MetaStat (MTST) 10-Q/A 12 Jun 14 2014 Q3 Quarterly report (amended) Financial data

Document_and_Entity_Informatio

Document and Entity Information (USD $)	9 Months Ended
	Nov. 30, 2013	Jan. 13, 2014
Document And Entity Information	'	'
Entity Registrant Name	'MetaStat, Inc.	'
Entity Central Index Key	'0001404943	'
Document Type	'10-Q	'
Document Period End Date	30-Nov-13	'
Amendment Flag	'true	'
Amendment Description	'This Amendment No. 1 ("Amendment No. 1") to Form 10-Q for the three and nine months periods ended November 30, 2013, as originally filed with the Securities and Exchange Commission ("SEC") on January 14, 2014 (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 November 30, 2013, to correctly reflect the recognition and valuation of certain share-based awards issued during the 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	'	$2,156
Entity Common Stock, Shares Outstanding	'	21,561,898
Document Fiscal Period Focus	'Q3	'
Document Fiscal Year Focus	'2014	'

Condensed_Consolidated_Balance

Condensed Consolidated Balance Sheets (Unaudited) (USD $)	Nov. 30, 2013		Feb. 28, 2013
ASSETS	'		'
Cash	$488,108	[1]	$969,188	[1]
Prepaid Insurance	42,654	[1]	'
Total Current Assets	530,762	[1]	969,188
Equipment (net of accumulated depreciation of $28,710 and $12,396, respectively)	208,393	[1]	53,326
OTHER ASSETS	'		'
Refundable deposit	4,667	[1]	'
TOTAL ASSETS	743,822	[1]	1,022,514
LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY	'		'
Accounts payable and accrued liabilities	240,896	[1]	168,005
Short term note payable	10,536	[1]	'
Convertible debentures (net of discount of $139,879 and $71,543, respectively)	1,847,121	[1]	716,957
Accrued interest payable	91,477	[1]	1,940
TOTAL LIABILITIES	2,190,030	[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; 21,469,435 and 21,054,418 shares issued and outstanding respectively	2,147	[1]	2,106
Paid-in-capital	7,594,984	[1]	5,495,985
Deficit accumulated during development stage	-9,043,339	[1]	-5,362,479
Total (deficit) equity	-1,446,208	[1]	135,612
TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY	$743,822	[1]	$1,022,514
[1]	Restated

Condensed_Consolidated_Balance1

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $)	Nov. 30, 2013		Feb. 28, 2013
ASSETS	'		'
Accumulated depreciation	$28,710	[1]	$12,396
LIABILITIES	'		'
Convertible debenture discount	$139,879	[1]	$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	21,469,435		21,054,418
Common stock, shares outstanding	21,469,435		21,054,418
[1]	Restated

Condensed_Consolidated_Stateme

Condensed Consolidated Statement of Operations (Unaudited) (USD $)	3 Months Ended			9 Months Ended			49 Months Ended
	Nov. 30, 2013		Nov. 30, 2012	Nov. 30, 2013		Nov. 30, 2012	Nov. 30, 2013
Income Statement [Abstract]	'		'	'		'	'
Revenue	'	[1]	'	'	[1]	'	'	[1]
OPERATING EXPENSES	'		'	'		'	'
General & administrative	451,820	[1]	364,110	1,315,573	[1]	1,237,808	3,980,757	[1]
Research & development	90,261	[1]	45,000	234,976	[1]	378,517	1,776,179	[1]
Depreciation	3,538	[1]	2,800	10,342	[1]	8,213	22,738	[1]
Warrant Expense	'	[1]	149,995	'	[1]	149,995	378,688	[1]
Stock-based compensation	338,798	[1]	-5,806	1,469,708	[1]	5,259	2,233,812	[1]
Total Operating Expenses	884,417	[1]	556,099	3,030,599	[1]	1,779,792	8,392,174	[1]
Interest income	-20	[1]	-94	-81	[1]	-442	-677	[1]
Accretion - discount	196,190	[1]	'	559,496	[1]	'	560,996	[1]
Interest expense	27,296	[1]	'	90,846	[1]	'	90,846	[1]
Total Other Expenses (Income)	223,466	[1]	-94	650,261	[1]	-442	651,165	[1]
NET LOSS	($1,107,883)	[1]	($556,005)	($3,680,860)	[1]	($1,779,350)	($9,043,339)	[1]
Basic & Diluted Net Loss Per Share	($0.05)	[1]	($0.03)	($0.17)	[1]	($0.09)	'
Weighted shares outstanding	21,469,435	[1]	21,054,418	21,413,084	[1]	20,825,840	'
[1]	Restated

