MetaStat (MTST) 10-Q/A 12 Jun 14 2014 Q2 Quarterly report (amended) Financial data

Document_and_Entity_Informatio

Document and Entity Information (USD $)	6 Months Ended
	Aug. 31, 2013	Oct. 14, 2013
Document And Entity Information	'	'
Entity Registrant Name	'MetaStat, Inc.	'
Entity Central Index Key	'0001404943	'
Document Type	'10-Q	'
Document Period End Date	31-Aug-13	'
Amendment Flag	'true	'
Amendment Description	'This Amendment No. 1 ("Amendment No. 1") to Form 10-Q for the three and six months periods ended August 31, 2013, as originally filed with the Securities and Exchange Commission ("SEC") on October 15, 2013 (the “Original Form 10-Q”), is being filed for the purpose of restating our Condensed Balance Sheet, Condensed Statements of Operations and Cash Flows, and corresponding footnote disclosures and Management’s Discussion and Analysis for the periods ended August 31, 2013, to correctly reflect the recognition and valuation of certain share-based awards issued during that period ended May 31, 2013, to reclassify certain amounts from operating expenses to non-operating expenses and correctly reflect a non-cash financing transaction within the statement of cash flows.	'
Current Fiscal Year End Date	'--02-28	'
Is Entity a Well-known Seasoned Issuer?	'No	'
Is Entity a Voluntary Filer?	'No	'
Is Entity's Reporting Status Current?	'Yes	'
Entity Filer Category	'Smaller Reporting Company	'
Entity Public Float	'	$2,146
Entity Common Stock, Shares Outstanding	'	21,469,431
Document Fiscal Period Focus	'Q2	'
Document Fiscal Year Focus	'2014	'

Condensed_Consolidated_Balance

Condensed Consolidated Balance Sheets (Unaudited) (USD $)	Aug. 31, 2013		Feb. 28, 2013
ASSETS	'		'
Cash	$530,080		$969,188
Prepaid Insurance	73,309	[1]	'
Total Current Assets	603,389	[1]	969,188
Equipment (net of accumulated depreciation of $19,200 and $12,396 respectively)	48,888	[1]	53,326
TOTAL ASSETS	652,277	[1]	1,022,514
LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY	'		'
Accounts payable and accrued liabilities	72,060	[1]	168,005
Short Term Note Payable	41,980	[1]	'
Convertible debentures - net of discount of $252,091 and $71,543 respectively	1,234,909	[1]	716,957
Accrued interest payable	64,429	[1]	1,940
TOTAL LIABILITIES	1,413,378	[1]	886,902
STOCKHOLDERS' (DEFICIT) EQUITY	'		'
Preferred stock, 10,000,000 shares authorized; no shares issued and outstanding	'	[1]	'
Common Stock, $0.0001 par value; 150,000,000 shares authorized; 21,469,431 and 21,054,418 shares issued and outstanding respectively	2,147	[1]	2,106
Paid-in-capital	7,172,208	[1]	5,495,985
Deficit accumulated during development stage	-7,935,456	[1]	-5,362,479
Total (Deficit) Equity	-761,101	[1]	135,612
TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY	$652,277	[1]	$1,022,514
[1]	Restated

Condensed_Consolidated_Balance1

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $)	Aug. 31, 2013	Feb. 28, 2013
ASSETS	'	'
Accumulated depreciation	$19,200	$12,396
LIABILITIES	'	'
Convertible debenture discount	$252,091	$71,543
STOCKHOLDERS' EQUITY	'	'
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$0.00	$0.00
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	21,469,431	21,054,418
Common stock, shares outstanding	21,469,431	21,054,418

Condensed_Consolidated_Stateme

Condensed Consolidated Statements of Operations (Unaudited) (USD $)	3 Months Ended			6 Months Ended			46 Months Ended
	Aug. 31, 2013		Aug. 31, 2012	Aug. 31, 2013		Aug. 31, 2012	Aug. 31, 2013
Income Statement [Abstract]	'		'	'		'	'
Revenue	'	[1]	'	'	[1]	'	'	[1]
General & administrative	319,659	[1]	540,840	863,753	[1]	873,698	3,528,937	[1]
Research & development	45,000	[1]	277,517	144,715	[1]	333,517	1,685,918	[1]
Depreciation	3,470	[1]	3,081	6,804	[1]	5,413	19,200	[1]
Warrant Expense	'	[1]	'	'		'	378,688	[1]
Stock-based compensation	377,697	[1]	11,075	1,130,910	[1]	11,075	1,895,014	[1]
Total Operating Expenses	745,826	[1]	832,513	2,146,182	[1]	1,223,703	7,507,757	[1]
Interest income	'	[1]	-116	-61	[1]	-348	-657	[1]
Accretion - discount	189,324	[1]	'	363,306	[1]	'	364,806	[1]
Interest expense	34,750	[1]	'	63,550	[1]	'	63,550	[1]
Total Other Expenses (Income)	224,074	[1]	-116	426,795	[1]	-348	427,699	[1]
NET LOSS	($969,900)	[1]	($832,397)	($2,572,977)	[1]	($1,223,355)	($7,935,456)	[1]
Basic & Diluted Net Loss Per Share	($0.05)	[1]	($0.04)	($0.12)	[1]	($0.06)	'
Weighted shares outstanding	21,300,995	[1]	21,053,335	21,300,995	[1]	20,707,357	'
[1]	Restated

