||
$ | 9.5 | 3,000 | 9.5 | $ | 9.5 | - | - | |||||||||||||||||||||||
$ | 10 | 12,120 | 9.06 | $ | 10 | 3,187 | 9.07 | |||||||||||||||||||||||
$ | 11 | 3,000 | 9.02 | $ | 11 | - | - | |||||||||||||||||||||||
$ | 12.5 | 78,200 | 9.24 | $ | 12.5 | 10,167 | 9.31 | |||||||||||||||||||||||
$ | 17.5 | 100,000 | 9.11 | $ | 17.5 | - | - | |||||||||||||||||||||||
202,320 | 13,354 | |||||||||||||||||||||||||||||
As of December 31, 2013, 13,354 options have vested and 188,967 options remain unvested. The vesting terms range from zero to 5 years and the vested options have a weighted average remaining term of 9.25 years and a weighted average exercise price of $12.00 per share. | ||||||||||||||||||||||||||||||
Stock Issuances | ||||||||||||||||||||||||||||||
During the year ended December 31, 2012, the Company issued an aggregate of 83,668 shares of restricted common stock to consultants, a director, an employee and officers for services provided to the Company. The shares issued were valued at trading prices on the date of issuance between $3.50 and $22.50 per share. The compensation cost as a result of the issuance and vesting of such shares are aggregate charges of $48,150 and $501,946 for the years ended December 31, 2013 and 2012, respectively. The shares issued to one of our officers and a director are subject to certain vesting requirements. | ||||||||||||||||||||||||||||||
During the year ended December 31, 2013, the Company issued an aggregate of 28,780 shares of restricted common stock to a director, an employee and consultants. All such shares were valued at trading prices on the date of issuance between $6.00 and $10.00 per share. The compensation cost as a result of the issuance and vesting of such shares is an aggregate charge of $187,782 for the year ended December 31, 2013. Additionally, on January 7, 2013, the Company issued 100,000 shares to an officer which were subsequently cancelled in April 2013 upon the termination of his employment with the Company. |
Intellectual_Property_Purchase
Intellectual Property Purchase Agreement | 12 Months Ended |
Dec. 31, 2013 | |
Intellectual Property Purchase Agreement [Abstract] | ' |
INTELLECTUAL PROPERTY PURCHASE AGREEMENT | ' |
NOTE 8 – INTELLECTUAL PROPERTY PURCHASE AGREEMENT | |
On February 25, 2011, the Company, Atlas Acquisition Corp., a wholly-owned subsidiary of the Company formed in February 2011 (“Atlas Sub”), and Peak Wellness, Inc. (“Peak”), entered into and consummated an Intellectual Property Purchase Agreement (the “Purchase Agreement”), pursuant to which Atlas Sub purchased certain intellectual property assets from Peak (the “Acquisition”). Pursuant to the Purchase Agreement, the Company acquired from Peak all intellectual property pertaining to MYO-T12, a natural-myostatin inhibitor, including the formula and process for making MYO-T12, certain trademarks, trade secrets, patent applications and certain domain names. The aggregate consideration for MYO-T12 was $4,662,000 paid in cash, a promissory note and shares of common stock. The contractually stated purchase price for the assets was $1,150,000, of which $450,000 was paid in cash and $700,000 via the issuance of the promissory note. Additionally, the Company issued 140,480 shares of common stock with an aggregate fair value of $3,512,000 to Peak as part of the purchase price of MYO-T12, representing 12% of the fully diluted voting common stock of the Company on the date of the Acquisition. | |
In connection with the Purchase Agreement, the Company issued a secured promissory note to Peak (the “Promissory Note”) in the amount of $700,000 with interest accruing at an interest rate of 3% per annum. The Promissory Note was payable in two installments as follows: $350,000 plus accrued interest was due within 180 days after the closing date of the Agreement (originally August 25, 2011 but extended to the earlier of November 30, 2011 or the closing of a certain financing and paid on November 29, 2011) and $350,000 plus accrued interest was due on the first anniversary of the closing date of the Agreement and paid on February 21, 2012. | |
In connection with the Purchase Agreement and the Promissory Note, the Company entered into a security agreement with Peak to secure the payments due under the Promissory Note (the “Security Agreement”). Pursuant to the Security Agreement, the Company granted Peak a continuing security interest in the assets purchased from Peak. The Security Agreement also secured all of the Company’s obligations to Peak, whether related or unrelated to the Promissory Note. The security interest was released in February 2012 upon payment of the final installment of the Promissory Note. On the closing date of the Acquisition, new officers and a new director were appointed to serve the Company. | |
The Company completed its first annual impairment testing for indefinite-lived intangible assets after the fourth quarter of 2011. Based on (i) assessment of current and expected future economic conditions, (ii) trends, strategies and projected revenues from sales of MYO-T12 and (iii) assumptions similar to those that market participants would make in valuing the Company's intangible assets, management determined that the carrying values of the intellectual property intangible assets exceeded its fair value. Accordingly, the Company recorded noncash impairment charges totaling $2,662,000 in 2011, reducing the MYO-T12 intellectual property asset to its fair value of $2,000,000. | |
The intellectual property carrying value as of December 31, 2013 and December 31, 2012 was $2,000,000. Management performed their annual reviews of the intellectual property and determined no impairment existed and there was no change to the carrying value for the years ended December 31, 2012 and 2013. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Income Taxes [Abstract] | ' | ||||||||
INCOME TAXES | ' | ||||||||
NOTE 9 - INCOME TAXES | |||||||||
Income tax expense for years ended December 31, 2013 and 2012 is shown as follows: | |||||||||
Years ended December 31, | 2013 | 2012 | |||||||
Current | $ | 500 | $ | 1,550 | |||||
Deferred | - | - | |||||||
Total | $ | 500 | $ | 1,550 | |||||
The effects of temporary differences between the financial reporting and income tax bases of assets and liabilities which give rise to the deferred tax assets and liabilities are presented below: | |||||||||
Years Ended December 31, | 2013 | 2012 | |||||||
Deferred tax assets: | |||||||||
Goodwill | $ | 559,904 | $ | 672,348 | |||||
Net operating losses | 3,573,353 | 2,133,004 | |||||||
Other | 3,579 | 1,542 | |||||||
Total deferred tax assets | 4,136,836 | 2,806,894 | |||||||
Valuation allowance | (4,120,395 | ) | (2,804,632 | ) | |||||
Total net deferred tax assets | 16,441 | 2,262 | |||||||
Deferred tax liabilities: | |||||||||
Depreciation | (16,441 | ) | (2,262 | ) | |||||
Total deferred tax liabilities | (16,441 | ) | (2,262 | ) | |||||
Net deferred tax asset | $ | - | $ | - | |||||
The valuation allowance for the deferred tax asset increased by $1,315,763 for the twelve months ended December 31, 2013. | |||||||||
The Company has net operating losses amounting to approximately $9,066,000 that expire in various periods through 2033. The ultimate realization of the net operating losses is dependent upon future taxable income, if any, of the Company and may be limited in any one period by alternative minimum tax rules. Although management believes that the Company will have sufficient future taxable income to absorb the net operating loss carryovers before the expiration of the carryover period, the current global economic crisis imposes additional profitability risks that are beyond the Company’s control. Accordingly, management has determined that a full valuation allowance of the deferred tax asset is appropriate at this time. | |||||||||
Internal Revenue Code Section 382 imposes limitations on the use of net operating loss carryovers when the stock ownership of one or more 5% shareholders (shareholders owning 5% or more of the Company’s outstanding capital stock) has increased by more than 50 percentage points. Management intends to carefully monitor share ownership of 5% shareholders but cannot control the ownership changes occurring as a result of public trading of the Company’s Common Stock. Accordingly, there is a risk of an ownership change beyond the control of the Company that could trigger a limitation of the use of the loss carryover. | |||||||||
The Company has no uncertain income tax positions. | |||||||||
The tax years ended December 31, 2007 through 2013 are open for examination by federal and state taxing authorities. | |||||||||
The statutory federal income tax rate and the effective rate are reconciled as follows: | |||||||||
Years Ended December 31, | 2013 | 2012 | |||||||
Statutory federal income tax rate | 34 | % | 34 | % | |||||
State taxes, net of federal tax benefit | 5.94 | % | 5 | % | |||||
Valuation allowance | (39.94 | )% | (39.00 | )% | |||||
Net deferred tax asset | - | % | - | % | |||||
Commitments_Contingencies_and_
Commitments, Contingencies and Other Comments | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments, Contingencies and Other Comments [Abstract] | ' | ||||
COMMITMENTS, CONTINGENCIES AND OTHER COMMENTS | ' | ||||
NOTE 10 - COMMITMENTS, CONTINGENCIES AND OTHER COMMENTS | |||||
Distribution Agreement | |||||
On May 16, 2012, the Company entered into a distribution agreement (the "Agreement") with MHP, a company engaged in the development, marketing and distribution of nutritional and other therapies for the consumer. Pursuant to the Agreement, MHP will, on an exclusive basis, provide marketing, sales and distribution of MYO-T12, to be sold under the brand name MYO-X, in retail and other outlets. MHP agreed to pay the Company $195,301 upon the execution of the Agreement, with such amount credited against inventory purchases. The Agreement provided for one year of exclusivity for MHP, which was extended through December 31, 2013. The parties are currently negotiating a new agreement. The Agreement further provides for a co-operative advertising arrangement with MHP, whereby the Company is required to pay MHP a fee for each unit of MYO-X sold. | |||||
Bank Line of Credit | |||||
In October 2013, the Company was granted a $500,000 line of credit by City National Bank, that bears a per annum interest rate through April 15, 2014 equal to the prime rate, after which the rate changes to the prime rate plus 1.25 percent. As of the date of this report, the Company has not drawn on the line of credit. | |||||
Operating Lease | |||||
The Company leases its corporate offices under an operating lease expiring in July 2017. The Company has two options to renew such lease for a term of three years each with annual rent increases of 3%. | |||||
The future minimum lease payments under the non-cancellable operating lease in excess of one year at December 31, 2013 is as follows: | |||||
Years Ended December 31, | Amount | ||||
2014 | $ | 59,434 | |||
2015 | 65,095 | ||||
2016 | 67,163 | ||||
2017 | 39,623 | ||||
Total | $ | 231,315 | |||
Rent expense for the years ended December 31, 2013 and 2012 was $70,354 (includes common area maintenance charges and taxes) and $41,630, respectively. | |||||
Supply Agreement | |||||
On June 24, 2013, the Company entered into a supply agreement with Deutsches Institut fur Lebensmitteltechnik e.V. - the German Institute for Food Technologies (“DIL”). The agreement obligates the Company to minimum annual quantity purchases, and provides that DIL will manufacture and supply the Company with the proprietary product contained in MYO-X and that DIL shall only manufacture the product for commercial purposes with the Company’s consent. The term of the agreement is two years, and will continue until terminated by either party upon three months written notice. | |||||
Employment Agreements | |||||
Peter A. Levy: | |||||
On February 8, 2013, we entered into an amended and restated employment agreement with Peter Levy to continue to serve as our Chief Operating Officer and Executive Vice President. The agreement replaced Mr. Levy’s existing employment agreement dated February 10, 2012. Pursuant to the terms of the agreement, Mr. Levy will continue to work for us and receive an annual base salary of $200,000. Mr. Levy may receive an annual cash bonus in an amount up to 100% of his base salary, as may be determined by the Board in its sole discretion. The 10,000 shares of common stock previously granted to Mr. Levy will vest in four equal semi-annual installments commencing on August 10, 2012. The term of the agreement is three years, and the agreement will automatically renew for successive one-year periods, unless a notice of non-renewal is provided by either party at least sixty days prior to the expiration date of the term. | |||||
In the event Mr. Levy’s employment is terminated for cause (as defined in the agreement) or as a result of death or disability, or if Mr. Levy terminates his employment without good reason (as defined in the agreement), Mr. Levy will be entitled to receive any accrued and unpaid base salary and employee benefits up to the date of termination as well as retain any shares that have previously vested. | |||||
In the event Mr. Levy’s employment is terminated for any reason other than cause, death or disability, or if Mr. Levy terminates his employment for good reason, he will be entitled to receive any accrued and unpaid base salary and employee benefits up to the date of termination as well as any vested shares. In addition, he will be entitled to receive his base salary for twelve months following the date of termination, a cash amount equal to the greater of (i) $50,000 or (ii) the average of all annual cash bonuses received under the agreement, and payment of all COBRA premiums for twelve months following the date of termination. | |||||
In the event Mr. Levy’s employment is terminated in connection with, or as a result of, a change of control (as defined in the agreement), or if Mr. Levy terminates his employment for good reason following a change in control, he will be entitled to receive any accrued and unpaid base salary and employee benefits up to the date of termination. In addition, he will be entitled to receive his base salary for twelve months following the date of termination, a cash amount equal to the greater of (i) $50,000 or (ii) the average of all annual cash bonuses received under the agreement, and payment of all COBRA premiums for twelve months following the date of termination. Furthermore, all of his unvested shares will vest as of the date of the consummation of the change in control. | |||||