Condensed_Consolidated_Stateme1

Condensed Consolidated Statement of Cash Flows (Unaudited) (USD $)	9 Months Ended			49 Months Ended
	Nov. 30, 2013		Nov. 30, 2012	Nov. 30, 2013
CASH FLOWS FROM OPERATING ACTIVITIES	'		'	'
Net loss	($3,680,860)	[1]	($1,779,350)	($9,043,339)	[1]
Adjustments to reconcile net loss to net cash used in operating activities	'		'	'
Interest payable	89,537	[1]	'	91,477	[1]
Depreciation expense	10,342	[1]	8,213	22,738	[1]
Warrant expense	'	[1]	149,995	378,688	[1]
Option expense	1,185,508	[1]	'	1,185,508	[1]
Common stock issued for services	284,200	[1]	5,259	1,048,305	[1]
Accretion of discount	559,496	[1]	'	560,996	[1]
Changes in assets and liabilities	'		'	'
Prepaid expenses and other current assets	51,186	[1]	'	51,186	[1]
Refundable deposit	-4,667	[1]	'	-4,667	[1]
Accounts payable	72,891	[1]	-250,034	240,896	[1]
NET CASH USED IN OPERATING ACTIVITIES	-1,432,367	[1]	-1,865,917	-5,468,212	[1]
CASH FLOWS FROM INVESTING ACTIVITIES	'		'	'
Purchase of equipment	-165,409	[1]	-290,507	-231,131	[1]
NET CASH USED IN INVESTING ACTIVITIES	-165,409	[1]	-290,507	-231,131	[1]
CASH FLOWS FROM FINANCING ACTIVITIES	'		'	'
Proceeds from sale of stock	'	[1]	880,000	3,418,755	[1]
Proceeds from subscription receivables	'	[1]	865,000	865,000	[1]
Payments on short-term debt	-83,304	[1]	'	-83,304	[1]
Borrowings on convertible debentures	1,200,000	[1]	'	1,987,000	[1]
NET CASH PROVIDED BY FINANCING ACTIVITIES	1,116,696	[1]	1,745,000	6,187,451	[1]
NET INCREASE (DECREASE) IN CASH	-481,080	[1]	-411,424	488,108	[1]
Cash at the beginning of the year	969,188	[1]	878,340	'	[1]
Cash at the end of the year	488,108	[1]	466,916	488,108	[1]
SUPPLEMENTAL DISCLOSURES:	'		'	'
Interest Paid	'	[1]	'	'	[1]
Income taxes paid	'	[1]	'	'	[1]
NON-CASH TRANSACTIONS	'		'	'
Recapitalization of PVSO shareholders	'	[1]	'	8	[1]
Financing of insurance premium through notes payable	93,840	[1]	'	93,840	[1]
Debt discount	$629,332	[1]	'	$700,875	[1]
[1]	Restated

DESCRIPTION_OF_BUSINESS_AND_GO

DESCRIPTION OF BUSINESS AND GOING CONCERN	9 Months Ended
	Nov. 30, 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 greater than 90% of all solid tumor cancer related deaths and as such, we believe more accurate risk stratification and 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 November 30, 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, 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 $1,798,545 as of November 30, 2013 and an overstatement of the stock-based compensation for the three and nine months ended November 30, 2013 of $309,289 and $1,798,545, respectively.
	Additionally, for the three and nine months ended November 30, 2013, the Company reclassified accretion expense $196,190 and $559,496, respectively, and interest expense of $27,296 and $90,846, respectively, previously included in general & administrative expenses, from Operating Expenses to Other Expenses, resulting in a decrease of Operating Expenses of $223,486 and $650,342, respectively, and a corresponding increase in Other Expenses.
	Finally, net cash 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 nine months ended November 30, 2013, was a decrease of the originally reported net loss of $309,289 and $1,798,545, respectively.
	The impact of the aforementioned adjustments on the loss per share for the three and nine months ended November 30, 2013, was a decrease of the originally reported loss per share of $0.02 and $0.09 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 November 30, 2013, the Company has an accumulated deficit of $9,043,339. 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 available to it and, if available, 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 would likely 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	9 Months Ended
	Nov. 30, 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 November 30, 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 November 30, 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 nine months ended November 30, 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 nine months ended November 30, 2013.