Condensed_Consolidated_Stateme1

Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $)	6 Months Ended		46 Months Ended
	Aug. 31, 2013	Aug. 31, 2012	Aug. 31, 2013
CASH FLOWS FROM OPERATING ACTIVITIES	'	'	'
Net loss	($2,572,977)	($1,223,355)	($7,935,456)
Adjustments to reconcile net loss to net cash used in operating activities	'	'	'
Depreciation	6,804	5,413	19,200
Warrant expense	'	'	378,688	[1]
Option expense	846,710	'	846,710
Common stock issued for services	284,200	11,075	1,048,305
Accretion of discount	363,306	'	364,806
Changes in assets and liabilities	'	'	'
Prepaid Insurance	20,531	'	20,531
Accounts payable	-95,945	-131,750	72,060
Accrued interest	62,489	'	64,429
NET CASH USED IN OPERATING ACTIVITIES	-1,084,882	-1,338,617	-5,120,727
CASH FLOWS FROM INVESTING ACTIVITIES	'	'	'
Cash paid for certificate of deposit	'	-250,182	'
Purchase of fixed assets	-2,366	-38,812	-68,088
NET CASH USED IN INVESTING ACTIVITIES	-2,366	-288,994	-68,088
CASH FLOWS FROM FINANCING ACTIVITIES	'	'	'
Proceeds from sale of stock	'	855,000	3,418,755
Proceeds from subscription receivables	'	865,000	865,000
Payments on short-term debt	-51,860	'	-51,860
Borrowings on convertible debentures	700,000	'	1,487,000
NET CASH PROVIDED BY OPERATING ACTIVITIES	648,140	1,720,000	5,718,895
NET (DECREASE) INCREASE IN CASH	-439,108	92,389	530,080
Cash at the beginning of the year	969,188	878,340	'
Cash at the end of the year	530,080	970,729	530,080
SUPPLEMENTAL DISCLOSURES:	'	'	'
Interest Paid	'	'	'
Income taxes paid	'	'	'
NON-CASH TRANSACTIONS	'	'	'
Recapitalization of PVSO shareholders	'	'	8
Financing of insurance premium through notes payable	93,840	'	93,840
Debt discount	$545,354	'	$616,897
[1]	Restated