The agreement contains customary non-competition and non-solicitation provisions that extend to two years after termination of Mr. Levy’s employment. Mr. Levy also agreed to customary terms regarding confidentiality and ownership of product ideas. | |||||
On April 21, 2013, Mr. Levy was appointed to the additional position of President of the Company. | |||||
J.B. Bernstein: | |||||
On February 25, 2011, the Company entered into an employment agreement with J.B. Bernstein, pursuant to which Mr. Bernstein served as Chief Executive Officer of the Company. The employment agreement was amended effective as of March 1, 2011. On April 30, 2012, J.B. Bernstein resigned from his positions as President and Chief Executive Officer and as a member of the Company’s board of directors. In connection with his resignation, Mr. Bernstein entered into a consulting agreement with the Company (the “Consulting Agreement”), pursuant to which Mr. Bernstein was entitled to a consulting fee of $5,000 per month during the six-month term of the Consulting Agreement, which expired on October 31, 2012. The Consulting Agreement also included confidentiality and non-competition obligations and provisions for intellectual property assignments by Mr. Bernstein. | |||||
Carlon Colker MD, FACN: | |||||
On February 25, 2011, concurrent with the closing of the Acquisition, the Company entered into an employment agreement with Carlon Colker, MD, FACN, pursuant to which Dr. Colker agreed to serve as Chief Medical Officer and Executive Vice President of the Company. On June 14, 2012, Dr. Carlon Colker resigned from his positions as Chief Medical Officer and Executive Vice President. Simultaneously with his resignation, Dr. Colker agreed to serve on the Company’s Scientific Advisory Board. In connection with his appointment to the Scientific Advisory Board, Dr. Colker entered into an advisory board agreement with the Company, pursuant to which the Company issued him 6,000 shares of common stock. The Agreement also includes standard confidentiality and non-competition obligations and provisions for intellectual property assignments by Dr. Colker. | |||||
Glen R. Fleischer: | |||||
On January 2, 2013, we entered into an employment agreement with Glen R. Fleischer pursuant to which Mr. Fleischer agreed to serve as our Chief Executive Officer and as a member of our board of directors. | |||||
Pursuant to the terms of the agreement, Mr. Fleischer would work for us on a full-time basis and receive an annual base salary of $320,000. Mr. Fleischer was also entitled to an annual cash bonus in an amount up to 100% of his base salary, as determined by our board of directors in its sole discretion. In addition, Mr. Fleischer was granted 100,000 shares of our common stock, which shares were to vest in four equal semi-annual installments commencing on July 2, 2013. The term of the agreement was three years, and the agreement was to automatically renew for successive one-year periods, unless a notice of non-renewal was provided by either party at least sixty days prior to the expiration date of the term. On April 25, 2013, Mr. Fleischer resigned as our Chief Executive Officer and as a member of our board of directors. | |||||
Sponsorship Agreement | |||||
On June 27, 2011, the Company entered into a one year agreement with a celebrity spokesperson pursuant to which the spokesperson agreed to perform certain services for the Company and granted the Company the worldwide right to use the spokesperson’s name and approved image in various media. The agreement provided for cash compensation of $150,000 in three equal installments of $50,000, all of which was paid in 2011. Royalties at the rate of $0.50 per unit sold are payable to the spokesperson for the term of the agreement and an additional 12 months thereafter. The agreement expired in June 2012. | |||||
The agreement also granted warrants to purchase 3,000 shares of common stock, 2,000 of which were granted upon signing of the agreement and 1,000 of which were granted in December 2011. The warrants have a term of two years with an exercise price of $50.00 per share. The warrants further provide that in the event (a) the trading price of the common stock of the Company on its principal trading market does not exceed $100.00 within two years of grant and (b) the warrants are not exercised prior to such time, then the spokesperson shall have the right to sell any unexercised portion of the warrants to the Company in exchange for $50.00 for each share of common stock underlying the unexercised portion of the warrants. | |||||
On June 27, 2013, the 2,000 warrants expired and a $100,000 liability was recorded. On December 27, 2013 the 1,000 warrants expired and a $50,000 liability was recorded, for a total liability of $150,000. | |||||
Director Agreements | |||||
Dr. Louis Aronne: | |||||
On July 14, 2011, the Company entered into two separate agreements with Dr. Louis Aronne to be a member of the Board of Directors and the Scientific Advisory Board. The director agreement provides for compensation in the form of 2,000 shares of restricted common stock vesting in five equal annual installments commencing on execution of the agreement and an option to purchase 5,000 shares of common stock at an exercise price of $32.00 for 10 years vesting over a period of 3 years, the first installment of which vested immediately. Upon a Change of Control, the unvested shares and the option will vest immediately. The advisory board agreement has a term of 5 years and provides for the issuance of 10,000 shares vesting in five equal annual installments commencing July 14, 2012 and an option to purchase 10,000 shares at $32.00 per share vesting in four equal annual installments, and the first installment vested immediately upon the execution of the agreement. Upon a Change of Control, all unvested option shall immediately vest. | |||||
Dr. Robert Hariri: | |||||
On July 26, 2011, the Company entered into an agreement with Dr. Robert Hariri to be a member of the Board of Directors. The director agreement provides for 2,000 shares of restricted common stock vesting in five equal annual installments (the first installment of which vested immediately) and an option to purchase 5,000 shares of common stock at an exercise price of $34.50 for 10 years vesting over a period of 3 years, the first installment of which vested immediately. Upon a Change of Control, the unvested shares and the option shall immediately vest. | |||||
Dr. Peter Diamandis: | |||||
On August 15, 2011, the Company entered into an agreement with Dr. Peter Diamandis to be a member of the Board of Directors. The director agreement provides for 2,000 shares of restricted common stock vesting in five equal annual installments (the first installment of which vested immediately) and an option to purchase 5,000 shares of common stock at an exercise price of $22.50 for 10 years vesting over a period of 3 years, the first installment of which vested immediately. Upon a Change of Control, the unvested shares and the option shall immediately vest. | |||||
Dr. Buzz Aldrin: | |||||
On May 24, 2012, the Company entered into an agreement with Dr. Buzz Aldrin to be a member of the Board of Directors. The director agreement provides for 2,000 shares of restricted common stock vesting in five equal annual installments (the first installment of which vested immediately) and an option to purchase 5,000 shares of common stock at an exercise price of $7.00 for 10 years vesting over a period of 3 years, the first installment of which vested immediately. Upon a Change of Control, the unvested shares and the option shall immediately vest. | |||||
Dr. Sapna Srivastava: | |||||
On February 6, 2013, the Company entered into an agreement with Dr. Sapna Srivastava to serve as a member of the Board of Directors. The director agreement provides for the issuance of 2,000 shares of restricted common stock, vesting in five equal annual installments (the first installment of which vested immediately) and an option to purchase 5,000 shares of common stock, issued under the Plan, at an exercise price of $10.00 vesting over a period of 3 years. The options are subject to the terms and provision of the Plan. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' |
SUBSEQUENT EVENTS | ' |
NOTE 11 - SUBSEQUENT EVENTS | |
Private Placement | |
On January 27, 2014, the Company consummated a private placement (the “Offering”) of units (the “Units”) comprised of (i) one share of the Company’s common stock, $0.001 par value (the “Common Stock”), and (ii) two warrants to purchase shares of Common Stock as follows: (a) a Series A warrant to purchase 0.5 shares of Common Stock at an exercise price of $15.00 per share (the “Series A Warrant”) and (b) a Series B warrant to purchase 0.25 shares of Common Stock at an exercise price of $45.00 per share (the “Series B Warrant,” and together with Series A Warrant, the “Warrants”) to accredited investors (“Purchasers”) pursuant to the terms of a Securities Purchase Agreement (the “ Purchase Agreement”) at a purchase price of $7.50 per Unit . In connection with the Offering, the Company issued 631,346 shares of Common Stock, 315,676 Series A Warrants and 157,846 Series B Warrants for aggregate gross proceeds of $4.375 million. | |
The Series A Warrants entitle the holders to purchase shares of Common Stock reserved for issuance thereunder for a period of three years from the closing of the Offering (the “Closing Date”) and the Series B Warrants entitle the holders to purchase Common Stock for issuance thereunder for a period of five years from the Closing Date. The Warrants can be exercised for cash or on a cashless basis. | |
The Purchase Agreement provides that the Company will use its commercially reasonable efforts to file a registration statement with the Securities and Exchange Commission within 90 days from the Closing Date with respect to the re-sale of all Common Stock issued in connection with the Offering, including the shares of Common Stock underlying the Warrants, and will use its commercially reasonable efforts to obtain effectiveness of the registration statement within 150 days of the Closing Date. | |
The Purchase Agreement also permits the Purchasers a right to participate, pro rata, up to 25% of the total dollar value of any equity related financing conducted by the Company for a period of two years from the Closing Date. In addition, the Company agreed to appoint a nominee to the Company’s board of directors within thirty days of the consummation of the Offering, and provided that the Purchasers continue to own at least 50% of the shares of Common Stock issued in the Offering, to nominate such designee to serve on the Company’s board of directors at each of the next four annual meetings of the Company’s stockholders. | |
The Purchase Agreement also contains customary representations, warranties and indemnification by the Company. Brean Capital, LLC served as placement agent in the Offering (the “Placement Agent”). The Placement Agent was issued 47,351 shares of Common Stock, which was equal to 7.5% of the shares of Common Stock issued in the Offering. | |
Stock Split | |
On February 5, 2014, the Company filed a Certificate of Change (the “Certificate”) with the Secretary of State of the State of Nevada to effect a reverse stock split of its outstanding and authorized shares of common stock at a ratio of 1 for 50 (the “Stock Split”). The Stock Split was previously approved by the board of directors of the Company. | |
As a result of the Stock Split, the number of the Company’s authorized shares of common stock was decreased from 300,000,000 to 6,000,000 shares and the number of its authorized shares of preferred stock was decreased from 25,000,000 to 500,000 shares. The effective date of the Stock Split was February 10, 2014. Upon the effectiveness of the Stock Split, the Company’s issued and outstanding shares of common stock decreased from approximately 145.9 million shares to approximately 2.9 million shares of common stock, all with a par value of $0.001. The Company has no outstanding shares of preferred stock. Fractional shares resulting from the Stock Split were rounded up to the next whole number. | |
All amounts presented in these financial statements, including the “Private Placement” paragraph contained within this footnote, have been adjusted for this Stock Split. |
Nature_of_Organization_and_Sig1
Nature of Organization and Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Nature of Organization and Significant Accounting Policies [Abstract] | ' | ||||||||
Depreciation | ' | ||||||||
Depreciation | |||||||||
The cost of property and equipment is depreciated over the estimated useful life of 3 to 7 years. Depreciation is computed using the straight-line method when assets are placed in service. Leasehold improvements are amortized over the lesser of the asset's useful life or the contractual remaining lease term including expected renewals. | |||||||||
Basis of Accounting and Principles of Consolidation | ' | ||||||||
Basis of Accounting and Principles of Consolidation | |||||||||
The accompanying consolidated financial statements have been prepared on the accrual basis of accounting in accordance with generally accepted accounting principles and include the accounts of the Company and its wholly-owned subsidiary, Atlas Acquisition Corp. (formed on February 23, 2011 to facilitate the purchase of the intellectual property discussed in Note 8 - Intellectual Property Purchase Agreement). All material intercompany balances and transactions have been eliminated. These financial statements include all adjustments that, in the opinion of management, are necessary in order to make the financial statements not misleading. | |||||||||
Cash & Cash Equivalents | ' | ||||||||
Cash & Cash Equivalents | |||||||||
The Company considers all highly liquid investments purchased with a maturity of three months or less to be a cash equivalent. | |||||||||
Estimates | ' | ||||||||
Estimates | |||||||||
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statement and the reported amounts of revenues and expenses during the reporting period. | |||||||||
Fair Value of Indefinite-Lived Intangible Assets | ' | ||||||||
Fair Value of Indefinite-Lived Intangible Assets | |||||||||