STOCK_OPTIONS_RESTATED

STOCK OPTIONS, RESTATED	9 Months Ended
	Nov. 30, 2013
Stock Options Restated	'
Note 3. STOCK OPTIONS, RESTATED	'
	During the nine months ended November 30, 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 nine months ended November 30, 2013, the Company recognized $158,199 and $474,596, respectively, in stock option expense.
	During the nine months ended November 30, 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 third measurement date amounted to $891,512 as calculated using the Black-Scholes model. Average assumptions used in the Black-Scholes model included: (1) a discount rate of 2.56%; (2) an expected term of 9.60 years; (3) an expected volatility of 125%; and (4) zero expected dividends.  During the three and nine months ended November 30, 2013, the Company recognized $180,599 and $710,912, respectively, in stock option expense.
	The following table summarizes common stock options issued and outstanding:
		Options		Weighted		Aggregate		Weighted average
				average		intrinsic		remaining
				exercise		value		contractual
				price				life (years)
	Outstanding at February 28, 2013		1,116,500	$	0.68	$	2,526,500		8.86
	Granted		823,500	$	3.25		-		9.35
	Exercised		-		-		-		-
	Forfeited		-		-		-		-
	Expired		-		-		-		-
	Outstanding and expected to vest  at November 30, 2013		1,940,000	$	1.77	$	733,500		8.63
	As of November 30, 2013, 896,500 options are exercisable at $0.68 per share with a weighted average life of 8.11 years and 823,500 options are exercisable at $3.25 with a weighted average life of 9.35 years. Additionally, 220,000 options with an exercise price of $0.68 and a weighted average life of 8.11 years have yet to vest.

WARRANTS

WARRANTS	9 Months Ended
	Nov. 30, 2013
Warrants	'
Note 4. WARRANTS	'
	Between March 1, 2013 and May 14, 2013, the Company issued 70,000 warrants in connection with the issuance of 2013 Notes referenced in Note 5 below. These warrants are exercisable at $3.00 per share and expire between March 1, 2017 and May 14, 2017. On November 15, 2013, the Company issued 83,333 warrants in connection with the issuance of the 2014 Notes referenced in Note 5 below. These warrants are exercisable at $2.10 per share and expire on November 15, 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 2013 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			161,813				2.51				-				3.68
	Exercised			-				-				-				-
	Forfeited			-				-				-				-
	Expired			-				-				-				-
	Outstanding at November 30, 2013			2,893,887			$	1.20			$	1,143,289				3.05
	Warrants exercisable at November 30, 2013 are:
	Exercise								Weighted average				Exercisable number of
	prices				Number of shares				remaining life (years)				shares
	$	0.68				220,000				2.96				220,000
	$	0.91				1,497,124				3.17				1,497,124
	$	1.4				786,250				2.74				786,250
	$	1.5				150,000				2.85				150,000
	$	2.1				83,333				3.96				83,333
	$	2.5				8,480				4.27				8,480
	$	3				148,700				3.25				148,700

CONVERTIBLE_NOTES

CONVERTIBLE NOTES	9 Months Ended
	Nov. 30, 2013
Debt Disclosure [Abstract]	'
Note 5. CONVERTIBLE NOTES	'
	During the nine months ended November 30, 2013, the Company issued convertible promissory notes in the aggregate principal amount of $700,000 with 70,000 detachable warrants that can be exercised at $3.00 per share (the “2013 Notes”).  The 2013 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 2013 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.
	Any contingent beneficial conversion feature related to the automatic conversion would 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 2013 Notes using the effective interest method.
	During the three months ended November 30, 2013, the Company issued convertible promissory notes in the aggregate principal amount of $500,000 with 83,333 detachable warrants that can be exercised at $2.10 per share (the “2014 Notes”).  The 2014 Notes bear interest at the rate of 8% per annum, mature on May 31, 2014 and rank pari passu to the 2013 Notes and senior to the Company’s currently issued and outstanding and equity securities.  Upon the closing by us of an equity or equity based financing or a series of equity or equity based financings (a “Qualified Financing”) resulting in gross proceeds to us of at least $3,500,000 in the aggregate inclusive of the 2013 Notes and the 2014 Notes, the outstanding principal amount of the 2014 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).  The noteholders shall have the right, at their option, to convert the Outstanding Balance into shares of common stock at a conversion price of $1.50 per share.
	Any contingent beneficial conversion feature related to the automatic conversion would 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 $1.21 per warrant using a Black-Scholes model. Average assumptions used in the Black-Scholes model included: (1) a discount rate of 0.97%; (2) an expected term of 4.00 years; (3) an expected volatility of 123%; and (4) zero expected dividends.
	The relative fair value of the detachable warrants of $83,978 was recorded as a discount to convertible debt.   The debt discount is being amortized through the maturity of the 2014 Notes using the effective interest method.
	For the three and nine months ended November 30, 2013 $196,290 and $559,496, respectively, was recognized as accretion expense.