DESCRIPTION_OF_BUSINESS_AND_GO

DESCRIPTION OF BUSINESS AND GOING CONCERN	6 Months Ended
	Aug. 31, 2013
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'
Note 1. DESCRIPTION OF BUSINESS AND GOING CONCERN	'
	MetaStat, Inc. (“we,” “us,” “our,” the “Company,” or “MetaStat”) is a development stage life sciences company focused on developing and commercializing novel diagnostic technologies and therapeutics for the early and reliable prediction and treatment of systemic metastasis - cancer that spreads from a primary tumor through the bloodstream to other areas of the body. Systemic metastasis is responsible for ~90% of all solid tumor cancer related deaths and as such, we believe the more effective treatment of metastatic disease and/or the prevention of systemic metastasis is needed to improve patient outcomes.
	Basis of Presentation
	The accompanying unaudited consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, MetasStat BioMedical, Inc., a Delaware corporation. All significant intercompany balances and transactions have been eliminated in consolidation.  These interim financial statements have been prepared in conformity with generally accepted accounting principles (“GAAP”) in the United States consistent with those applied in, and should be read in conjunction with, the Company’s audited consolidated financial statements and related footnotes for the year ended February 28, 2013 included in the Company’s Annual Report on Form 10-K as filed with the United States Securities and Exchange Commission (“SEC”) on May 28, 2013. These financial statements reflect all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the Company’s financial position as of August 31, 2013 and its results of operations and cash flows for the interim periods presented and are not necessarily indicative of results for subsequent interim periods or for the full year. These interim financial statements do not include all of the information and footnotes required by GAAP for complete financial statements and allowed by the relevant SEC rules and regulations; however, the Company believes that its disclosures are adequate to ensure that the information presented is not misleading. Certain amounts in prior periods have been reclassified to conform to current presentation.
	Restatement
	During the fourth quarter of fiscal 2014, the Company identified certain errors related to the recognition and measurement of share-based payment awards that were issued during the three months ended May 31, 2013. The company improperly recognized stock-based compensation expense for certain awards that had performance vesting conditions for which, at the time of issuance of the interim consolidated financial statements, it was not probable that the vesting conditions would be met. Further, during its review of its share-based payment awards, the Company also noted that the measurement of other share-based payment awards was performed using incorrect inputs, resulting in a higher fair value. Both of these errors resulted in an overstatement of paid in capital of $1,489,256 as of August 31, 2013 and an overstatement of the stock-based compensation for the three and six months ended August 31, 2013 of $270,390 and $1,489,256, respectively.
	Additionally, for the three and six months ended August 31, 2013, the Company reclassified accretion expense $189,324 and $363,306, respectively, and interest expense of $34,750 and $63,550, respectively, previously included in general & administrative expenses, from Operating Expenses to Other Expenses, resulting in a decrease of Operating Expenses of $224,074 and $426,856, respectively, and a corresponding increase in Other Expenses.
	Finally, cash flow used in operating activities and net cash provided by financing activities were each decreased by $93,840, to reflect a non-cash transaction for short-term financing of insurance premiums, that had previously being included as a cash transaction in the Condensed Consolidated Statement of Cash flows.
	The impact of the aforementioned adjustments on the net loss for the three and six months ended August 31, 2013, was a decrease of the originally reported net loss of $270,390 and $1,498,256, respectively.
	The impact of the aforementioned adjustments on the loss per share for the three and six months ended August 31, 2013, was a decrease of the originally reported loss per share of $0.01 and $0.07 respectively.
	Accordingly, the accompanying condensed consolidated financial statements have been revised to include these aforementioned adjustments.
	Going Concern
	These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. As of August 31, 2013, the Company has an accumulated deficit of $7,935,456. The continuation of the Company as a going concern is dependent upon continued financial support from its shareholders, the ability of the Company to obtain necessary equity and/or debt financing to continue operations, and the attainment of profitable operations. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. The Company cannot make any assurances that additional financings will be completed on a timely basis, on acceptable terms or at all.  If the Company is unable to complete a debt or equity offering, or otherwise obtain sufficient financing when and if needed, it would negatively impact it’s business and operations, which could cause the price of its common stock to decline. It could also lead to the reduction or suspension of the Company’s operations and ultimately force the Company to cease operations. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

EQUITY_RESTATED

EQUITY RESTATED	6 Months Ended
	Aug. 31, 2013
Equity [Abstract]	'
Note 2. EQUITY (RESTATED)	'
	On April 5, 2013, the Company issued 153,013 shares of common stock to members of its scientific advisory board and clinical advisory board vesting upon the listing of the Company’s common stock on a national exchange and achieving certain levels of trading. The Company will measure the fair value of the shares when vesting becomes probable.. As of August 31, 2013, the Company has not recognized any stock compensation expense in connection with these shares.
	On April 9, 2013, the Company issued 150,000 shares of common stock to a member of its Board of Directors vesting upon the earliest of the Company achieving $5,000,000 in gross sales or a change in control. The Company valued the shares for a total fair value of $375,000 on the grant date. As of August 31, 2013, the Company has not recognized any stock compensation expense in connection with these shares and expects to recognize the compensation expense when vesting becomes probable.
	On April 9, 2013, the Company issued 100,000 shares of common stock to an advisor for services that vested immediately. The fair value of the shares amounted to $250,000 on the grant date and was recognized in stock compensation expense during the six months ended August 31, 2013.
	On April 18, 2013, the Company issued 12,000 shares of common stock to a consultant for services that vested immediately. The fair value of the shares amounted to $34,200 on the grant date and was recognized in stock compensation expense during the six months ended August 31, 2013.