The Company accounts for indefinite-lived intangible assets in accordance with ASC 350, Intangibles-Goodwill and Other. In accordance with ASC 350, indefinite-lived intangible assets are subject to an impairment analysis at least annually, and more frequently upon the occurrence of certain events. The impairment analysis is performed by comparing the fair value of the assets with the carrying value of the assets. Fair value is estimated as the discounted value of future revenues arising from the use of such assets. An impairment charge is recorded if the assets carrying value exceed the assets estimated fair value. | |||||||||
The Company's policy is to evaluate indefinite-lived intangible assets (e.g. the intellectual property) for possible impairment at least annually or whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. See Note 8 - Intellectual Property Purchase Agreement for information related to impairment charges recorded in 2011 for indefinite-lived intellectual property intangible assets. | |||||||||
The intellectual property carrying value as of December 31, 2013 and December 31, 2012 was $2,000,000. Management performed their annual review of the intellectual property and determined no impairment existed and there was no change to the carrying value for the year ended December 31, 2013. | |||||||||
Revenue Recognition | ' | ||||||||
Revenue Recognition | |||||||||
The Company recognizes revenue when products are shipped and collection is reasonably assured. | |||||||||
Inventories | ' | ||||||||
Inventories | |||||||||
Inventory consist of the following: | |||||||||
Years ended December 31, | 2013 | 2012 | |||||||
Raw materials | $ | 137,084 | $ | 213,848 | |||||
Work in process | - | - | |||||||
Finished goods | 5,346 | 4,469 | |||||||
Total Inventory | $ | 142,430 | $ | 218,317 | |||||
Inventories are stated at the lower of cost or market, with cost determined on a first in, first-out basis. | |||||||||
Advertising | ' | ||||||||
Advertising | |||||||||
The Company charges the costs of advertising to expense as incurred. The Company incurred $1,658,948 and $329,396 of advertising and promotional costs for the years ended December 31, 2013 and 2012 respectively, and $2,253,510 since its inception. Pursuant to its distribution agreement with Maximum Human Performance (“MHP”), entered into on May 16, 2012, the Company has a co-operative advertising arrangement whereby the Company pays MHP a fee for each unit sold (See Note 10 - Commitments, Contingencies and Other Comments - Distribution Agreement). | |||||||||
Fixed Assets | ' | ||||||||
Fixed Assets | |||||||||
Fixed assets consist of the following: | |||||||||
Years ended December 31, | 2013 | 2012 | |||||||
Furniture, fixtures and equipment | $ | 127,462 | $ | 3,024 | |||||
Computers and software | 16,791 | 6,814 | |||||||
Leasehold improvements | 233,954 | - | |||||||
Other | 5,000 | - | |||||||
Total fixed assets | 383,207 | 9,838 | |||||||
Less accumulated depreciation | -38,841 | -1,449 | |||||||
Net book value of fixed assets | $ | 344,366 | $ | 8,389 | |||||
Repair and maintenance costs are expensed as incurred. Depreciation expense was $37,392 and $1,173 for the years ended December 31, 2013 and 2012, respectively. | |||||||||
Concentrations of Risk, Significant Distributor and Customer and Significant Supplier | ' | ||||||||
Concentrations of Risk, Significant Distributor and Customer and Significant Supplier | |||||||||
The Company maintains its bank accounts with high credit quality financial institutions and has never experienced any losses related to these bank accounts. From December 31, 2010 through December 31, 2012, all non-interest-bearing transaction accounts were fully insured by the FDIC, regardless of the balance of the account and the ownership capacity of the funds, and interest bearing accounts were insured up to $250,000. Beginning 2013, insurance coverage reverted back to $250,000 per depositor at each financial institution. The Company had three noninterest-bearing checking accounts and one interest-bearing savings account at two financial institutions which totaled $451,193 as of December 31, 2013. At December 31, 2013, the Company's uninsured cash balances totaled $196,550. | |||||||||
Effective May 2012, MHP became the exclusive distributor and sole customer of the Company's MYO-X product and formula (see Note 10 - Commitments, Contingencies and Other Comments – Distribution Agreement). MHP's exclusivity expired in September 2013 and was extended to December 2013. The parties are currently negotiating a new agreement. | |||||||||
The Company currently relies on one foreign company to produce the raw product for MYO-T12 (see Note 10 - Commitments, Contingencies and Other Comments – Supply Agreement). The Company is pursuing other supply alternatives. | |||||||||
Share Based Compensation | ' | ||||||||
Share Based Compensation | |||||||||
The Company accounts for share-based compensation under the provisions of ASC 718-10 Compensation - Stock Compensation and ASC 505-50 Equity Based Payments to Non-Employees. ASC 718 requires companies to estimate the fair value of share-based payment awards on the date of grant using an option-pricing model. For stock options and restricted stock that do not vest immediately but which contain only a service vesting feature, we recognize compensation cost on the unvested shares and options on a straight-line basis over the remaining vesting period, net of any projected forfeitures. | |||||||||
The Company uses the Black-Scholes option-pricing model as its method of valuation for share-based compensation. Our determination of fair value of share-based payment awards on the date of grant using an option-pricing model is affected by our stock price as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited to our expected stock price volatility over the term of the awards, and certain other market variables such as the risk free interest rate. | |||||||||
Share-based compensation expense for awards to employees and non-employees was $1,334,852 and $796,774 for the years ended December 31, 2013 and 2012, respectively. | |||||||||
Comprehensive Loss | ' | ||||||||
Comprehensive Loss | |||||||||
The Company had no items of other comprehensive income or expense for the years ended December 31, 2013 and 2012. Accordingly, the Company's comprehensive loss and net loss are the same for all periods presented. | |||||||||
Segment Information | ' | ||||||||
Segment Information | |||||||||
ASC 280, Disclosures about Segments of an Enterprise and Related Information, establishes standards for reporting information regarding operating segments in annual consolidated financial statements and requires selected information for those segments to be presented in financial reports issued to stockholders. It also establishes standards for related disclosures about products and services and geographic areas. Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker, or decision-making group, in making decisions how to allocate resources and assess performance. The Company operates in a single segment, internally reports the results of operations for that segment and the information disclosed herein materially represents all of the financial information related to the single operating segment. | |||||||||
Research and Development | ' | ||||||||
Research and Development | |||||||||
The Company incurred $754,262 and $206,821 of research and development costs (which are included in general and administrative expenses) for the years ended December 31, 2013 and 2012 respectively, and $961,083 since its inception. | |||||||||
Fair Value Measurement | ' | ||||||||
Fair Value Measurement | |||||||||
The Company adopted the provisions of ASC 820 Fair Value Measurements and Disclosures on January 1, 2009. ASC 820 clarifies the principle that fair value should be based on the assumptions market participants would use when pricing an asset or liability and establishes a fair value hierarchy that prioritizes the information used to develop those assumptions. Under the standard, fair value measurements are separately disclosed by level within the fair value hierarchy. It does not require any new fair value measurements. It only applies to accounting pronouncements that already require or permit fair value measures, except for standards that relate to share-based payments. | |||||||||
Valuation techniques considered under ASC 820 techniques are based on observable and unobservable inputs. The ASC classifies these inputs into the following hierarchy: | |||||||||
Level 1 inputs are observable inputs and use quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date and are deemed to be most reliable measure of fair value. | |||||||||
Level 2 inputs are observable inputs and reflect assumptions that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Level 2 inputs includes 1) quoted prices for similar assets or liabilities in active markets, 2) quoted prices for identical or similar assets or liabilities in markets that are not active, 3) observable inputs such as interest rates and yield curves observable at commonly quoted intervals, volatilities, prepayment speeds, credits risks, default rates, and 4) market-corroborated inputs. | |||||||||
Level 3 inputs are unobservable inputs and reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available under the circumstances. | |||||||||
In October 2008, the FASB clarified the application of ASC 820 in determining the fair value of a financial asset when the market for that financial asset is not active. | |||||||||
The Company adopted the provisions of ASC 825, The Fair Value Option for Financial Assets and Liabilities, on January 1, 2009. ASC 825 permits us to choose to measure certain financial assets and liabilities at fair value that are not currently required to be measured at fair value (the “Fair Value Option”). Election of the Fair Value Option is made on an instrument-by-instrument basis and is irrevocable. At the adoption date, unrealized gains and losses on financial assets and liabilities for which the Fair Value Option has been elected are reported as a cumulative adjustment to beginning retained earnings. | |||||||||
Our intangible assets are valued and tested for impairment using Level 3 inputs (see Note 8 - Intellectual Property Purchase Agreement). In the process of the valuation of the intangible asset, we determined that the carrying cost exceeded the fair value at December 31, 2011 and we recorded an impairment charge and adjusted the balance of the asset to reflect the fair value. There were no impairment charges for any subsequent periods. | |||||||||
Basic and Diluted Income (Loss) per Share | ' | ||||||||
Basic and Diluted Income (Loss) per Share | |||||||||
In accordance with ASC 260, Earnings Per Share, the basic loss per common share is computed by dividing net loss available to common stockholders by the weighted average number of shares of common stock outstanding. Diluted loss per common share is computed in a manner similar to basic loss per common share except that the denominator is increased to include the number of additional shares of common stock that would have been outstanding if the potential shares had been issued and if such additional shares were dilutive. At December 31, 2013 and 2012, the Company’s stock equivalents were anti-dilutive and excluded in the diluted loss per share computation. The aggregate number of potentially dilutive options and warrants outstanding at December 31, 2013 and 2012 were 232,320 and 33,160, respectively. | |||||||||
Income Taxes | ' | ||||||||
Income Taxes | |||||||||
Income taxes are accounted for under the asset and liability method in accordance with ASC 740, Accounting for Income Taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial carrying amounts of existing assets and liabilities and their respective tax bases as well as operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the periods in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance to the extent that the recoverability of the asset is unlikely to be recognized. | |||||||||
The Company follows ASC 740 rules governing uncertain tax positions, which provides guidance for recognition and measurement. This prescribes a threshold condition that a tax position must meet for any of the benefits of the uncertain tax position to be recognized in the financial statements. It also provides accounting guidance on recognition, classification and disclosure of these uncertain tax positions. The Company has no uncertain income tax positions. | |||||||||
Interest costs and penalties related to income taxes are classified as interest expense and selling, general and administrative costs, respectively, in the Company's financial statements. For the years ended December 31, 2013 and 2012, the Company did not recognize any interest or penalty expense related to income taxes. The Company files income tax returns in the U.S. federal jurisdiction and states in which it does business. |
Nature_of_Organization_and_Sig2
Nature of Organization and Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Nature of Organization and Significant Accounting Policies [Abstract] | ' | ||||||||
Summary of Inventory | ' | ||||||||
Years ended December 31, | 2013 | 2012 | |||||||
Raw materials | $ | 137,084 | $ | 213,848 | |||||
Work in process | - | - | |||||||
Finished goods | 5,346 | 4,469 | |||||||
Total Inventory | $ | 142,430 | $ | 218,317 | |||||
Summary of Fixed assets | ' | ||||||||
Years ended December 31, | 2013 | 2012 | |||||||
Furniture, fixtures and equipment | $ | 127,462 | $ | 3,024 | |||||
Computers and software | 16,791 | 6,814 | |||||||
Leasehold improvements | 233,954 | - | |||||||
Other | 5,000 | - | |||||||
Total fixed assets | 383,207 | 9,838 | |||||||
Less accumulated depreciation | -38,841 | -1,449 | |||||||
Net book value of fixed assets | $ | 344,366 | $ | 8,389 |
Private_Placements_of_Restrict1
Private Placements of Restricted Common Stock (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Private Placements of Restricted Common Stock [Abstract] | ' | ||||||||||||||||
Summary of proceeds from private placements | ' | ||||||||||||||||
Related | Related | ||||||||||||||||
Shares | Gross | Warrant | Warrant | ||||||||||||||
Proceeds | Liability at | Liability at | |||||||||||||||
Date | Inception | December 31, | |||||||||||||||
2013 | |||||||||||||||||
25-Feb-11 | 95,334 | $ | 1,430,000 | $ | 2,350,251 | $ | - | ||||||||||
31-May-11 | 28,200 | 423,000 | 1,186,859 | - | |||||||||||||
27-Jun-11 | 37,500 | 562,500 | 1,243,838 | - | |||||||||||||
12-Jul-11 | 1,667 | 25,000 | 57,742 | - | |||||||||||||
2-Dec-11 | 4,000 | 40,000 | - | - | |||||||||||||
10-Feb-12 | 65,000 | 325,000 | - | - | |||||||||||||
14-Feb-12 | 80,000 | 400,000 | - | - | |||||||||||||
7-Mar-12 | 20,000 | 100,000 | - | - | |||||||||||||