COMMITMENT

COMMITMENT	9 Months Ended
	Nov. 30, 2013
Commitments and Contingencies Disclosure [Abstract]	'
Note 6. COMMITMENT	'
	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.

SUBSEQUENT_EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Nov. 30, 2013
Subsequent Events [Abstract]	'
Note 7. SUBSEQUENT EVENTS	'
	License Agreements
	On December 7, 2013, we entered into two separate worldwide exclusive license agreements with the Massachusetts Institute of Technology (“MIT”) and its David H. Koch Institute for Integrative Cancer Research at MIT and its Department of Biology, Albert Einstein College of Medicine of Yeshiva University, a division of Yeshiva University (“Einstein”), and Montefiore Medical Center (“Montefiore” and, together with MIT and Einstein, the “Licensors”).  The diagnostic license agreement (the “Diagnostic License Agreement”) covers pending patent applications, patent disclosures, and technology surrounding discoveries of alternatively spliced mRNA and protein isoform markers for the diagnosis and prognosis of cancer through the epithelial to mesenchymal transition (“EMT”) in epithelial solid tumor cancers.  The therapeutic license agreement (the “Therapeutic License Agreement” and, together with the Diagnostic License Agreement, the “License Agreements”) covers pending patent applications, patent disclosures, and technology surrounding discoveries of alternatively spliced mRNA and protein isoform markers for the treatment and/or prevention of cancer through the EMT in epithelial solid tumor cancers. The License Agreements call for certain customary payments such as a license signing fee, reimbursement of patent expenses, annual license maintenance fees, milestone payments, and the payment of royalties on sales of products or services covered under the agreement. The intellectual property covered by the License Agreements includes International Patent Application number WO 2012/116248 A1 entitled “Alternatively Spliced mRNA Isoforms as Prognostic and Therapeutic Tools for Metastatic Breast Cancer and Other Invasive/Metastatic Cancers”, by Christopher B. Burge, Wu Albert Cheng, John Condeelis, Frank B. Gertler, Maja Oktay and Irina M. Sharpiro.
	In accordance with the terms of the Diagnostic License Agreement, we paid a license signing fee of $15,000 in connection with entering into the Diagnostic License Agreement and in accordance with the terms of the Therapeutic License Agreement, we paid a license signing fee of $5,000 in connection with entering into the Therapeutic License Agreement.  Pursuant to the License Agreements, we are required to make a series of annual minimum royalty or “license maintenance” payments for each license beginning on January 1, 2015.  For a period of five years on each anniversary, we are required to make additional payments in amounts that gradually increase each year. The payments are $10,000 in 2015, $15,000 in 2016, $25,000 in 2017, $37,500 in 2018 and $50,000 in 2019.  We are required to make additional payments of $50,000 every year each license is in effect thereafter.  The license maintenance fee pursuant to the Therapeutic License Agreement shall not be due for as long as the Diagnostic License Agreement is in effect.  Additionally, these annual license maintenance payments will be credited to running royalties due on net sales earned in the same calendar year.
	Stock Option Issuances
	On December 16, 2013, the Company granted an aggregate of 740,000 non-qualified stock options to the Company’s employees and consultants pursuant to the terms set forth in the Company’s Amended and Restated 2012 Omnibus Securities Incentive Plan. The 740,000 granted options have an exercise price of $1.50 per share and expire on December 16, 2023. 100,000 options vest immediately and 640,000 options vest upon the Company achieving certain milestones, which to date, have not been achieved.
	Warrant Issuance
	On December 17, 2013, the Company entered into a consulting agreement whereby the Company issued to the consultant 17,500 common stock purchase warrants with a term of four years and an exercise price equal to $2.50 per share.
	2013 Note Amendments
	On December 31, 2013, the Company entered into certain amendments to its outstanding 2013 Notes with the holders of an aggregate of $1,387,000 principal amount of 2013 Notes (the “Amendments”), whereby the holders of the 2013 Notes extended the maturity date of the 2013 Notes to June 30, 2014 from December 31, 2013.   In consideration for entering into the Amendments, the Company (i) reduced the conversion price of the 2013 Notes to $1.50 per share from $2.50 per share, (ii) reduced the exercise price of an aggregate of 128,700 warrants issued in connection with the issuance of the 2013 Notes to $2.10 per share from $3.00 per share, (iii) issued an aggregate of 92,468 common stock purchase warrants with an exercise price of $2.10 per share and a term of four years, and (iv) issued an aggregate of 92,468 shares of the Company’s common stock.
	Additionally, the Company has agreed to repay the principal amount of $100,000 plus accrued interest of 2013 Notes to a holder thereof.
	Additional 2014 Notes
	On January 14, 2014, the Company accepted subscriptions pursuant to separate Convertible Note and Warrant Purchase Agreements entered into with certain accredited investors identified therein for the issuance and sale in a private placement consisting of, in the aggregate: (a) $700,000 of convertible promissory notes (the “Additional 2014 Notes”) convertible into shares of the Company’s common stock and (b) four-year warrants to purchase up to 116,667 shares of common stock at an exercise price of $2.10 per share.
	The Additional 2014 Notes bear interest at the rate of 8% per annum, mature on June 30, 2014 and rank pari passu to the Company’s issued and outstanding convertible promissory notes  and senior to the Company’s issued and outstanding equity securities.  Upon the closing by the Company 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 $5,000,000 in the aggregate, and the Company, prior to or concurrent with the completion of the Qualified Financing (the “Qualified Financing Threshold Amount”), the outstanding principal amount of the Additional 2014 Notes, together with all accrued and unpaid interest thereunder (the “Outstanding Balance”), shall automatically convert into such securities, including warrants of the Company, 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). For purposes of determining whether the Qualified Financing Threshold Amount has been satisfied, such amount shall include (i) the Outstanding Balance of the Additional 2014 Notes (each pursuant to the formula stated above) then outstanding, and (ii) the outstanding principal amount of the 2013 Notes and 2014 Notes together with all accrued and unpaid interest thereunder (pursuant to the same formula as stated above and therein).  Following the issuance date of the Additional 2014 Notes, the lenders shall have the right, at their option, to convert the Outstanding Balance into shares of common stock at a conversion price of $1.50 per share.