STOCK_OPTIONS_RESTATED

STOCK OPTIONS RESTATED	6 Months Ended
	Aug. 31, 2013
Stock Options Restated	'
Note 3. STOCK OPTIONS (RESTATED)	'
	During the six months ended August 31, 2013, the Company issued options to purchase 300,000 shares of common stock at $3.25 per share to members of its management team and its Board of Directors. The options vest in four equal installments on each of May 31, 2013, August 31, 2013, November 30, 2013 and February 28, 2014 and expire on April 5, 2023. These options have a total fair value of $632,794, as calculated using the Black-Scholes model. Assumptions used in the Black-Scholes model included: (1) a discount rate of 0.68%; (2) an expected term of 5.25 years; (3) an expected volatility of 129%; and (4) zero expected dividends.  During the three and six months ended August 31, 2013, the Company recognized $158,199 and $316,398, respectively, in stock option expense.
	During the six months ended August 31, 2013, the Company issued options to purchase 523,500 shares of common stock at $3.25 per share to members of its scientific advisory board and clinical advisory board and a consultant. The options vest in four equal installments on each of May 31, 2013, August 31, 2013, November 30, 2013 and February 28, 2014 and expire on April 5, 2023. Compensation expense related to these options will be measured at each vesting date. The aggregated fair value of these options on the second measurement date amounted to $969,309 as calculated using the Black-Scholes model. Average assumptions used in the Black-Scholes model included: (1) a discount rate of 2.47%; (2) an expected term of 9.73 years; (3) an expected volatility of 126%; and (4) zero expected dividends.  During the three and six months ended August 31, 2013, the Company recognized $219,498 and $530,312, respectively, in stock option expense.
	The following table summarizes common stock options issued and outstanding:
		Options		Weighted		Aggregate		Weighted
				average		intrinsic		average
				exercise		value		remaining
				price				contractual
								life (years)
	Outstanding at February 28, 2013		1,116,500	$	0.68	$	2,526,500		8.86
	Granted		823,500	$	3.25		-		9.6
	Exercised		-		-		-		-
	Forfeited		-		-		-		-
	Expired		-		-		-		-
	Outstanding and expected to vest at August 31, 2013		1,940,000	$	1.77	$	993,485		8.88
	As of August 31, 2013, 896,500 options are exercisable at $0.68 per share with a weighted average life of 8.36 years and 823,500 options are exercisable at $3.25 with a weighted average life of 9.60 years. Additionally, 220,000 options with an exercise price of $0.68 and a weighted average life of 8.36 years have yet to vest.

WARRANTS

WARRANTS	6 Months Ended
	Aug. 31, 2013
Warrants	'
Note 4. WARRANTS	'
	For the six months ended August 31, 2013, the Company issued 70,000 warrants in connection with the issuance of Convertible Notes referenced in Note 5 below. These warrants were issued between March 1, 2013 and May 14, 2013, are exercisable at $3.00 per share and expire between March 1, 2017 and May 14, 2017. These warrants vest immediately. The warrants do not contain any provision that would require liability treatment. Therefore, they were classified as equity in the Condensed Consolidated Balance Sheet.
	In connection with the issuance of the Convertible Notes, the Company issued placement agent warrants to purchase an aggregate of 8,480 shares of common stock.  These placement agent warrants are exercisable at $2.50 per share, have a term of 5 years and a cashless exercise feature and vest immediately. The fair value of these warrants was determined to be $25,498, as calculated using the Black-Scholes model. Average assumptions used in the Black-Scholes model included: (1) a discount rate of 0.74%; (2) an expected term of 5 years; (3) an expected volatility of 134%; and (4) zero expected dividends.
	The following table summarizes common stock purchase warrants issued and outstanding:
			Warrants				Weighted				Aggregate				Weighted
							average				intrinsic				average
							exercise				value				remaining
							price								contractual
															life (years)
	Outstanding at February 28, 2013			2,732,074			$	1.12			$	6,489,388				3.52
	Granted			78,480				2.95				-				3.89
	Exercised			-				-				-				-
	Forfeited			-				-				-				-
	Expired			-				-				-				-
	Outstanding at August 31 2013			2,810,554			$	1.18			$	1,912,768				3.27
	Warrants exercisable at August 31, 2013 are:
	Exercise								Weighted average				Exercisable number of
	prices				Number of shares				remaining life (years)				shares
	$	0.68				220,000				3.21				220,000
	$	0.91				1,497,124				3.42				1,497,124
	$	1.4				786,250				2.99				786,250
	$	1.5				150,000				3.1				150,000
	$	2.5				8,480				4.52				8,480
	$	3				148,700				3.5				148,700

CONVERTIBLE_NOTES

CONVERTIBLE NOTES	6 Months Ended
	Aug. 31, 2013
Debt Disclosure [Abstract]	'
Note 5. CONVERTIBLE NOTES	'
	During the six months ended August 31, 2013, the Company issued convertible promissory notes in the aggregate principal amount of $700,000 (the “Convertible Notes”) with 70,000 detachable warrants that can be exercised at $3.00 per share.  The Convertible Notes bear interest at the rate of 8% per annum, mature on December 31, 2013 and rank senior to the Company’s currently issued and outstanding indebtedness and equity securities.  Upon the closing by MetaStat of an equity or equity based financing or a series of equity or equity based financings (a “Qualified Financing”) resulting in gross proceeds to the Company of at least $3,500,000 in the aggregate inclusive of the Convertible Notes, the outstanding principal amount of the Convertible Notes together with all accrued and unpaid interest thereunder (the “Outstanding Balance”) shall automatically convert into such securities, including warrants, as are issued in the Qualified Financing, the amount of which shall be determined in accordance with the following formula: (the Outstanding Balance as of the closing of the Qualified Financing) x (1.15) / (the per security price of the securities sold in the Qualified Financing).  Commencing six months following the issuance date of the Convertible Notes, the Noteholders shall have the right, at their option, to convert the Outstanding Balance into shares of common stock at a conversion price of $2.50 per share. As of August 31, 2013, we have $1,487,000 aggregate principal amount of Convertible Notes outstanding.
	Any contingent beneficial conversion feature related to the automatic conversion will be recognized when and if a Qualified Financing occurs based on its intrinsic value at the commitment date.
	The detachable warrants had a weighted-average fair value of $2.85 per warrant using a Black-Scholes model. Average assumptions used in the Black-Scholes model included: (1) a discount rate of 0.58%; (2) an expected term of 4.00 years; (3) an expected volatility of 141%; and (4) zero expected dividends.
	The relative fair value of the detachable warrants of $154,727 was recorded as a discount to convertible debt.  An additional debt discount of $390,627 was recorded to recognize the intrinsic value of the beneficial conversion feature. The debt discount is being amortized through the maturity of the Convertible Notes using the effective interest method. For the three and six months ended August 31, 2013 $189,324 and $363,306, respectively, was recognized as accretion expense.