15-Mar-12 | 35,000 | 175,000 | - | - | |||||||||||||
22-Mar-12 | 5,000 | 25,000 | - | - | |||||||||||||
9-Apr-12 | 20,000 | 100,000 | - | - | |||||||||||||
24-Apr-12 | * 4,000 | - | - | - | |||||||||||||
28-Jun-12 | 48,000 | 600,000 | - | - | |||||||||||||
6-Jul-12 | 411,600 | 5,144,990 | - | - | |||||||||||||
855,301 | $ | 9,350,490 | $ | 4,838,690 | $ | - | |||||||||||
* Shares issued under price protection provision of subscription agreement as described above. |
Warrants_Options_Equity_Incent1
Warrants, Options, Equity Incentive Plan and Stock Issuances (Tables) | 12 Months Ended | |||||||||||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||||||||||
Warrant [Member] | ' | |||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | |||||||||||||||||||||||||||||
Summary of warrants issued to private placement and consultants | ' | |||||||||||||||||||||||||||||
Number of | Number of | Number of | Expiration | |||||||||||||||||||||||||||
Warrants | Warrants | Warrants | Exercise Price | Term in Years | ||||||||||||||||||||||||||
Granted | Exchanged, Exercised or Expired | Outstanding as of | Original/Repriced | |||||||||||||||||||||||||||
31-Dec-13 | ||||||||||||||||||||||||||||||
Grant Date | ||||||||||||||||||||||||||||||
February 25, 2011 (A) | 95,334 | 95,334 | - | $ | 30.00/5.00 | - | ||||||||||||||||||||||||
May 31, 2011 (A) | 28,200 | 28,200 | - | $ | 30.00/5.00 | - | ||||||||||||||||||||||||
June 27, 2011 (A) | 37,500 | 37,500 | - | $ | 30.00/5.00 | - | ||||||||||||||||||||||||
June 27, 2011 (B) | 2,000 | 2,000 | - | $ | 50 | - | ||||||||||||||||||||||||
July 12, 2011 (A) | 1,667 | 1,667 | - | $ | 30.00/5.00 | - | ||||||||||||||||||||||||
December 23, 2011 (B) | 1,000 | 1,000 | - | $ | 50 | - | ||||||||||||||||||||||||
165,701 | 165,701 | - | ||||||||||||||||||||||||||||
(A) Private placement warrants (these warrants were subject to down round full ratchet anti-dilution provisions and the exercise price was adjusted to $5.00 per share in February 2012) | ||||||||||||||||||||||||||||||
(B) Sponsorship agreement, including put option - see Note 10 - Commitments, Contingencies and Other Comments – Sponsorship Agreement. | ||||||||||||||||||||||||||||||
Summary of option/warrant activities | ' | |||||||||||||||||||||||||||||
Shares Under | Weighted Average | |||||||||||||||||||||||||||||
Warrants | Exercise Price | |||||||||||||||||||||||||||||
Original/Repriced | ||||||||||||||||||||||||||||||
Balance at January 1, 2012 | 165,701 | $ | 30.50/$5.00 | |||||||||||||||||||||||||||
Warrants granted | - | |||||||||||||||||||||||||||||
Warrants exercised | (2,334 | ) | ||||||||||||||||||||||||||||
Warrants cancelled/exchanged/expired | (160,367 | ) | ||||||||||||||||||||||||||||
Balance at December 31, 2012 | 3,000 | $ | 50 | |||||||||||||||||||||||||||
Warrants granted | - | |||||||||||||||||||||||||||||
Warrants exercised | - | |||||||||||||||||||||||||||||
Warrants cancelled/exchanged/expired | (3,000 | ) | $ | 50 | ||||||||||||||||||||||||||
Balance at December 31, 2013 | - | $ | - | |||||||||||||||||||||||||||
Summary of assumptions used to value the warrants and the director/advisory board options | ' | |||||||||||||||||||||||||||||
Grant Date | Number of | Stock | Exercise | Expected | Expected | Dividend | Risk Free | |||||||||||||||||||||||
Warrants | Price on | Price | Term | Volatility | Yield | Rate | ||||||||||||||||||||||||
Granted | Measurement | |||||||||||||||||||||||||||||
Date | ||||||||||||||||||||||||||||||
(A) | 2/25/11 | 95,334 | $ | 25 | $ | 30 | 3 | 285.2 | % | 0 | % | 1.48 | % | |||||||||||||||||
(A) | 5/31/11 | 28,200 | $ | 42.5 | $ | 30 | 3 | 208.89 | % | 0 | % | 0.79 | % | |||||||||||||||||
(A) | 6/27/11 | 37,500 | $ | 33.5 | $ | 30 | 3 | 295.31 | % | 0 | % | 0.64 | % | |||||||||||||||||
(A) | 7/12/11 | 1,667 | $ | 35 | $ | 30 | 3 | 278 | % | 0 | % | 0.42 | % | |||||||||||||||||
(B) | 6/27/11 | 2,000 | $ | 33.5 | $ | 50 | 2 | 213.59 | % | 0 | % | 0.41 | % | |||||||||||||||||
(B) | 12/23/11 | 1,000 | $ | 4.5 | $ | 50 | 2 | 209 | % | 0 | % | 0.28 | % | |||||||||||||||||
165,701 | ||||||||||||||||||||||||||||||
(A) Private placement warrants | ||||||||||||||||||||||||||||||
(B) Sponsorship agreement, including put option - see Note 10 - Commitments, Contingencies and Other Comments – Sponsorship Agreement. | ||||||||||||||||||||||||||||||
Stock Options [Member] | ' | |||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | |||||||||||||||||||||||||||||
Summary of option/warrant activities | ' | |||||||||||||||||||||||||||||
Shares | Weighted Average | |||||||||||||||||||||||||||||
Under | Exercise | |||||||||||||||||||||||||||||
Options | Price | |||||||||||||||||||||||||||||
Balance at January 1, 2012 | 25,000 | $ | 30.5 | |||||||||||||||||||||||||||
Options granted | 5,000 | $ | 7 | |||||||||||||||||||||||||||
Options exercised | - | |||||||||||||||||||||||||||||
Options cancelled/expired | - | |||||||||||||||||||||||||||||
Balance at December 31, 2012 | 30,000 | $ | 26.5 | |||||||||||||||||||||||||||
Options granted | - | |||||||||||||||||||||||||||||
Options exercised | - | |||||||||||||||||||||||||||||
Options cancelled/expired | - | |||||||||||||||||||||||||||||
Balance at December 31, 2013 | 30,000 | $ | 26.5 | |||||||||||||||||||||||||||
Summary of warrants/option outstanding and exercisable | ' | |||||||||||||||||||||||||||||
Options Outstanding | Options Exercisable | |||||||||||||||||||||||||||||
Range of | Options | Weighted Average Remaining Contractual Life | Range of | Options | Weighted Average Remaining Contractual Life | |||||||||||||||||||||||||
Exercise Price | Outstanding | Exercise Price | Exercisable | |||||||||||||||||||||||||||
$ | 32 | 15,000 | 7.53 | $ | 32 | 12,500 | 7.53 | |||||||||||||||||||||||
$ | 34.5 | 5,000 | 7.56 | $ | 34.5 | 5,000 | 7.56 | |||||||||||||||||||||||
$ | 22.5 | 5,000 | 7.62 | $ | 22.5 | 5,000 | 7.62 | |||||||||||||||||||||||
$ | 7 | 5,000 | 8.39 | $ | 7 | 3,334 | 8.39 | |||||||||||||||||||||||
30,000 | 25,834 | |||||||||||||||||||||||||||||
Summary of assumptions used to value the warrants and the director/advisory board options | ' | |||||||||||||||||||||||||||||
Grant Date | Number of | Stock | Exercise | Expected | Expected | Dividend | Risk Free | |||||||||||||||||||||||
Options | Price on | Price | Term | Volatility | Yield | Rate | ||||||||||||||||||||||||
Granted | Measurement | |||||||||||||||||||||||||||||
Date | ||||||||||||||||||||||||||||||
7/14/11 | 15,000 | $ | 32 | $ | 32 | 10 | 287 | % | 0 | % | 2.98 | % | ||||||||||||||||||
7/26/11 | 5,000 | $ | 34.5 | $ | 34.5 | 10 | 285 | % | 0 | % | 2.99 | % | ||||||||||||||||||
8/15/11 | 5,000 | $ | 22.5 | $ | 22.5 | 10 | 284 | % | 0 | % | 2.29 | % | ||||||||||||||||||
5/24/12 | 5,000 | $ | 7 | $ | 7 | 10 | 187 | % | 0 | % | 1.77 | % | ||||||||||||||||||
30,000 | ||||||||||||||||||||||||||||||
2012 Equity Incentive Plan [Member] | ' | |||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | |||||||||||||||||||||||||||||
Summary of option/warrant activities | ' | |||||||||||||||||||||||||||||
Shares Under | Weighted Average | |||||||||||||||||||||||||||||
Options | Exercise Price | |||||||||||||||||||||||||||||
Balance at January 1, 2012 | - | |||||||||||||||||||||||||||||
Options granted | 160 | $ | 10 | |||||||||||||||||||||||||||
Options exercised | - | |||||||||||||||||||||||||||||
Options cancelled/expired | - | |||||||||||||||||||||||||||||
Balance at December 31, 2012 | 160 | $ | 10 | |||||||||||||||||||||||||||
Options granted | 202,200 | $ | 14.5 | |||||||||||||||||||||||||||
Options exercised | - | |||||||||||||||||||||||||||||
Options cancelled/expired | (40 | ) | $ | 10 | ||||||||||||||||||||||||||
Balance at December 31, 2013 | 202,320 | $ | 14.5 | |||||||||||||||||||||||||||
Summary of warrants/option outstanding and exercisable | ' | |||||||||||||||||||||||||||||
Options Outstanding | Options Exercisable | |||||||||||||||||||||||||||||
Range of | Options | Weighted Average Remaining Contractual Life | Range of | Options | Weighted Average Remaining Contractual Life | |||||||||||||||||||||||||
Exercise Price | Outstanding | Exercise Price | Exercisable | |||||||||||||||||||||||||||
$ | 6 | 3,000 | 9.76 | $ | 6 | - | - | |||||||||||||||||||||||
$ | 7 | 3,000 | 9.25 | $ | 7 | - | - | |||||||||||||||||||||||
$ | 9.5 | 3,000 | 9.5 | $ | 9.5 | - | - | |||||||||||||||||||||||
$ | 10 | 12,120 | 9.06 | $ | 10 | 3,187 | 9.07 | |||||||||||||||||||||||
$ | 11 | 3,000 | 9.02 | $ | 11 | - | - | |||||||||||||||||||||||
$ | 12.5 | 78,200 | 9.24 | $ | 12.5 | 10,167 | 9.31 | |||||||||||||||||||||||
$ | 17.5 | 100,000 | 9.11 | $ | 17.5 | - | - | |||||||||||||||||||||||
202,320 | 13,354 | |||||||||||||||||||||||||||||
Summary of assumptions used to value the warrants and the director/advisory board options | ' | |||||||||||||||||||||||||||||
9.50 | ||||||||||||||||||||||||||||||
Number of | Stock | Exercise | Expected | Expected | Dividend | Risk Free | ||||||||||||||||||||||||
Grant Date | Options | Price on | Price | Term | Volatility | Yield | Rate | |||||||||||||||||||||||
Granted | Measurement | |||||||||||||||||||||||||||||
Date | ||||||||||||||||||||||||||||||
11/20/12 | 120 | $ | 10 | $ | 10 | 10 | 166 | % | 0 | % | 1.66 | % | ||||||||||||||||||
1/1/13 | 3,000 | $ | 9.5 | $ | 11 | 10 | 164 | % | 0 | % | 2 | % | ||||||||||||||||||
1/7/13 | 7,000 | $ | 10 | $ | 10 | 10 | 166 | % | 0 | % | 1.92 | % | ||||||||||||||||||
1/7/13 | 40,000 | $ | 10 | $ | 12.5 | 10 | 166 | % | 0 | % | 1.92 | % | ||||||||||||||||||
2/7/13 | 100,000 | $ | 10 | $ | 17.5 | 10 | 164 | % | 0 | % | 1.99 | % | ||||||||||||||||||
2/7/13 | 9,000 | $ | 10 | $ | 12.5 | 10 | 164 | % | 0 | % | 1.99 | % | ||||||||||||||||||
2/8/13 | 5,000 | $ | 9.5 | $ | 10 | 10 | 164 | % | 0 | % | 2 | % | ||||||||||||||||||
2/28/13 | 2,000 | $ | 10 | $ | 12.5 | 10 | 158 | % | 0 | % | 1.89 | % | ||||||||||||||||||
4/1/13 | 3,000 | $ | 7 | $ | 7 | 10 | 160 | % | 0 | % | 1.86 | % | ||||||||||||||||||
5/6/13 | 8,000 | $ | 6 | $ | 12.5 | 10 | 161 | % | 0 | % | 1.8 | % | ||||||||||||||||||
5/20/13 | 200 | $ | 6 | $ | 12.5 | 10 | 161 | % | 0 | % | 1.97 | % | ||||||||||||||||||
5/21/13 | 4,000 | $ | 6 | $ | 12.5 | 10 | 161 | % | 0 | % | 1.94 | % | ||||||||||||||||||
5/24/13 | 100 | $ | 6.5 | $ | 12.5 | 10 | 160 | % | 0 | % | 2.01 | % | ||||||||||||||||||
6/10/13 | 2,000 | $ | 8 | $ | 12.5 | 10 | 160 | % | 0 | % | 2.22 | % | ||||||||||||||||||
7/1/13 | 3,000 | $ | $ | 9.5 | 10 | 159 | % | 0 | % | 2.5 | % | |||||||||||||||||||
8/21/13 | 4,400 | $ | 8.5 | $ | 12.5 | 10 | 157 | % | 0 | % | 2.87 | % | ||||||||||||||||||
10/1/13 | 3,000 | $ | 6 | $ | 6 | 10 | 155 | % | 0 | % | 2.66 | % | ||||||||||||||||||
11/26/13 | 2,500 | $ | 7.5 | $ | 12.5 | 10 | 154 | % | 0 | % | 2.71 | % | ||||||||||||||||||
12/20/13 | 6,000 | $ | 7.5 | $ | 12.5 | 10 | 152 | % | 0 | % | 2.89 | % | ||||||||||||||||||
202,320 | ||||||||||||||||||||||||||||||
Summary of stock options issued to stockholders | ' | |||||||||||||||||||||||||||||
Number of | Range of | |||||||||||||||||||||||||||||
Options | Exercise Price | Expiration | ||||||||||||||||||||||||||||
Granted to | Granted | Term in Years | ||||||||||||||||||||||||||||
Employees | 2,740 | $ | 10.00 to 12.50 | 10 | ||||||||||||||||||||||||||
Consultants | 32,540 | $ | 10.00 to 12.50 | 10 | ||||||||||||||||||||||||||
Officers | 25,040 | $ | 10.00 to 12.50 | 10 | ||||||||||||||||||||||||||
Directors | 137,000 | $ | 6.00 to 17.50 | 10 | ||||||||||||||||||||||||||
Scientific Advisory Board Member | 5,000 | $ | 12.5 | 10 | ||||||||||||||||||||||||||
Total | 202,320 |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Income Taxes [Abstract] | ' | ||||||||
Summary of income tax expense | ' | ||||||||
Years ended December 31, | 2013 | 2012 | |||||||
Current | $ | 500 | $ | 1,550 | |||||
Deferred | - | - | |||||||
Total | $ | 500 | $ | 1,550 | |||||
Deferred tax assets and liabilities | ' | ||||||||
Years Ended December 31, | 2013 | 2012 | |||||||
Deferred tax assets: | |||||||||
Goodwill | $ | 559,904 | $ | 672,348 | |||||
Net operating losses | 3,573,353 | 2,133,004 | |||||||
Other | 3,579 | 1,542 | |||||||
Total deferred tax assets | 4,136,836 | 2,806,894 | |||||||
Valuation allowance | (4,120,395 | ) | (2,804,632 | ) | |||||
Total net deferred tax assets | 16,441 | 2,262 | |||||||
Deferred tax liabilities: | |||||||||
Depreciation | (16,441 | ) | (2,262 | ) | |||||
Total deferred tax liabilities | (16,441 | ) | (2,262 | ) | |||||
Net deferred tax asset | $ | - | $ | - | |||||
Statutory federal income tax rate and the effective rate reconciliation | ' | ||||||||
Years Ended December 31, | 2013 | 2012 | |||||||
Statutory federal income tax rate | 34 | % | 34 | % | |||||
State taxes, net of federal tax benefit | 5.94 | % | 5 | % | |||||
Valuation allowance | (39.94 | )% | (39.00 | )% | |||||
Net deferred tax asset | - | % | - | % | |||||
Commitments_Contingencies_and_1
Commitments, Contingencies and Other Comments (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments, Contingencies and Other Comments [Abstract] | ' | ||||
Summary of Future minimum lease payments under the non-cancelable operating lease | ' | ||||
Years Ended December 31, | Amount | ||||
2014 | $ | 59,434 | |||
2015 | 65,095 | ||||
2016 | 67,163 | ||||
2017 | 39,623 | ||||
Total | $ | 231,315 | |||
Nature_of_Organization_and_Sig3
Nature of Organization and Significant Accounting Policies (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of Inventory | ' | ' |
Raw materials | $137,084 | $213,848 |
Work in process | ' | ' |
Finished goods | 5,346 | 4,469 |
Total Inventory | $142,430 | $218,317 |
Nature_of_Organization_and_Sig4
Nature of Organization and Significant Accounting Policies (Details 1) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of Fixed assets | ' | ' |
Total fixed assets | $383,207 | $9,838 |
Less accumulated depreciation | -38,841 | -1,449 |
Net book value of fixed assets | 344,366 | 8,389 |
Furniture, fixtures and equipment [Member] | ' | ' |
Summary of Fixed assets | ' | ' |
Total fixed assets | 127,462 | 3,024 |
Computers and software [Member] | ' | ' |
Summary of Fixed assets | ' | ' |
Total fixed assets | 16,791 | 6,814 |
Leasehold improvements [Member] | ' | ' |
Summary of Fixed assets | ' | ' |
Total fixed assets | 233,954 | ' |
Other [Member] | ' | ' |
Summary of Fixed assets | ' | ' |
Total fixed assets | $5,000 | ' |
Nature_of_Organization_and_Sig5
Nature of Organization and Significant Accounting Policies (Details Textual) (USD $) | 12 Months Ended | 81 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
Account | |||
Company | |||
Nature of Organization and Significant Accounting Policies (Textual) | ' | ' | ' |