DESCRIPTION_OF_BUSINESS_AND_GO1

DESCRIPTION OF BUSINESS AND GOING CONCERN (Policies)	9 Months Ended
	Nov. 30, 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 November 30, 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, 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 $1,798,545 as of November 30, 2013 and an overstatement of the stock-based compensation for the three and nine months ended November 30, 2013 of $309,289 and $1,798,545, respectively.
	Additionally, for the three and nine months ended November 30, 2013, the Company reclassified accretion expense $196,190 and $559,496, respectively, and interest expense of $27,296 and $90,846, respectively, previously included in general & administrative expenses, from Operating Expenses to Other Expenses, resulting in a decrease of Operating Expenses of $223,486 and $650,342, respectively, and a corresponding increase in Other Expenses.
	Finally, net cash 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 nine months ended November 30, 2013, was a decrease of the originally reported net loss of $309,289 and $1,798,545, respectively.
	The impact of the aforementioned adjustments on the loss per share for the three and nine months ended November 30, 2013, was a decrease of the originally reported loss per share of $0.02 and $0.09 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 November 30, 2013, the Company has an accumulated deficit of $9,043,339. 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 available to it and, if available, 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 would likely 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)	9 Months Ended
	Nov. 30, 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
				average		intrinsic		remaining
				exercise		value		contractual
				price				life (years)
	Outstanding at February 28, 2013		1,116,500	$	0.68	$	2,526,500		8.86
	Granted		823,500	$	3.25		-		9.35
	Exercised		-		-		-		-
	Forfeited		-		-		-		-
	Expired		-		-		-		-
	Outstanding and expected to vest  at November 30, 2013		1,940,000	$	1.77	$	733,500		8.63