SUBSEQUENT_EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Aug. 31, 2013
Subsequent Events [Abstract]	'
SUBSEQUENT EVENTS	'
	Lease Agreement
	Effective as of September 1, 2013, the Company entered into an agreement of lease with Long Island High Technology Incubator, Inc. in connection with the Company’s new drug discovery research facility located in Stony Brook, New York. The term of the lease is for one year, from September 1, 2013 through August 31, 2014, and the rent payable thereunder is $28,000 per year, payable in monthly installments of $2,333.
	Employment Agreements
	On September 3, 2013, the Company entered into an employment agreement with Elizabeth Buck, Ph.D. to serve as the Company’s Chief Scientific Officer for Therapeutics until terminated in accordance with the terms of the agreement.  The employment agreement with Dr. Buck provides for an annual base salary of $175,000 and the issuance of 160,000 stock options, which options vest upon achieving certain milestones set forth in the agreement.  The employment agreement is terminable by either party at any time. In the event of termination by us without cause or by Dr. Buck for good reason not in connection with a change of control, as those terms are defined in the agreement, she is entitled to six months’ severance. In the event of termination by us without cause or by Dr. Buck for good reason in connection with a change of control, as those terms are defined in the agreement, she is entitled to twelve months’ severance.
	The Company also entered into an employment agreement with Matthew O’Connor to serve as the Company’s Principal Scientist of Therapeutics, effective as of September 15, 2013, until terminated in accordance with the terms of the agreement.  The employment agreement with Mr. O’Connor provides for an annual base salary of $110,000 and the issuance of 30,000 stock options, which options vest upon achieving certain milestones set forth in the agreement.  The employment agreement is terminable by either party at any time. In the event of termination by us without cause or by Mr. O’Connor for good reason not in connection with a change of control, as those terms are defined in the agreement, he is entitled to three months’ severance. In the event of termination by us without cause or by Mr. O’Connor for good reason in connection with a change of control, as those terms are defined in the agreement, he is entitled to six months’ severance.