Revenue | $3,317,885 | $911,727 | $4,329,087 |
Intellectual property | 2,000,000 | 2,000,000 | 2,000,000 |
Advertising and promotional cost incurred | 1,658,948 | 329,396 | 2,253,510 |
Depreciation | 37,392 | 1,173 | 38,841 |
Share based compensation expenses recognized | 1,334,852 | 796,774 | ' |
Aggregate number of potentially dilutive warrants and options outstanding | 232,320 | 33,160 | ' |
Interest bearing accounts capacity of fund and balance | 250,000 | ' | 250,000 |
Interest bearing account balance | 451,193 | ' | 451,193 |
Uninsured cash balances | 196,550 | ' | 196,550 |
Amount of insurance coverage revert back per depositor | 250,000 | ' | 250,000 |
Number of noninterest-bearing checking accounts | 3 | ' | ' |
Number of interest-bearing savings account | 2 | ' | ' |
Number of overseas companies to produce raw product for MYO-T12 | 1 | ' | ' |
Research and development cost | $754,262 | $206,821 | $961,083 |
Minimum [Member] | ' | ' | ' |
Nature of Organization and Significant Accounting Policies (Textual) | ' | ' | ' |
Property and equipment, estimated useful life | '3 years | ' | ' |
Maximum [Member] | ' | ' | ' |
Nature of Organization and Significant Accounting Policies (Textual) | ' | ' | ' |
Property and equipment, estimated useful life | '7 years | ' | ' |
Private_Placements_of_Restrict2
Private Placements of Restricted Common Stock (Details) (USD $) | 12 Months Ended | 81 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Apr. 11, 2007 | ||
Summary of proceeds from private placements | ' | ' | ' | ' | |
Shares | 855,301 | ' | ' | ' | |
Aggregate gross proceeds from offering | ' | $6,869,990 | $9,350,490 | ' | |
Related Warrant Liability | ' | ' | ' | 4,838,690 | |
February 25, 2011 [Member] | ' | ' | ' | ' | |
Summary of proceeds from private placements | ' | ' | ' | ' | |
Shares | 95,334 | ' | ' | ' | |
Aggregate gross proceeds from offering | 1,430,000 | ' | ' | ' | |
Related Warrant Liability | ' | ' | ' | 2,350,251 | |
May 31, 2011 [Member] | ' | ' | ' | ' | |
Summary of proceeds from private placements | ' | ' | ' | ' | |
Shares | 28,200 | ' | ' | ' | |
Aggregate gross proceeds from offering | 423,000 | ' | ' | ' | |
Related Warrant Liability | ' | ' | ' | 1,186,859 | |
June 27, 2011 [Member] | ' | ' | ' | ' | |
Summary of proceeds from private placements | ' | ' | ' | ' | |
Shares | 37,500 | ' | ' | ' | |
Aggregate gross proceeds from offering | 562,500 | ' | ' | ' | |
Related Warrant Liability | ' | ' | ' | 1,243,838 | |
July 12, 2011 [Member] | ' | ' | ' | ' | |
Summary of proceeds from private placements | ' | ' | ' | ' | |
Shares | 1,667 | ' | ' | ' | |
Aggregate gross proceeds from offering | 25,000 | ' | ' | ' | |
Related Warrant Liability | ' | ' | ' | 57,742 | |
December 2, 2011 [Member] | ' | ' | ' | ' | |
Summary of proceeds from private placements | ' | ' | ' | ' | |
Shares | 4,000 | ' | ' | ' | |
Aggregate gross proceeds from offering | 40,000 | ' | ' | ' | |
Related Warrant Liability | ' | ' | ' | ' | |
February 10, 2012 [Member] | ' | ' | ' | ' | |
Summary of proceeds from private placements | ' | ' | ' | ' | |
Shares | 65,000 | ' | ' | ' | |
Aggregate gross proceeds from offering | 325,000 | ' | ' | ' | |
Related Warrant Liability | ' | ' | ' | ' | |
February 14, 2012 [Member] | ' | ' | ' | ' | |
Summary of proceeds from private placements | ' | ' | ' | ' | |
Shares | 80,000 | ' | ' | ' | |
Aggregate gross proceeds from offering | 400,000 | ' | ' | ' | |
Related Warrant Liability | ' | ' | ' | ' | |
March 7, 2012 [Member] | ' | ' | ' | ' | |
Summary of proceeds from private placements | ' | ' | ' | ' | |
Shares | 20,000 | ' | ' | ' | |
Aggregate gross proceeds from offering | 100,000 | ' | ' | ' | |
Related Warrant Liability | ' | ' | ' | ' | |
March 15, 2012 [Member] | ' | ' | ' | ' | |
Summary of proceeds from private placements | ' | ' | ' | ' | |
Shares | 35,000 | ' | ' | ' | |
Aggregate gross proceeds from offering | 175,000 | ' | ' | ' | |
Related Warrant Liability | ' | ' | ' | ' | |
March 22, 2012 [Member] | ' | ' | ' | ' | |
Summary of proceeds from private placements | ' | ' | ' | ' | |
Shares | 5,000 | ' | ' | ' | |
Aggregate gross proceeds from offering | 25,000 | ' | ' | ' | |
Related Warrant Liability | ' | ' | ' | ' | |
April 9, 2012 [Member] | ' | ' | ' | ' | |
Summary of proceeds from private placements | ' | ' | ' | ' | |
Shares | 20,000 | ' | ' | ' | |
Aggregate gross proceeds from offering | 100,000 | ' | ' | ' | |
Related Warrant Liability | ' | ' | ' | ' | |
April 24, 2012 [Member] | ' | ' | ' | ' | |
Summary of proceeds from private placements | ' | ' | ' | ' | |
Shares | 4,000 | [1] | ' | ' | ' |
Aggregate gross proceeds from offering | ' | ' | ' | ' | |
Related Warrant Liability | ' | ' | ' | ' | |
June 28, 2012 [Member] | ' | ' | ' | ' | |
Summary of proceeds from private placements | ' | ' | ' | ' | |
Shares | 48,000 | ' | ' | ' | |
Aggregate gross proceeds from offering | 600,000 | ' | ' | ' | |
Related Warrant Liability | ' | ' | ' | ' | |
July 6, 2012 [Member] | ' | ' | ' | ' | |
Summary of proceeds from private placements | ' | ' | ' | ' | |
Shares | 411,600 | ' | ' | ' | |
Aggregate gross proceeds from offering | 5,144,990 | ' | ' | ' | |
Related Warrant Liability | ' | ' | ' | ' | |
[1] | * Shares issued under price protection provision of subscription agreement as described above. |
Private_Placements_of_Restrict3
Private Placements of Restricted Common Stock (Details Textual) (USD $) | 1 Months Ended | 0 Months Ended | 1 Months Ended | 4 Months Ended | 6 Months Ended | 12 Months Ended | 81 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 1 Months Ended | 2 Months Ended | 1 Months Ended | ||||||||
Sep. 24, 2012 | Feb. 10, 2012 | Sep. 30, 2012 | Jun. 27, 2012 | Jun. 30, 2012 | Sep. 30, 2012 | Jul. 12, 2011 | Jul. 12, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2007 | Dec. 31, 2012 | Feb. 10, 2012 | Dec. 02, 2011 | Dec. 31, 2007 | Jul. 12, 2011 | Jul. 31, 2012 | Jun. 30, 2012 | Apr. 30, 2012 | Mar. 31, 2012 | Apr. 30, 2007 | |
Common Stock [Member] | Common Stock [Member] | Private Placement [Member] | Private Placement [Member] | Private Placement [Member] | Private Placement [Member] | Private Placement [Member] | Private Placement [Member] | Private Placement [Member] | Private Placement [Member] | Founder [Member] | ||||||||||||
Restricted Common Stock [Member] | Restricted Common Stock [Member] | Restricted Common Stock [Member] | Restricted Common Stock [Member] | |||||||||||||||||||
Private Placements of Restricted Common Stock (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common stock sold to founders | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 420,000 | ' | ' | ' | ' | ' | 560,000 |
Cash proceeds | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $75,000 | ' | ' | ' | ' | ' | $5,000 |
Number of purchased shares of common stock to certain investors | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 162,700 | ' | ' | ' | ' | ' |
Stock issued during period to accredited investor, Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 560,000 | ' | ' | 4,000 | ' | ' | 411,600 | 48,000 | 20,000 | 205,000 | ' |
Aggregate gross proceeds from offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,869,990 | 9,350,490 | ' | ' | ' | 40,000 | ' | ' | 5,144,990 | 600,000 | 100,000 | 1,025,000 | ' |
Shares issued in exchange for warrants, (Shares) | 1,954 | ' | ' | 30,121 | 30,121 | 32,074 | ' | ' | ' | ' | ' | ' | 32,073 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued of exercise of warrants, (Shares) | 2,334 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,333 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued of exercise for warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | $11,667 | ' | ' | $2 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Subscription agreement period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 months | ' | ' | ' | ' | ' | ' | ' |
Expected Term | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate warrants exchanged | 9,767 | ' | ' | 150,600 | ' | 160,367 | ' | 162,700 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price of warrants | $5 | $5 | $5 | ' | ' | $0.10 | $0.10 | $5 | $30 | ' | ' | ' | ' | $5 | $10 | ' | ' | ' | ' | ' | ' | ' |
Additional shares issued to the investor as a result of the price protection provision | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,000 | ' | ' | ' | ' | ' | ' | ' |
Notes_and_Loans_Payable_Detail
Notes and Loans Payable (Details) (USD $) | 0 Months Ended | 12 Months Ended | 81 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | |||||||||||
Sep. 29, 2011 | 20-May-10 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Jun. 28, 2012 | Nov. 29, 2011 | Sep. 29, 2011 | Dec. 31, 2012 | Jun. 28, 2012 | Jan. 31, 2012 | Dec. 31, 2011 | Nov. 29, 2011 | Oct. 31, 2011 | Dec. 31, 2011 | Jun. 28, 2012 | Nov. 29, 2011 | Dec. 31, 2012 | |
Director [Member] | Director [Member] | Director [Member] | Director [Member] | Director [Member] | Director [Member] | Director [Member] | Common Stock [Member] | Convertible Notes Payable [Member] | Convertible Notes Payable [Member] | Convertible Notes Payable [Member] | |||||||||
Individuals | |||||||||||||||||||
Notes and Loans Payable (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible notes payable | ' | ' | ' | ' | ' | ' | $400,000 | ' | ' | ' | ' | ' | ' | $150,000 | ' | ' | ' | $400,000 | ' |
Number of individuals | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' |
Notes payable bearing interest | ' | 5.00% | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' | ' | ' | ' | 18.00% | ' |
Notes payable due date | 29-May-12 | ' | ' | ' | ' | ' | ' | ' | 29-Oct-11 | ' | ' | ' | ' | ' | ' | ' | ' | 29-May-12 | ' |
Conversion price of notes convertible into common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.10 | ' | ' | ' | ' | ' | $0.10 | $0.10 | ' |
Advance to company | ' | ' | ' | ' | ' | ' | ' | ' | 60,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Advance direct payment to a vendor | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 19,500 | 10,000 | ' | 10,000 | ' | ' | ' | ' |
Loans payable | ' | ' | ' | ' | ' | ' | ' | ' | 99,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued interest of notes payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 41,800 | ' | ' |
Number of common shares issued upon conversion warrants | ' | 600 | 1,954 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 44,180 | ' | ' |
Principal, accrued interest on loans and advances of notes payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 142,046 | ' | ' | ' | ' | ' | 618,520 | ' | ' |
Loan and advances aggregate amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 101,461 | ' | ' | ' | ' | ' | ' | ' | ' |
Advances of notes payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,961 | ' | ' | ' | ' | ' | ' | ' | ' |
Interest expense | ' | ' | ' | 188,000 | ' | ' | ' | ' | ' | 143,557 | ' | ' | ' | ' | ' | ' | ' | ' | 654,123 |
Shares issued in connection with debt, (Shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,000 | ' | ' | ' |
Shares issued in connection with debt | ' | ' | ' | ' | 60,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8 | ' | ' | ' |
Price per share | ' | ' | ' | ' | ' | ' | ' | $7.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related amortization expense | ' | ' | ' | 34,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term at which shares amortized | ' | ' | 'Over the six month term of the notes. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization | ' | ' | ' | 69,451 | ' | 80,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Note payable | ' | 7,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Note issued for accounts payable | ' | ' | ' | ' | ' | $7,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capital_Stock_Details
Capital Stock (Details) | 12 Months Ended |
Dec. 31, 2013 | |
Capital Stock (Textual) | ' |
Stockholders' equity, stock split | '1 for 50 |
Warrants_Options_Equity_Incent2
Warrants, Options, Equity Incentive Plan and Stock Issuances (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Number of Options/Warrants | 30,000 | ' | ' | |
Number of Warrants Outstanding as of December 31, 2013 | 30,000 | ' | ' | |
Warrant [Member] | ' | ' | ' | |
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Number of Options/Warrants | ' | 165,701 | 165,701 | |
Number of Warrants Exchanged, Exercised or Expired | 165,701 | ' | ' | |
Number of Warrants Outstanding as of December 31, 2013 | ' | 3,000 | 165,701 | |
Warrant [Member] | February 25, 2011 (A) [Member] | ' | ' | ' | |
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Number of Options/Warrants | 95,334 | [1] | ' | ' |
Number of Warrants Exchanged, Exercised or Expired | 95,334 | [1] | ' | ' |
Number of Warrants Outstanding as of December 31, 2013 | ' | [1] | ' | ' |
Exercise Price | 30 | [1] | ' | ' |
Expiration Term in Years | '0 years | ' | ' | |
Warrant [Member] | February 25, 2011 (A) [Member] | Original [Member] | ' | ' | ' | |
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Exercise Price | 30 | [1] | ' | ' |
Warrant [Member] | February 25, 2011 (A) [Member] | Repriced [Member] | ' | ' | ' | |
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Exercise Price | 5 | [1] | ' | ' |
Warrant [Member] | May 31, 2011 (A) [Member] | ' | ' | ' | |
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Number of Options/Warrants | 28,200 | [1] | ' | ' |
Number of Warrants Exchanged, Exercised or Expired | 28,200 | [1] | ' | ' |
Number of Warrants Outstanding as of December 31, 2013 | ' | [1] | ' | ' |
Exercise Price | 30 | [1] | ' | ' |
Expiration Term in Years | '0 years | ' | ' | |
Warrant [Member] | May 31, 2011 (A) [Member] | Original [Member] | ' | ' | ' | |
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Exercise Price | 30 | [1] | ' | ' |
Warrant [Member] | May 31, 2011 (A) [Member] | Repriced [Member] | ' | ' | ' | |
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Exercise Price | 5 | [1] | ' | ' |
Warrant [Member] | June 27, 2011 (A) [Member] | ' | ' | ' | |
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Number of Options/Warrants | 37,500 | [1] | ' | ' |
Number of Warrants Exchanged, Exercised or Expired | 37,500 | [1] | ' | ' |
Number of Warrants Outstanding as of December 31, 2013 | ' | [1] | ' | ' |
Exercise Price | 30 | [1] | ' | ' |
Expiration Term in Years | '0 years | ' | ' | |
Warrant [Member] | June 27, 2011 (A) [Member] | Original [Member] | ' | ' | ' | |
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Exercise Price | 30 | [1] | ' | ' |