WARRANTS_Tables

WARRANTS (Tables)	9 Months Ended
	Nov. 30, 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			161,813				2.51				-				3.68
	Exercised			-				-				-				-
	Forfeited			-				-				-				-
	Expired			-				-				-				-
	Outstanding at November 30, 2013			2,893,887			$	1.20			$	1,143,289				3.05
Warrants exercisable	'
	Warrants exercisable at November 30, 2013 are:
	Exercise								Weighted average				Exercisable number of
	prices				Number of shares				remaining life (years)				shares
	$	0.68				220,000				2.96				220,000
	$	0.91				1,497,124				3.17				1,497,124
	$	1.4				786,250				2.74				786,250
	$	1.5				150,000				2.85				150,000
	$	2.1				83,333				3.96				83,333
	$	2.5				8,480				4.27				8,480
	$	3				148,700				3.25				148,700

STOCK_OPTIONS_RESTATED_Details

STOCK OPTIONS, RESTATED (Details) (USD $)	9 Months Ended
	Nov. 30, 2013
Options Outstanding	'
Outstanding at beginning of period	1,116,500
Granted	823,500
Exercised	'
Forfeited	'
Expired	'
Outstanding and expected to vest 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	$733,500
Weighted Average Remaining Contractual Term	'
Outstanding at beginning of period	'8 years 10 months 10 days
Granted	'9 years 4 months 6 days
Exercised	'0 years
Forfeited	'0 years
Expired	'0 years
Outstanding and expected to vest at end of period	'8 years 7 months 17 days

WARRANTS_Details

WARRANTS (Details) (USD $)	9 Months Ended
	Nov. 30, 2013
Weighted Average Remaining Contractual Term	'
Outstanding at End of period	'8 years 10 months 10 days
WarrantMember	'
Options Outstanding	'
Outstanding at Beginning of period	2,732,074
Granted	161,813
Exercised	'
Forfeited	'
Expired	'
Outstanding at End of period	2,732,074
Weighted Average Exercise Price	'
Outstanding at Beginning of period	1.12
Granted	2.51
Exercised	'
Forfeited	'
Expired	'
Outstanding at End of period	1.2
Outstanding at Beginning of period	6,489,388
Granted	'
Exercised	'
Forfeited	'
Expired	'
Outstanding at End of period	1,143,289
Weighted Average Remaining Contractual Term	'
Outstanding at Beginning of period	'3 years 6 months 7 days
Granted	'3 years 8 months 5 days
Exercised	'0 years
Forfeited	'0 years
Expired	'0 years
Outstanding at End of period	'3 years 0 months 18 days

WARRANTS_Details_1

WARRANTS (Details 1) (USD $)	Nov. 30, 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)	'2 years 11 months 16 days	'
Exercisable number of shares	220,000	'
WarrantExercisableTwoMember	'	'
Exercise prices	$0.91	'
Number of shares	1,497,122	'
Weighted average remaining life (years)	'3 years 2 months 1 day	'
Exercisable number of shares	1,497,124	'
WarrantExercisableThreeMember	'	'
Exercise prices	$1.40	'
Number of shares	786,250	'
Weighted average remaining life (years)	'2 years 8 months 27 days	'
Exercisable number of shares	786,250	'
WarrantExercisableFourMember	'	'
Exercise prices	$1.50	'
Number of shares	150,000	'
Weighted average remaining life (years)	'2 years 10 months 6 days	'
Exercisable number of shares	150,000	'
WarrantExercisableFiveMember	'	'
Exercise prices	$2.10	'
Number of shares	83,333	'
Weighted average remaining life (years)	'3 years 11 months 16 days	'
Exercisable number of shares	833,333	'
WarrantExercisableSixMember	'	'
Exercise prices	$2.50	'
Number of shares	8,480	'
Weighted average remaining life (years)	'4 years 3 months 7 days	'
Exercisable number of shares	8,480	'
Warrant Exercisable Seven [Member]	'	'
Exercise prices	$3	'
Number of shares	148,700	'
Weighted average remaining life (years)	'3 years 3 months 0 days	'
Exercisable number of shares	148,700	'