DESCRIPTION_OF_BUSINESS_AND_GO1

DESCRIPTION OF BUSINESS AND GOING CONCERN (Policies)	6 Months Ended
	Aug. 31, 2013
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'
Basis of Presentation	'
	The accompanying unaudited consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, MetasStat BioMedical, Inc., a Delaware corporation. All significant intercompany balances and transactions have been eliminated in consolidation.  These interim financial statements have been prepared in conformity with generally accepted accounting principles (“GAAP”) in the United States consistent with those applied in, and should be read in conjunction with, the Company’s audited consolidated financial statements and related footnotes for the year ended February 28, 2013 included in the Company’s Annual Report on Form 10-K as filed with the United States Securities and Exchange Commission (“SEC”) on May 28, 2013. These financial statements reflect all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the Company’s financial position as of August 31, 2013 and its results of operations and cash flows for the interim periods presented and are not necessarily indicative of results for subsequent interim periods or for the full year. These interim financial statements do not include all of the information and footnotes required by GAAP for complete financial statements and allowed by the relevant SEC rules and regulations; however, the Company believes that its disclosures are adequate to ensure that the information presented is not misleading. Certain amounts in prior periods have been reclassified to conform to current presentation.
Restatement	'
	During the fourth quarter of fiscal 2014, the Company identified certain errors related to the recognition and measurement of share-based payment awards that were issued during the three months ended May 31, 2013. The company improperly recognized stock-based compensation expense for certain awards that had performance vesting conditions for which, at the time of issuance of the interim consolidated financial statements, it was not probable that the vesting conditions would be met. Further, during its review of its share-based payment awards, the Company also noted that the measurement of other share-based payment awards was performed using incorrect inputs, resulting in a higher fair value. Both of these errors resulted in an overstatement of paid in capital of $1,489,256 as of August 31, 2013 and an overstatement of the stock-based compensation for the three and six months ended August 31, 2013 of $270,390 and $1,489,256, respectively.
	Additionally, for the three and six months ended August 31, 2013, the Company reclassified accretion expense $189,324 and $363,306, respectively, and interest expense of $34,750 and $63,550, respectively, previously included in general & administrative expenses, from Operating Expenses to Other Expenses, resulting in a decrease of Operating Expenses of $224,074 and $426,856, respectively, and a corresponding increase in Other Expenses.
	Finally, cash flow used in operating activities and net cash provided by financing activities were each decreased by $93,840, to reflect a non-cash transaction for short-term financing of insurance premiums, that had previously being included as a cash transaction in the Condensed Consolidated Statement of Cash flows.
	The impact of the aforementioned adjustments on the net loss for the three and six months ended August 31, 2013, was a decrease of the originally reported net loss of $270,390 and $1,498,256, respectively.
	The impact of the aforementioned adjustments on the loss per share for the three and six months ended August 31, 2013, was a decrease of the originally reported loss per share of $0.01 and $0.07 respectively.
	Accordingly, the accompanying condensed consolidated financial statements have been revised to include these aforementioned adjustments.
Going Concern	'
	These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. As of August 31, 2013, the Company has an accumulated deficit of $7,935,456. The continuation of the Company as a going concern is dependent upon continued financial support from its shareholders, the ability of the Company to obtain necessary equity and/or debt financing to continue operations, and the attainment of profitable operations. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. The Company cannot make any assurances that additional financings will be completed on a timely basis, on acceptable terms or at all.  If the Company is unable to complete a debt or equity offering, or otherwise obtain sufficient financing when and if needed, it would negatively impact it’s business and operations, which could cause the price of its common stock to decline. It could also lead to the reduction or suspension of the Company’s operations and ultimately force the Company to cease operations. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

STOCK_OPTIONS_RESTATED_Tables

STOCK OPTIONS RESTATED (Tables)	6 Months Ended
	Aug. 31, 2013
Stock Options Restated Tables	'
Common stock options issued and outstanding	'
	The following table summarizes common stock options issued and outstanding:
		Options		Weighted		Aggregate		Weighted
				average		intrinsic		average
				exercise		value		remaining
				price				contractual
								life (years)
	Outstanding at February 28, 2013		1,116,500	$	0.68	$	2,526,500		8.86
	Granted		823,500	$	3.25		-		9.6
	Exercised		-		-		-		-
	Forfeited		-		-		-		-
	Expired		-		-		-		-
	Outstanding and expected to vest at August 31, 2013		1,940,000	$	1.77	$	993,485		8.88

WARRANTS_Tables

WARRANTS (Tables)	6 Months Ended
	Aug. 31, 2013
Warrants Tables	'
Common stock purchase warrants issued and outstanding	'
	The following table summarizes common stock purchase warrants issued and outstanding:
			Warrants				Weighted				Aggregate				Weighted
							average				intrinsic				average
							exercise				value				remaining
							price								contractual
															life (years)
	Outstanding at February 28, 2013			2,732,074			$	1.12			$	6,489,388				3.52
	Granted			78,480				2.95				-				3.89
	Exercised			-				-				-				-
	Forfeited			-				-				-				-
	Expired			-				-				-				-
	Outstanding at August 31 2013			2,810,554			$	1.18			$	1,912,768				3.27
Warrants exercisable	'
	The following table summarizes common stock purchase warrants issued and outstanding:
	Warrants exercisable at August 31, 2013 are:
	Exercise								Weighted average				Exercisable number of
	prices				Number of shares				remaining life (years)				shares
	$	0.68				220,000				3.21				220,000
	$	0.91				1,497,124				3.42				1,497,124
	$	1.4				786,250				2.99				786,250
	$	1.5				150,000				3.1				150,000
	$	2.5				8,480				4.52				8,480
	$	3				148,700				3.5				148,700

STOCK_OPTIONS_RESTATED_Details

STOCK OPTIONS RESTATED (Details) (USD $)	6 Months Ended
	Aug. 31, 2013
Options Outstanding	'
Outstanding at beginning of period	1,116,500
Granted	823,500
Exercised	'
Forfeited	'
Expired	'
Outstanding at end of period	1,940,000
Weighted Average Exercise Price	'
Outstanding at beginning of period	$0.68
Granted	$3.25
Exercised	'
Forfeited	'
Expired	'
Outstanding and expected to vest at end of period	$1.77
Outstanding at beginning of period	$2,526,500
Granted	'
Exercised	'
Forfeited	'
Expired	'
Outstanding and expected to vest at end of period	$993,485
Weighted Average Remaining Contractual Term	'
Outstanding at beginning of period	'8 years 7 months 9 days
Granted	'9 years 7 months 1 day
Exercised	'0 years
Forfeited	'0 years
Expired	'0 years
Outstanding and expected to vest at end of period	'8 years 10 months 17 days