Warrant [Member] | June 27, 2011 (A) [Member] | Repriced [Member] | ' | ' | ' | |
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Exercise Price | 5 | [1] | ' | ' |
Warrant [Member] | June 27, 2011 (B) [Member] | ' | ' | ' | |
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Number of Options/Warrants | 2,000 | [2] | ' | ' |
Number of Warrants Exchanged, Exercised or Expired | 2,000 | [2] | ' | ' |
Number of Warrants Outstanding as of December 31, 2013 | ' | [2] | ' | ' |
Exercise Price | 50 | [2] | ' | ' |
Expiration Term in Years | '0 years | [2] | ' | ' |
Warrant [Member] | July 12, 2011 (A) [Member] | ' | ' | ' | |
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Number of Options/Warrants | 1,667 | [1] | ' | ' |
Number of Warrants Exchanged, Exercised or Expired | 1,667 | [1] | ' | ' |
Number of Warrants Outstanding as of December 31, 2013 | ' | [1] | ' | ' |
Exercise Price | 30 | [1] | ' | ' |
Expiration Term in Years | '0 years | [1] | ' | ' |
Warrant [Member] | July 12, 2011 (A) [Member] | Original [Member] | ' | ' | ' | |
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Exercise Price | 30 | [1] | ' | ' |
Warrant [Member] | July 12, 2011 (A) [Member] | Repriced [Member] | ' | ' | ' | |
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Exercise Price | 5 | [1] | ' | ' |
Warrant [Member] | December 23, 2011 (B) [Member] | ' | ' | ' | |
Summary of warrants issued to private placement stockholders and consultants (Textual) | ' | ' | ' | |
Number of Options/Warrants | 1,000 | [2] | ' | ' |
Number of Warrants Exchanged, Exercised or Expired | 1,000 | [2] | ' | ' |
Number of Warrants Outstanding as of December 31, 2013 | ' | ' | ' | |
Expiration Term in Years | '0 years | [2] | ' | ' |
[1] | (A) Private placement warrants (these warrants were subject to down round full ratchet anti-dilution provisions and the exercise price was adjusted to $5.00 per share in February 2012) | |||
[2] | (B) Sponsorship agreement, including put option - see Note 10 - Commitments, Contingencies and Other Comments Sponsorship Agreement. |
Warrants_Options_Equity_Incent3
Warrants, Options, Equity Incentive Plan and Stock Issuances (Details 1) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Summary of activity in warrants | ' | ' | ' |
Number of Options/Warrants | 30,000 | ' | ' |
Balance, Shares Under Options/Warrants | 30,000 | ' | ' |
Warrant [Member] | ' | ' | ' |
Summary of activity in warrants | ' | ' | ' |
Beginning Balance, Shares Under Options/Warrants | 3,000 | 165,701 | ' |
Number of Options/Warrants | ' | 165,701 | 165,701 |
Options/Warrants exercised, Share Under Options/Warrants | ' | -2,334 | ' |
Options/Warrants cancelled/expired, Shares Under Options/Warrants | -3,000 | -160,367 | ' |
Balance, Shares Under Options/Warrants | ' | 3,000 | 165,701 |
Beginning Balance, Weighted Average Exercise Price | $50 | ' | ' |
Warrants/Options cancelled/expired, Weighted Average Exercise Price | $50 | ' | ' |
Balance, Weighted Average Exercise Price | ' | $50 | ' |
Warrant [Member] | Original [Member] | ' | ' | ' |
Summary of activity in warrants | ' | ' | ' |
Balance, Weighted Average Exercise Price | ' | $30.50 | ' |
Warrant [Member] | Repriced [Member] | ' | ' | ' |
Summary of activity in warrants | ' | ' | ' |
Balance, Weighted Average Exercise Price | ' | $5 | ' |
Warrants_Options_Equity_Incent4
Warrants, Options, Equity Incentive Plan and Stock Issuances (Details 2) (USD $) | 6 Months Ended | 12 Months Ended | |||||||||||||||
Jul. 12, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | |||||||
Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | |||||||||
February 25, 2011 (A) [Member] | May 31, 2011 (A) [Member] | June 27, 2011 (A) [Member] | July 12, 2011 (A) [Member] | June 27, 2011 (B) [Member] | December 23, 2011 (B) [Member] | ||||||||||||
Assumption used to value warrants using Black-Scholes pricing model | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Number of Options/Warrants | ' | 30,000 | ' | 165,701 | 165,701 | 95,334 | [1] | 28,200 | [1] | 37,500 | [1] | 1,667 | [1] | 2,000 | [2] | 1,000 | [2] |
Stock Price on Measurement Date | ' | ' | ' | ' | ' | $25 | [1] | $42.50 | [1] | $33.50 | [1] | $35 | [1] | $33.50 | [2] | $4.50 | [2] |
Exercise Price | ' | ' | ' | ' | ' | $30 | [1] | $30 | [1] | $30 | [1] | $30 | [1] | $50 | [2] | $50 | [2] |
Expected Term | '3 years | ' | ' | ' | ' | '3 years | [1] | '3 years | [1] | '3 years | [1] | '3 years | [1] | '2 years | [2] | '2 years | [2] |
Expected Volatility | ' | ' | ' | ' | ' | 285.20% | [1] | 208.89% | [1] | 295.31% | [1] | 278.00% | [1] | 213.59% | [2] | 209.00% | [2] |
Dividend Yield | ' | ' | ' | ' | ' | 0.00% | [1] | 0.00% | [1] | 0.00% | [1] | 0.00% | [1] | 0.00% | [2] | 0.00% | [2] |
Risk Free Rate | ' | ' | ' | ' | ' | 1.48% | [1] | 0.79% | [1] | 0.64% | [1] | 0.42% | [1] | 0.41% | [2] | 0.28% | [2] |
[1] | (A) Private placement warrants (these warrants were subject to down round full ratchet anti-dilution provisions and the exercise price was adjusted to $5.00 per share in February 2012) | ||||||||||||||||
[2] | (B) Sponsorship agreement, including put option - see Note 10 - Commitments, Contingencies and Other Comments Sponsorship Agreement. |
Warrants_Options_Equity_Incent5
Warrants, Options, Equity Incentive Plan and Stock Issuances (Details 3) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ' | ' |
Warrants/Options granted, Shares Under Warrants/Options | 30,000 | ' |
Balance, Shares Under Options/Warrants | 30,000 | ' |
Stock Options [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ' | ' |
Beginning Balance, Shares Under Options/Warrants | 30,000 | 25,000 |
Warrants/Options granted, Shares Under Warrants/Options | ' | 5,000 |
Options/Warrants exercised, Share Under Options/Warrants | ' | ' |
Options/Warrants cancelled/expired, Shares Under Options/Warrants | ' | ' |
Balance, Shares Under Options/Warrants | 30,000 | 30,000 |
Beginning Balance, Weighted Average Exercise Price | $26.50 | $30.50 |
Warrants/Options granted, Weighted Average Exercise Price | ' | $7 |
Balance, Weighted Average Exercise Price | $26.50 | $26.50 |
Warrants_Options_Equity_Incent6
Warrants, Options, Equity Incentive Plan and Stock Issuances (Details 4) (USD $) | 6 Months Ended | 12 Months Ended |
Jul. 12, 2011 | Dec. 31, 2013 | |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 30,000 |
Expected Term | '3 years | ' |
07/14/11 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 15,000 |
Stock Price on Measurement Date | ' | 32 |
Exercise Price | ' | 32 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 287.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 2.98% |
07/26/11 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 5,000 |
Stock Price on Measurement Date | ' | 34.5 |
Exercise Price | ' | 34.5 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 285.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 2.99% |
08/15/11 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 5,000 |
Stock Price on Measurement Date | ' | 22.5 |
Exercise Price | ' | 22.5 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 284.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 2.29% |
05/24/12 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 5,000 |
Stock Price on Measurement Date | ' | 7 |
Exercise Price | ' | 7 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 187.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 1.77% |
Warrants_Options_Equity_Incent7
Warrants, Options, Equity Incentive Plan and Stock Issuances (Details 5) | 12 Months Ended |
Dec. 31, 2013 | |
Summary of option outstanding and exercisable | ' |
Options outstanding | 30,000 |
Outside the Equity Incentives Plan [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options outstanding | 30,000 |
Options Exercisable, Options Exercisable | 25,834 |
$ 32.00 [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options outstanding | 15,000 |
$ 32.00 [Member] | Outside the Equity Incentives Plan [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options Outstanding, Range of Exercise Price | 32 |
Options outstanding | 15,000 |
Options Outstanding, Weighted Average Remaining Contractual Life | '7 years 6 months 11 days |
Options exercisable, Range of Exercise Price | 32 |
Options Exercisable, Options Exercisable | 12,500 |
Options Exercisable, Weighted Average Remaining Contractual Life | '7 years 6 months 11 days |
$ 34.50 [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options outstanding | 5,000 |
$ 34.50 [Member] | Outside the Equity Incentives Plan [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options Outstanding, Range of Exercise Price | 34.5 |
Options outstanding | 5,000 |
Options Outstanding, Weighted Average Remaining Contractual Life | '7 years 6 months 22 days |
Options exercisable, Range of Exercise Price | 34.5 |
Options Exercisable, Options Exercisable | 5,000 |
Options Exercisable, Weighted Average Remaining Contractual Life | '7 years 6 months 22 days |
$ 22.50 [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options outstanding | 5,000 |
$ 22.50 [Member] | Outside the Equity Incentives Plan [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options Outstanding, Range of Exercise Price | 22.5 |
Options outstanding | 5,000 |
Options Outstanding, Weighted Average Remaining Contractual Life | '7 years 7 months 13 days |
Options exercisable, Range of Exercise Price | 22.5 |
Options Exercisable, Options Exercisable | 5,000 |
Options Exercisable, Weighted Average Remaining Contractual Life | '7 years 7 months 13 days |
$ 7.00 [Member] | Outside the Equity Incentives Plan [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options Outstanding, Range of Exercise Price | 7 |
Options outstanding | 5,000 |
Options Outstanding, Weighted Average Remaining Contractual Life | '8 years 4 months 21 days |
Options exercisable, Range of Exercise Price | 12,500 |
Options Exercisable, Options Exercisable | 3,334 |
Options Exercisable, Weighted Average Remaining Contractual Life | '8 years 4 months 21 days |
Warrants_Options_Equity_Incent8
Warrants, Options, Equity Incentive Plan and Stock Issuances (Details 6) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Summary of stock options issued to stockholders | ' |
Number of Options/Warrants | 30,000 |
2012 Equity Incentive Plan [Member] | ' |
Summary of stock options issued to stockholders | ' |
Number of Options/Warrants | 202,320 |
2012 Equity Incentive Plan [Member] | Employee [Member] | ' |
Summary of stock options issued to stockholders | ' |
Number of Options/Warrants | 2,740 |
Expiration term | '10 years |
2012 Equity Incentive Plan [Member] | Employee [Member] | Minimum [Member] | ' |
Summary of stock options issued to stockholders | ' |
Exercise Price | 10 |
2012 Equity Incentive Plan [Member] | Employee [Member] | Maximum [Member] | ' |
Summary of stock options issued to stockholders | ' |
Exercise Price | 12.5 |
2012 Equity Incentive Plan [Member] | Consultants [Member] | ' |
Summary of stock options issued to stockholders | ' |
Number of Options/Warrants | 32,540 |
Expiration term | '10 years |
2012 Equity Incentive Plan [Member] | Consultants [Member] | Minimum [Member] | ' |
Summary of stock options issued to stockholders | ' |
Exercise Price | 10 |
2012 Equity Incentive Plan [Member] | Consultants [Member] | Maximum [Member] | ' |
Summary of stock options issued to stockholders | ' |
Exercise Price | 12.5 |
2012 Equity Incentive Plan [Member] | Officers [Member] | ' |
Summary of stock options issued to stockholders | ' |
Number of Options/Warrants | 25,040 |
Expiration term | '10 years |
2012 Equity Incentive Plan [Member] | Officers [Member] | Minimum [Member] | ' |
Summary of stock options issued to stockholders | ' |
Exercise Price | 10 |
2012 Equity Incentive Plan [Member] | Officers [Member] | Maximum [Member] | ' |
Summary of stock options issued to stockholders | ' |
Exercise Price | 12.5 |
2012 Equity Incentive Plan [Member] | Directors [Member] | ' |
Summary of stock options issued to stockholders | ' |
Number of Options/Warrants | 137,000 |
Expiration term | '10 years |
2012 Equity Incentive Plan [Member] | Directors [Member] | Minimum [Member] | ' |
Summary of stock options issued to stockholders | ' |
Exercise Price | 6 |
2012 Equity Incentive Plan [Member] | Directors [Member] | Maximum [Member] | ' |
Summary of stock options issued to stockholders | ' |
Exercise Price | 17.5 |
2012 Equity Incentive Plan [Member] | Scientific Advisory Board [Member] | ' |
Summary of stock options issued to stockholders | ' |
Number of Options/Warrants | 5,000 |
Exercise Price | 12.5 |
Expiration term | '10 years |
Warrants_Options_Equity_Incent9
Warrants, Options, Equity Incentive Plan and Stock Issuances (Details 7) (USD $) | 6 Months Ended | 12 Months Ended |
Jul. 12, 2011 | Dec. 31, 2013 | |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 30,000 |
Expected Term | '3 years | ' |
11/20/12 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 120 |
Stock Price on Measurement Date | ' | 10 |
Exercise Price | ' | 10 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 166.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 1.66% |
01/01/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 3,000 |
Stock Price on Measurement Date | ' | 9.5 |
Exercise Price | ' | 11 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 164.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 2.00% |
01/07/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 7,000 |
Stock Price on Measurement Date | ' | 10 |
Exercise Price | ' | 10 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 166.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 1.92% |
01/07/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 40,000 |
Stock Price on Measurement Date | ' | 10 |
Exercise Price | ' | 12.5 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 166.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 1.92% |
02/07/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 100,000 |
Stock Price on Measurement Date | ' | 10 |
Exercise Price | ' | 17.5 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 164.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 1.99% |
02/07/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 9,000 |
Stock Price on Measurement Date | ' | 10 |
Exercise Price | ' | 12.5 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 164.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 1.99% |
02/08/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 5,000 |
Stock Price on Measurement Date | ' | 9.5 |
Exercise Price | ' | 10 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 164.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 2.00% |