DESCRIPTION_OF_BUSINESS_AND_GO2

DESCRIPTION OF BUSINESS AND GOING CONCERN (Details Narrative) (USD $)	3 Months Ended			9 Months Ended			49 Months Ended
	Nov. 30, 2013		Nov. 30, 2012	Nov. 30, 2013		Nov. 30, 2012	Nov. 30, 2013		Feb. 28, 2013
Accumulated deficit	($9,043,339)		'	($9,043,339)		'	($9,043,339)		'
Paid in capital	7,594,984	[1]	'	7,594,984	[1]	'	7,594,984	[1]	5,495,985
Stock based compensation	338,798	[1]	-5,806	1,469,708	[1]	5,259	2,233,812	[1]	'
Accretion expense	196,190	[1]	'	559,496	[1]	'	560,996	[1]	'
Interest expense	'		'	'	[1]	'	'	[1]	'
Operating expenses	884,417	[1]	556,099	3,030,599	[1]	1,779,792	8,392,174	[1]	'
Other expenses	223,466	[1]	-94	650,261	[1]	-442	651,165	[1]	'
Cash flow	'		'	-1,432,367	[1]	-1,865,917	-5,468,212	[1]	'
Net loss	'		'	-3,680,860	[1]	-1,779,350	-9,043,339	[1]	'
Basic & Diluted Net Loss Per Share	($0.05)	[1]	($0.03)	($0.17)	[1]	($0.09)	'		'
Restatement Adjustment [Member]	'		'	'		'	'		'
Paid in capital	-1,798,545		'	-1,798,545		'	-1,798,545		'
Stock based compensation	-309,289		'	-1,798,545		'	'		'
Accretion expense	-196,190		'	-599,496		'	'		'
Interest expense	-27,296		'	-90,846		'	'		'
Operating expenses	-223,486		'	-650,342		'	'		'
Other expenses	223,486		'	650,342		'	'		'
Cash flow	-93,840		'	-93,840		'	'		'
Net loss	$309,289		'	$1,798,545		'	'		'
Basic & Diluted Net Loss Per Share	$0.02		'	$0.09		'	'		'
[1]	Restated

EQUITY_RESTATED_Details_Narrat

EQUITY, RESTATED (Details Narrative) (USD $)	9 Months Ended
	Nov. 30, 2013
Advisory And Clinical [Member]	'
Restricted stock issued	$153,013
Director [Member]	'
Common stock issued	150,000
Fair value	375,000
Advisor [Member]	'
Common stock issued	100,000
Fair value	250,000
Stock compensation expense	250,000
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 $)	1 Months Ended			9 Months Ended	3 Months Ended	9 Months Ended		3 Months Ended	9 Months Ended
	Jan. 13, 2014	Nov. 30, 2013	Feb. 28, 2013	Nov. 30, 2013	Nov. 30, 2013	Nov. 30, 2013	Nov. 30, 2013	Nov. 30, 2013	Nov. 30, 2013
				Option $0.68 [Member]	Option $3.25 (1) [Member]	Option $3.25 (1) [Member]	Option $3.25 [Member]	Option $3.25 (2) [Member]	Option $3.25 (2) [Member]
Stock options issued	740,000	'	'	'	'	300,000	'	'	523,500
Stock option price per share	$1.50	'	'	'	'	'	'	'	'
Stock option expiration date	16-Dec-23	'	'	'	'	'	'	'	'
Stock options fair value	'	'	'	'	'	$632,794	'	'	$891,512
Stock option discount rate	'	'	'	'	'	'	0.68%	2.56%	2.56%
Stock option expected term	'	'	'	'	'	'5 years 3 months	'	'	'9 years 7 months 6 days
Stock option expected volatility	'	'	'	'	'	129.00%	'	'	125.00%
Stock option expected dividends	'	'	'	'	'	0	'	'	0
Stock option expense	'	'	'	'	$158,199	$474,596	'	$180,599	$710,912
Outstanding options exercisable	'	$1.77	$0.68	$896,500	'	'	'	'	'
Outstanding options price per share	'	'	'	$0.68	'	'	'	'	'
Outstanding options weighted average life	'	'	'	'9 years 4 months 6 days	'	'	'	'	'
Outstanding options not yet vested	'	'	'	220,000	'	'	'	'	'
Outstanding options weighted average life, Nonvested	'	'	'	'8 years 1 month 8 days	'	'	'	'	'