WARRANTS_Details

WARRANTS (Details) (USD $)	6 Months Ended
	Aug. 31, 2013
Weighted Average Remaining Contractual Term	'
Outstanding at End of period	'8 years 7 months 9 days
WarrantMember	'
Options Outstanding	'
Outstanding at Beginning of period	2,732,074
Granted	78,480
Outstanding at End of period	2,810,554
Weighted Average Exercise Price	'
Outstanding at Beginning of period	1.12
Granted	2.95
Outstanding at End of period	1.18
Outstanding at Beginning of period	6,489,388
Granted	'
Outstanding at End of period	1,912,768
Weighted Average Remaining Contractual Term	'
Outstanding at Beginning of period	'3 years 6 months 7 days
Granted	'3 years 10 months 9 days
Outstanding at End of period	'3 years 3 months 7 days

WARRANTS_Details_1

WARRANTS (Details 1) (USD $)	Aug. 31, 2013	Feb. 28, 2013
Exercise prices	$1.77	$0.68
Number of shares	1,940,000	1,116,500
WarrantExercisableOneMember	'	'
Exercise prices	$0.68	'
Number of shares	220,000	'
Weighted average remaining life (years)	'3 years 2 months 1 day	'
Exercisable number of shares	220,000	'
WarrantExercisableTwoMember	'	'
Exercise prices	$0.91	'
Number of shares	1,497,122	'
Weighted average remaining life (years)	'3 years 5 months 5 days	'
Exercisable number of shares	1,497,124	'
WarrantExercisableThreeMember	'	'
Exercise prices	$1.40	'
Number of shares	786,250	'
Weighted average remaining life (years)	'2 years 11 months 30 days	'
Exercisable number of shares	786,250	'
WarrantExercisableFourMember	'	'
Exercise prices	$1.50	'
Number of shares	150,000	'
Weighted average remaining life (years)	'3 years 1 month 10 days	'
Exercisable number of shares	150,000	'
WarrantExercisableFiveMember	'	'
Exercise prices	$2.50	'
Number of shares	8,480	'
Weighted average remaining life (years)	'4 years 6 months 2 days	'
Exercisable number of shares	8,480	'
WarrantExercisableSixMember	'	'
Exercise prices	$3	'
Number of shares	148,700	'
Weighted average remaining life (years)	'3 years 6 months	'
Exercisable number of shares	148,700	'

DESCRIPTION_OF_BUSINESS_AND_GO2

DESCRIPTION OF BUSINESS AND GOING CONCERN (Details Narrative) (USD $)	3 Months Ended			6 Months Ended			46 Months Ended
	Aug. 31, 2013		Aug. 31, 2012	Aug. 31, 2013		Aug. 31, 2012	Aug. 31, 2013		Feb. 28, 2013
Accumulated deficit	($7,935,456)		'	($7,935,456)		'	($7,935,456)		'
Paid in capital	7,172,208	[1]	'	7,172,208	[1]	'	7,172,208	[1]	5,495,985
Stock based compensation	377,697	[1]	11,075	1,130,910	[1]	11,075	1,895,014	[1]	'
Accretion expense	189,324	[1]	'	363,306	[1]	'	364,806	[1]	'
Interest expense	'		'	'		'	'		'
Operating expenses	745,826	[1]	832,513	2,146,182	[1]	1,223,703	7,507,757	[1]	'
Other expenses	224,074	[1]	-116	426,795	[1]	-348	427,699	[1]	'
Cash flow	'		'	-1,084,882		-1,338,617	-5,120,727		'
Net loss	'		'	-2,572,977		-1,223,355	-7,935,456		'
Basic & Diluted Net Loss Per Share	($0.05)	[1]	($0.04)	($0.12)	[1]	($0.06)	'		'
Restatement Adjustment [Member]	'		'	'		'	'		'
Paid in capital	-1,489,256		'	-1,489,256		'	-1,489,256		'
Stock based compensation	-270,390		'	-1,489,256		'	'		'
Accretion expense	-189,324		'	-363,306		'	'		'
Interest expense	-34,750		'	-63,550		'	'		'
Operating expenses	-224,074		'	-426,856		'	'		'
Other expenses	224,074		'	426,856		'	'		'
Cash flow	-93,840		'	-93,840		'	'		'
Net loss	($270,390)		'	($1,498,256)		'	'		'
Basic & Diluted Net Loss Per Share	($0.01)		'	($0.07)		'	'		'
[1]	Restated