02/28/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 2,000 |
Stock Price on Measurement Date | ' | 10 |
Exercise Price | ' | 12.5 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 158.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 1.89% |
04/01/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 3,000 |
Stock Price on Measurement Date | ' | 7 |
Exercise Price | ' | 7 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 160.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 1.86% |
05/06/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 8,000 |
Stock Price on Measurement Date | ' | 6 |
Exercise Price | ' | 12.5 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 161.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 1.80% |
05/20/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 200 |
Stock Price on Measurement Date | ' | 6 |
Exercise Price | ' | 12.5 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 161.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 1.97% |
05/21/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 4,000 |
Stock Price on Measurement Date | ' | 6 |
Exercise Price | ' | 12.5 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 161.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 1.94% |
05/24/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 100 |
Stock Price on Measurement Date | ' | 6.5 |
Exercise Price | ' | 12.5 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 160.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 2.01% |
06/10/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 2,000 |
Stock Price on Measurement Date | ' | 8 |
Exercise Price | ' | 12.5 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 160.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 2.22% |
07/01/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 3,000 |
Stock Price on Measurement Date | ' | 9.5 |
Exercise Price | ' | 9.5 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 159.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 2.50% |
08/21/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 4,400 |
Stock Price on Measurement Date | ' | 8.5 |
Exercise Price | ' | 12.5 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 157.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 2.87% |
10/01/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 3,000 |
Stock Price on Measurement Date | ' | 6 |
Exercise Price | ' | 6 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 155.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 2.66% |
11/26/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 2,500 |
Stock Price on Measurement Date | ' | 7.5 |
Exercise Price | ' | 12.5 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 154.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 2.71% |
12/20/13 [Member] | ' | ' |
Assumption used to value directors and advisory board option using Black-Scholes option mode | ' | ' |
Number of Options/Warrants | ' | 6,000 |
Stock Price on Measurement Date | ' | 7.5 |
Exercise Price | ' | 12.5 |
Expected Term | ' | '10 years |
Expected Volatility | ' | 152.00% |
Dividend Yield | ' | 0.00% |
Risk Free Rate | ' | 2.89% |
Recovered_Sheet1
Warrants, Options, Equity Incentive Plan and Stock Issuances (Details 8) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Summary of stock option activities | ' | ' |
Warrants/Options granted, Shares Under Warrants/Options | 30,000 | ' |
Balance, Shares Under Options/Warrants | 30,000 | ' |
2012 Equity Incentive Plan [Member] | ' | ' |
Summary of stock option activities | ' | ' |
Beginning Balance, Shares Under Options/Warrants | 160 | ' |
Warrants/Options granted, Shares Under Warrants/Options | 202,200 | 160 |
Options/Warrants exercised, Share Under Options/Warrants | ' | ' |
Warrants/Options cancelled/expired, Shares Under Options | -40 | ' |
Balance, Shares Under Options/Warrants | 202,320 | 160 |
Beginning Balance, Weighted Average Exercise Price | $10 | ' |
Warrants/Options granted, Weighted Average Exercise Price | $14.50 | $10 |
Warrants/Options cancelled/expired, Weighted Average Exercise Price | $10 | ' |
Balance, Weighted Average Exercise Price | $14.50 | $10 |
Recovered_Sheet2
Warrants, Options, Equity Incentive Plan and Stock Issuances (Details 9) | 12 Months Ended |
Dec. 31, 2013 | |
Summary of option outstanding and exercisable | ' |
Options outstanding | 30,000 |
2012 Equity Incentive Plan [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options outstanding | 202,320 |
Options Exercisable, Options Exercisable | 13,354 |
$ 6.00 [Member] | 2012 Equity Incentive Plan [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options Outstanding, Range of Exercise Price | 6 |
Options outstanding | 3,000 |
Options Outstanding, Weighted Average Remaining Contractual Life | '9 years 9 months 4 days |
Options exercisable, Range of Exercise Price | 6 |
Options Exercisable, Options Exercisable | ' |
$ 7.00 [Member] | 2012 Equity Incentive Plan [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options Outstanding, Range of Exercise Price | 7 |
Options outstanding | 3,000 |
Options Outstanding, Weighted Average Remaining Contractual Life | '9 years 3 months |
Options exercisable, Range of Exercise Price | 7 |
Options Exercisable, Options Exercisable | ' |
$ 9.50 [Member] | 2012 Equity Incentive Plan [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options Outstanding, Range of Exercise Price | 9.5 |
Options outstanding | 3,000 |
Options Outstanding, Weighted Average Remaining Contractual Life | '9 years 6 months |
Options exercisable, Range of Exercise Price | 9.5 |
Options Exercisable, Options Exercisable | ' |
$ 10.00 [Member] | 2012 Equity Incentive Plan [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options Outstanding, Range of Exercise Price | 10 |
Options outstanding | 12,120 |
Options Outstanding, Weighted Average Remaining Contractual Life | '9 years 22 days |
Options exercisable, Range of Exercise Price | 10 |
Options Exercisable, Options Exercisable | 3,187 |
Options Exercisable, Weighted Average Remaining Contractual Life | '9 years 26 days |
$ 11.00 [Member] | 2012 Equity Incentive Plan [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options Outstanding, Range of Exercise Price | 11 |
Options outstanding | 3,000 |
Options Outstanding, Weighted Average Remaining Contractual Life | '9 years 7 days |
Options exercisable, Range of Exercise Price | 11 |
Options Exercisable, Options Exercisable | ' |
$ 12.50 [Member] | 2012 Equity Incentive Plan [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options Outstanding, Range of Exercise Price | 12.5 |
Options outstanding | 78,200 |
Options Outstanding, Weighted Average Remaining Contractual Life | '9 years 2 months 27 days |
Options exercisable, Range of Exercise Price | 12.5 |
Options Exercisable, Options Exercisable | 10,167 |
Options Exercisable, Weighted Average Remaining Contractual Life | '9 years 3 months 22 days |
$ 17.50 [Member] | 2012 Equity Incentive Plan [Member] | ' |
Summary of option outstanding and exercisable | ' |
Options Outstanding, Range of Exercise Price | 17.5 |
Options outstanding | 100,000 |
Options Outstanding, Weighted Average Remaining Contractual Life | '9 years 1 month 10 days |
Options exercisable, Range of Exercise Price | 17.5 |
Options Exercisable, Options Exercisable | ' |
Recovered_Sheet3
Warrants, Options, Equity Incentive Plan and Stock Issuances (Details Textual) (USD $) | 1 Months Ended | 0 Months Ended | 1 Months Ended | 4 Months Ended | 6 Months Ended | 12 Months Ended | 81 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||||||
Sep. 24, 2012 | Feb. 10, 2012 | Sep. 30, 2012 | Jun. 27, 2012 | Jun. 30, 2012 | Sep. 30, 2012 | Jul. 12, 2011 | Jul. 12, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Nov. 29, 2011 | Dec. 31, 2012 | Dec. 31, 2012 | Jan. 07, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | |
Minimum [Member] | Maximum [Member] | Director And Consultant [Member] | Director And Consultant [Member] | Director And Consultant [Member] | Director And Consultant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | 2012 Equity Incentive Plan [Member] | 2012 Equity Incentive Plan [Member] | 2012 Equity Incentive Plan [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | ||||||||||||||
Minimum [Member] | Maximum [Member] | Original [Member] | Repriced [Member] | Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | |||||||||||||||||||||||||
Warrants, Options, Equity Incentive Plan and Stock Issuances (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of Options/Warrants | ' | ' | ' | ' | ' | ' | ' | ' | 30,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 165,701 | 165,701 | ' | ' | 202,320 | ' | ' | ' | 5,000 | ' | ' | ' |
Exercise Price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $7 | ' | ' | ' |
Options outstanding | ' | ' | ' | ' | ' | ' | ' | ' | 30,000 | ' | ' | 30,000 | ' | ' | ' | ' | ' | ' | ' | ' | 3,000 | 165,701 | ' | ' | 202,320 | ' | ' | 30,000 | 30,000 | 25,000 | ' | ' |
Number of shares vested | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13,354 | ' | ' | 25,834 | ' | ' | ' | ' |
Number of shares non-vested | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 188,967 | ' | ' | 4,166 | ' | ' | ' | ' |
Vesting terms range | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '0 years | '5 years | ' | ' | ' | '3 years | '4 years |
Options outstanding, Weighted average remaining contractual life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '7 years 8 months 9 days | ' | ' | ' | ' |
Vested options, Weighted average remaining contractual life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '9 years 3 months | ' | ' | '9 years 2 months 1 day | ' | ' | ' | ' |
Weighted average exercise price, per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $50 | ' | $30.50 | $5 | $0.23 | ' | ' | $26.50 | $26.50 | $30.50 | ' | ' |
Common stock reserved for issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 400,000 | ' | ' | ' | ' | ' | ' | ' |
Warrants/Options granted, Shares Under Warrants/Options | ' | ' | ' | ' | ' | ' | ' | ' | 30,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 165,701 | 165,701 | ' | ' | 202,320 | ' | ' | ' | 5,000 | ' | ' | ' |
Expected Term | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate intrinsic value of outstanding options | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,500 | ' | ' | ' | ' |
Aggregate intrinsic value of exercisable options | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,667 | ' | ' | ' | ' |
Aggregate unvested cost of the options | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 55,382 | ' | ' | ' | ' |
Options, Intrinsic value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,014,360 | ' | ' | ' | ' |
Market price for our common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $7.50 | ' | ' | ' | ' |
Price per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $7.50 | $3.50 | $22.50 | ' | ' | $6 | $10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted common stock issued, Shares | ' | ' | ' | ' | ' | ' | ' | ' | 4,183,395 | 83,668 | ' | ' | ' | ' | ' | 100,000 | 28,780 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted common stock issued, Value | ' | ' | ' | ' | ' | ' | ' | ' | 48,150 | 501,946 | ' | ' | ' | ' | ' | ' | 187,782 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrant issued for purchase of restricted common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 162,700 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of warrants exchanged | ' | ' | 9,767 | ' | 150,600 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued in exchange for warrants, (Shares) | 1,954 | ' | ' | 30,121 | 30,121 | 32,074 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivatives charges and credits | ' | ' | ' | ' | ' | ' | ' | ' | $28,100 | $16,173 | ' | ($1,515,433) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants exercised share | 2,334 | ' | ' | ' | ' | ' | ' | ' | ' | 2,334 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price of warrants | $5 | $5 | $5 | ' | ' | $0.10 | $0.10 | $5 | $30 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants exercised share received | 2,334 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intellectual_Property_Purchase1
Intellectual Property Purchase Agreement (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 25, 2011 | Dec. 31, 2011 | Feb. 25, 2011 | Feb. 25, 2011 | Feb. 25, 2011 |
MYO-T12 [Member] | MYO-T12 [Member] | MYO-T12 [Member] | MYO-T12 [Member] | MYO-T12 [Member] | |||
Installments | Assets [Member] | Cash [Member] | Promissory Note [Member] | ||||
Intellectual Property Purchase Agreement (Textual) | ' | ' | ' | ' | ' | ' | ' |
Aggregate consideration paid for acquisition | ' | ' | $4,662,000 | ' | $1,150,000 | $450,000 | $700,000 |
Common stock issued as part of acquisition | ' | ' | 140,480 | ' | ' | ' | ' |
Common stock issued as part of acquisition, fair value | ' | ' | 3,512,000 | ' | ' | ' | ' |
Percentage of diluted voting common stock | ' | ' | 12.00% | ' | ' | ' | ' |
Promissory note, principal amount | ' | ' | 700,000 | ' | ' | ' | ' |
Promissory note, interest rate | ' | ' | 3.00% | ' | ' | ' | ' |
Promissory note, payment terms | ' | ' | 'The Promissory Note was payable in two installments as follows: $350,000 plus accrued interest was due within 180 days after the closing date of the Agreement (originally August 25, 2011 but extended to the earlier of November 30, 2011 or the closing of a certain financing and paid on November 29, 2011) and $350,000 plus accrued interest was due on the first anniversary of the closing date of the Agreement and paid on February 21, 2012. | ' | ' | ' | ' |
Periodic principal payment per installment | ' | ' | 350,000 | ' | ' | ' | ' |
Number of installments of promissory note | ' | ' | 2 | ' | ' | ' | ' |
Impairment charges | ' | ' | ' | 2,662,000 | ' | ' | ' |
Intellectual property asset, fair value | ' | ' | ' | 2,000,000 | ' | ' | ' |
Intellectual property, carrying value | $2,000,000 | $2,000,000 | ' | ' | ' | ' | ' |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Summary of income tax expense | ' | ' |
Current | $500 | $1,550 |
Deferred | ' | ' |
Total | $500 | $1,550 |
Income_Taxes_Details_1
Income Taxes (Details 1) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Deferred tax assets: | ' | ' |
Goodwill | $559,904 | $672,348 |
Net operating losses | 3,573,353 | 2,133,004 |
Other | 3,579 | 1,542 |
Total deferred tax assets | 4,136,836 | 2,806,894 |
Valuation allowance | -4,120,395 | -2,804,632 |
Total net deferred tax assets | 16,441 | 2,262 |