WARRANTS_Details_Narrative

WARRANTS (Details Narrative) (USD $)	9 Months Ended
	Nov. 30, 2013
2013 Conv Note Warrants [Member]	'
Warrants issued	70,000
Warrant exercise price	$3
Warrant expiration period	'Between March 1, 2013 and May 14, 2013
2014 Conv Notes [Member]	'
Warrants issued	3,333
Warrant exercise price	$2.10
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			9 Months Ended			49 Months Ended
	Nov. 30, 2013		Nov. 30, 2012	Nov. 30, 2013		Nov. 30, 2012	Nov. 30, 2013
Accretion - discount	$196,190	[1]	'	$559,496	[1]	'	$560,996	[1]
2013 Notes [Member]	'		'	'		'	'
Convertible promissory notes issued	'		'	700,000		'	'
Warrants issued	'		'	70,000		'	'
Warrant exercise price	$3		'	$3		'	$3
Weighted average fair value	$2.85		'	$2.85		'	$2.85
Discount rate	'		'	0.58%		'	'
Expected term	'		'	'4 years		'	'
Volatility rate	'		'	141.00%		'	'
Warrants valued at a discount to convertible debt	'		'	154,727		'	'
Accretion - discount	'		'	390,627		'	'
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		'	'
Conversion price right	$2.50		'	$2.50		'	$2.50
2014 Notes [Member]	'		'	'		'	'
Convertible promissory notes issued	'		'	500,000		'	'
Warrants issued	'		'	83,333		'	'
Warrant exercise price	$2.10		'	$2.10		'	$2.10
Weighted average fair value	$1.21		'	$1.21		'	$1.21
Discount rate	'		'	0.97%		'	'
Expected term	'		'	'4 years		'	'
Volatility rate	'		'	123.00%		'	'
Warrants valued at a discount to convertible debt	'		'	83,978		'	'
Accretion - discount	'		'	559,496		'	'
Convertible note interest rate	'		'	8.00%		'	'
Convertible note maturity date	'		'	31-May-14		'	'
Gross proceeds minimum aggregate	'		'	3,500,000		'	'
Per security price of securities sold in Qualified Financing	'		'	$1.15		'	'
Conversion price right	$1.50		'	$1.50		'	$1.50
2014 Notes [Member]	'		'	'		'	'
Accretion - discount	$196,290		'	'		'	'
[1]	Restated

COMMITMENT_Details_Narrative

COMMITMENT (Details Narrative) (USD $)	9 Months Ended
	Nov. 30, 2013
Commitments and Contingencies Disclosure [Abstract]	'
Lease term	'1 year
Rent payable	$28,000
Monthly rent payment amount	$2,333

SUBSEQUENT_EVENTS_Details_Narr

SUBSEQUENT EVENTS (Details Narrative) (USD $)	1 Months Ended			9 Months Ended		1 Months Ended	9 Months Ended
	Jan. 13, 2014	Nov. 30, 2013	Feb. 28, 2013	Nov. 30, 2013	Nov. 30, 2013	Jan. 13, 2014	Nov. 30, 2013	Nov. 30, 2013
				2013 Note Amendments [Member]	Additional 2014 Notes [Member]	Consultant 2 [Member]	Diagnostic Agreement [Member]	Therapeutic Agreement [Member]
Payment of license signing fee	'	'	'	'	'	'	$15,000	$5,000
License fee due in 2015	'	'	'	'	'	'	10,000	10,000
License fee due in 2016	'	'	'	'	'	'	15,000	15,000
License fee due in 2017	'	'	'	'	'	'	25,000	25,000
License fee due in 2018	'	'	'	'	'	'	37,500	37,500
License fee due in 2019 and thereafter	'	'	'	'	'	'	50,000	50,000
Stock options issued	740,000	'	'	'	'	'	'	'
Stock option price per share	$1.50	'	'	'	$1.50	'	'	'
Stock option expiration date	16-Dec-23	'	'	'	'	'	'	'
Options vest immediately	100,000	'	'	'	'	'	'	'
Options future vesting	640,000	'	'	'	'	'	'	'
Warrants issued	'	'	'	'	'	17,500	'	'
Warrant term	'	'	'	'	'	'4 years	'	'
Warrant exercise price	'	'	'	'	'	$2.50	'	'
Aggregate principal amount of Convertible Notes outstanding	'	'	'	1,387,000	700,000	'	'	'
Convertible note maturity date	'	'	'	31-Dec-13	'	'	'	'
Conversion price right	'	'	'	$1.50	'	'	'	'
Warrants amended	'	'	'	128,700	'	'	'	'
Warrant exercise prices	'	$1.77	$0.68	$2.10	$2.10	'	'	'
New warrant issuances	'	'	'	92,468	'	'	'	'
Common stock issued in connection with amendments	'	'	'	92,468	116,667	'	'	'
Repayment of principal	'	'	'	100,000	'	'	'	'
Interest Rate	'	'	'	'	8.00%	'	'	'
Gross Proceeds	'	'	'	'	$5,000,000	'	'	'