EQUITY_RESTATED_Details_Narrat

EQUITY RESTATED (Details Narrative) (USD $)	3 Months Ended	6 Months Ended
	Aug. 31, 2013	Aug. 31, 2013
Stock compensation expense	$158,199	$316,398
Advisory And Clinical [Member]	'	'
Common stock issued	'	100,000
Restricted stock issued	'	153,013
Stock vesting period	'	'10 years
Fair value	'	250,000
Stock compensation expense	'	250,000
Director [Member]	'	'
Common stock issued	'	150,000
Fair value	'	375,000
Consultant [Member]	'	'
Common stock issued	'	12,000
Fair value	'	34,200
Stock compensation expense	'	$34,200

STOCK_OPTIONS_RESTATED_Details1

STOCK OPTIONS RESTATED (Details Narrative) (USD $)	3 Months Ended	6 Months Ended
	Aug. 31, 2013	Aug. 31, 2013	Feb. 28, 2013
Stock options issued	'	300,000	'
Stock option price per share	'	$3.50	'
Stock option expiration date	'	5-Apr-23	'
Stock options fair value	'	$632,794	'
Stock option discount rate	0.68%	0.68%	'
Stock option expected term	'	'5 years 3 months	'
Stock option expected volatility	'	129.00%	'
Stock option expense	158,199	316,398	'
Stock option expected dividends	'	0	'
Outstanding options exercisable	$1.77	$1.77	$0.68
Advisory And Clinical [Member]	'	'	'
Stock options issued	'	523,500	'
Stock option price per share	'	$3.25	'
Stock options fair value	'	969,309	'
Stock option discount rate	2.47%	2.47%	'
Stock option expected term	'	'9 years 8 months 25 days	'
Stock option expected volatility	'	126.00%	'
Stock option expense	'	$250,000	'
Option $0.68 [Member]	'	'	'
Outstanding options exercisable	$896,500	$896,500	'
Outstanding options price per share	$0.68	$0.68	'
Outstanding options weighted average life	'	'8 years 4 months 3 days	'
Outstanding options not yet vested	220,000	220,000	'
Option $3.25 [Member]	'	'	'
Outstanding options exercisable	$823,500	$823,500	'
Outstanding options price per share	$3.25	$3.25	'
Outstanding options weighted average life	'	'9 years 6 months 24 days	'

WARRANTS_Details_Narrative

WARRANTS (Details Narrative) (USD $)	6 Months Ended
	Aug. 31, 2013
Conv Note Warrants [Member]	'
Warrants issued	70,000
Warrant exercise price	$3
Warrant expiration period	'Between March 1, 2013 and May 14, 2013
Discount rate	0.58%
Expected term	'4 years
Volatility rate	141.00%
Fair value	$154,727
Placement Agent [Member]	'
Warrants issued	8,480
Warrant exercise price	$2.50
Discount rate	0.74%
Expected term	'5 years
Volatility rate	134.00%
Fair value	$25,498

CONVERTIBLE_NOTES_Details_Narr

CONVERTIBLE NOTES (Details Narrative) (USD $)	3 Months Ended			6 Months Ended			46 Months Ended
	Aug. 31, 2013		Aug. 31, 2012	Aug. 31, 2013		Aug. 31, 2012	Aug. 31, 2013
Convertible promissory notes issued	'		'	$700,000		'	'
Aggregate principal amount of Convertible Notes outstanding	1,487,000		'	1,487,000		'	1,487,000
Accretion expense - discount	189,324	[1]	'	363,306	[1]	'	364,806	[1]
Convertible note interest rate	'		'	8.00%		'	'
Convertible note maturity date	'		'	31-Dec-13		'	'
Gross proceeds minimum aggregate	'		'	3,500,000		'	'
Per security price of securities sold in Qualified Financing	'		'	$1.15		'	'
Option conversion price right	$2.50		'	$2.50		'	$2.50
Conv Note Warrants [Member]	'		'	'		'	'
Warrants issued	'		'	70,000		'	'
Exercise price	$3		'	$3		'	$3
Discount rate	'		'	0.58%		'	'
Expected term	'		'	'4 years		'	'
Volatility rate	'		'	141.00%		'	'
Warrants valued at a discount to convertible debt	154,727		'	154,727		'	154,727
Debt discount - intrinsic value of conversion feature	'		'	$390,627		'	'
[1]	Restated

SUBSEQUENT_EVENTS_Details_Narr

SUBSEQUENT EVENTS (Details Narrative) (USD $)	1 Months Ended
	Oct. 14, 2013
Rent payable	$28,000
Monthly Rent Payment	2,333
Lease term	'1 year
Buck [Member]	'
Annual base salary	175,000
Options to be issued under employment agreement	160,000
OConnor [Member]	'
Annual base salary	$110,000
Options to be issued under employment agreement	30,000