Deferred tax liabilities: | ' | ' |
Depreciation | -16,441 | -2,262 |
Total deferred tax liabilities | -16,441 | -2,262 |
Net deferred tax asset | ' | ' |
Income_Taxes_Details_2
Income Taxes (Details 2) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Statutory federal income tax rate and the effective rate reconciliation | ' | ' |
Statutory federal income tax rate | 34.00% | 34.00% |
State taxes, net of federal tax benefit | 5.94% | 5.00% |
Valuation allowance | -39.94% | -39.00% |
Net deferred tax asset | ' | ' |
Income_Taxes_Details_Textual
Income Taxes (Details Textual) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Income Taxes (Textual) | ' |
Increase in valuation allowance of deferred tax assets | $1,315,763 |
Operating loss carryforward | $9,066,000 |
Expiration period of operating loss carryforward | 'Expire in various periods through 2033 |
Condition for limitation on use of operating loss carryovers | 'One or more 5% shareholders (shareholders owning 5% or more of the Company's outstanding capital stock) has increased by more than 50 percentage points |
Percentage of outstanding capital stock owned by shareholders | 5.00% |
Increment in shareholders ownership | 'More than 50 |
Percentage point increase in stock ownership | 50.00% |
Commitments_Contingencies_and_2
Commitments, Contingencies and Other Comments (Details) (USD $) | Dec. 31, 2013 |
Summary of Future minimum lease payments under the non-cancelable operating lease | ' |
2014 | $59,434 |
2015 | 65,095 |
2016 | 67,163 |
2017 | 39,623 |
Total | $231,315 |
Commitments_Contingencies_and_3
Commitments, Contingencies and Other Comments (Details Textual) (USD $) | 1 Months Ended | 0 Months Ended | 1 Months Ended | 4 Months Ended | 6 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 12 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||||||
Sep. 24, 2012 | Feb. 10, 2012 | Sep. 30, 2012 | Sep. 30, 2012 | Jul. 12, 2011 | Jul. 12, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Jul. 14, 2011 | Jul. 26, 2011 | Aug. 15, 2011 | 24-May-12 | Feb. 06, 2013 | 16-May-12 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 27, 2013 | Jun. 27, 2011 | Jun. 27, 2013 | Dec. 31, 2011 | Jul. 14, 2012 | Feb. 25, 2011 | Feb. 25, 2011 | Feb. 08, 2013 | Dec. 31, 2013 | Jan. 02, 2013 | |
Operating Lease [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Minimum [Member] | Maximum [Member] | Dr. Louis Aronne - director [Member] | Dr. Robert Hariri - director [Member] | Dr. Peter Diamandis - director [Member] | Dr. Buzz Aldrin - director [Member] | Dr. Sapna Srivastava - director [Member] | Distribution Agreement [Member] | Distribution Agreement [Member] | Supply Agreement [Member] | Sponsorship Agreement [Member] | Sponsorship Agreement [Member] | Sponsorship Agreement [Member] | Sponsorship Agreement [Member] | Director and Advisory Board Agreements [Member] | J.B. Bernstein [Member] | Carlon Colker MD, FACN [Member] | Peter A. Levy [Member] | Peter A. Levy [Member] | Glen R. Fleischer [Member] | |||||||||
Option | Employee Stock Option [Member] | Employee Stock Option [Member] | Installments | Installments | Installments | Installments | Installments | Installments | |||||||||||||||||||||||
Commitments, Contingencies and Other Comments (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from future purchase | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $195,301 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term of distribution agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
The Agreement provided for one year of exclusivity for MHP, which was extended through December 31, 2013. The parties are currently negotiating a new agreement. | |||||||||||||||||||||||||||||||
Bank line of credit, agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'In October 2013, the Company was granted a $500,000 line of credit by City National Bank, that bears a per annum interest rate through April 15, 2014 equal to the prime rate, after which the rate changes to the prime rate plus 1.25 percent. As of the date of this report, the Company has not drawn on the line of credit. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual base salary | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' |
Number of Options/Warrants | ' | ' | ' | ' | ' | ' | 30,000 | ' | ' | ' | 5,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000 | ' | ' |
Term of agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
The term of the agreement is two years, and will continue until terminated by either party upon three months written notice. | |||||||||||||||||||||||||||||||
Term of employment agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | ' | ' | ' | '6 months | ' | '3 years | ' | '3 years |
Description of base salary in case of employment termination any reason other than cause, death or disability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Entitled to receive his base salary for twelve months following the date of termination, a cash amount equal to the greater of (i) $50,000 or (ii) the average of all annual cash bonuses received under the agreement, and payment of all COBRA premiums for twelve months following the date of termination | ' |
Description of base salary if employment terminated as a result of, a change of control | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Entitled to receive his base salary for twelve months following the date of termination, a cash amount equal to the greater of (i) $50,000 or (ii) the average of all annual cash bonuses received under the agreement, and payment of all COBRA premiums for twelve months following the date of termination | ' |
Consulting fees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000 | ' | ' | ' | ' |
Annual base salary | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 150,000 | ' | ' | ' | ' | ' | ' | ' | 320,000 |
Description of cash compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The agreement provided for cash compensation of $150,000 in three equal installments of $50,000, all of which was paid in 2011 | ' | ' | ' | ' | ' | ' | ' | ' |
Annual bonus in percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | 100.00% |
Agreement contains customary extend period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | ' | ' |
Renew agreement on same base salary for period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | ' | '1 year |
Period of vested options expire termination | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '12 months | ' | ' |
Period for base salary from date of termination | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '12 months | ' | ' |
Term for notice of non renewal prior to the expiration date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '60 days | ' | '60 days |
Royalties rate, per unit sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.50 | ' | ' | ' | ' | ' | ' | ' | ' |
Number of additional months thereafter | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '12 months | ' | ' | ' | ' | ' | ' | ' | ' |
Number of purchased shares of common stock to certain investors | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued upon conversion of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Number of warrants term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price of warrants | $5 | $5 | $5 | $0.10 | $0.10 | $5 | $30 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $50 | ' | ' | ' | ' | ' | ' | ' | ' |
Trading price of common stock on principal trading market, per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $100 | ' | ' | ' | ' | ' | ' | ' | ' |
Exchange for each share of common stock underlying the unexercised portion of the Warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $50 | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants, shares issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000 | ' | ' | ' | ' | ' | ' |
Compensation shares of restricted common stock vesting | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000 | 2,000 | 2,000 | 2,000 | 2,000 | ' | ' | ' | ' | ' | ' | ' | 10,000 | ' | ' | ' | ' | ' |
Compensation shares of common stock option to purchase | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000 | 5,000 | 5,000 | 5,000 | 5,000 | ' | ' | ' | ' | ' | ' | ' | 10,000 | ' | ' | ' | ' | ' |
Compensation common stock at an exercise price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $32 | $34.50 | $22.50 | $7 | $10 | ' | ' | ' | ' | ' | ' | ' | $32 | ' | ' | ' | ' | ' |
Period of common stock vesting | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | '10 years | '10 years | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock exercise vesting | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Over a period of 3 years | 'Over a period of 3 years | 'Over a period of 3 years | 'Over a period of 3 years | 'Over a period of 3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting terms range | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | '4 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term of advisory board agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' |
Number of annual installments of restricted common stock purchase | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | 5 | 5 | 5 | 5 | ' | ' | ' | ' | ' | ' | ' | 5 | ' | ' | ' | ' | ' |
Restricted common stock issued, Value | ' | ' | ' | ' | ' | ' | 48,150 | 501,946 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares receive under terms of the offer letter | ' | ' | ' | ' | ' | ' | 4,183,395 | 83,668 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 |
Operating lease expiring | ' | ' | ' | ' | ' | ' | ' | ' | 'July 2017 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of option to renew | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual rent increases in percentage | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating lease period | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Rent expense | ' | ' | ' | ' | ' | ' | 70,354 | 41,630 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consulting agreement expire date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31-Oct-12 | ' | ' | ' | ' |
Share issued pursuant to agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,000 | ' | ' | ' |
Number of warrant expired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000 | 2,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Derivatives liability recorded | ' | ' | ' | ' | ' | ' | ' | 121,900 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative Liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $150,000 | ' | $100,000 | ' | ' | ' | ' | ' | ' | ' |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 12 Months Ended | 81 Months Ended | 0 Months Ended | 1 Months Ended | |||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 02, 2011 | Feb. 05, 2014 | Feb. 10, 2014 | Feb. 05, 2014 | Feb. 10, 2014 | Feb. 05, 2014 | Feb. 10, 2014 | Jan. 27, 2014 | Jan. 27, 2014 | Jan. 27, 2014 | Jan. 27, 2014 | Jan. 27, 2014 | |
Private Placement [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||
Common Stock [Member] | Common Stock [Member] | Preferred Stock [Member] | Stock Split Member [Member] | Private Placement [Member] | Private Placement [Member] | Private Placement [Member] | Private Placement [Member] | Private Placement [Member] | |||||||
Brean Capital, LLC [Member] | Common Stock [Member] | Series A Warrant [Member] | Series B Warrant [Member] | ||||||||||||
Subsequent Events (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Private placement, description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The Company consummated a private placement (the "Offering") of units (the "Units") comprised of (i) one share of the Company's common stock, $0.001 par value (the "Common Stock"), and (ii) two warrants to purchase shares of Common Stock as follows: (a) a Series A warrant to purchase 0.5 shares of Common Stock at an exercise price of $15.00 per share (the "Series A Warrant") and (b) a Series B warrant to purchase 0.25 shares of Common Stock at an exercise price of $45.00 per share (the "Series B Warrant," and together with Series A Warrant, the "Warrants") to accredited investors ("Purchasers") pursuant to the terms of a Securities Purchase Agreement (the " Purchase Agreement") at a purchase price of $7.50 per Unit . | ' | ' | ' | ' |
Common stock, par value | $0.00 | $0.00 | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.00 | ' | ' |
Warrants exercise price per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $15 | $45 |
Purchase agreement at purchase price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.5 | ' | ' | ' | ' |
Number shares/warrants issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 47,351 | 631,346 | 315,676 | 157,846 |
Aggregate gross proceeds from offering | ' | $6,869,990 | $9,350,490 | $40,000 | ' | ' | ' | ' | ' | ' | $4,375,000 | ' | ' | ' | ' |
Percentage of Common Stock issued in the Offering owned by purchasers | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' |
Purchase agreement, pro rata, description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The Purchase Agreement also permits the Purchasers a right to participate, pro rata, up to 25% of the total dollar value of any equity related financing conducted by the Company for a period of two years from the Closing Date. | ' | ' | ' | ' |
Percentage of common stock, shares, issued in the offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.50% | ' | ' | ' |
Stock split | '1 for 50 | ' | ' | ' | '1 for 50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Changes in Capital Structure, as a result of Stock Split | ' | ' | ' | ' | ' | ' | ' | 'The Company's issued and outstanding shares of common stock decreased from approximately 145.9 million shares to approximately 2.9 million shares of common stock, all with a par value of $0.001. | 'The number of its authorized shares of preferred stock was decreased from 25,000,000 to 500,000 shares . | ' | ' | ' | ' | ' | ' |
The number of the Company’s authorized shares of common stock was decreased from 300,000,000 to 6,000,000 shares. | |||||||||||||||
Preferred stock, shares authorized | 500,000 | 500,000 | 500,000 | ' | ' | ' | ' | ' | ' | 25,000,000 | ' | ' | ' | ' | ' |
Common stock, shares authorized | 6,000,000 | 6,000,000 | 6,000,000 | ' | ' | ' | ' | ' | ' | 300,000,000 | ' | ' | ' | ' | ' |
Common stock issued and outstanding before stock split | ' | ' | ' | ' | ' | 145,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued and outstanding after stock split | ' | ' | ' | ' | ' | 2,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |