MetaStat (MTST) 10-Q 14 Jul 16 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	May 31, 2016	Jul. 13, 2016
Document And Entity Information
Entity Registrant Name	MetaStat, Inc.
Entity Central Index Key	1,404,943
Document Type	10-Q
Document Period End Date	May 31, 2016
Amendment Flag	false
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 Common Stock, Shares Outstanding		2,178,353
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,017
Trading symbol	MTST

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	May 31, 2016	Feb. 29, 2016
CURRENT ASSETS
Cash and cash equivalents	$ 154,294	$ 363,783
Notes receivable	125,000	125,000
Prepaid expenses	192,492	33,121
Total Current Assets	471,786	521,904
Equipment (net of accumulated depreciation of $193,162 and $169,396, respectively)	473,286	497,052
Refundable deposits	43,600	43,600
TOTAL ASSETS	988,672	1,062,556
Current liabilities
Accounts payable	947,216	746,144
Accrued expense	366,697	214,311
Notes payable (net of debt discount of $538,620 and $743,282, respectively)	1,974,277	1,533,120
Accrued interest payable	80,000	56,000
Accrued dividends on Series B Preferred Stock	49,283	48,317
Total Current Liabilities	3,417,473	2,597,892
Warrant liability	284,178	234,461
TOTAL LIABILITIES	3,701,651	2,832,353
STOCKHOLDERS' (DEFICIT) EQUITY
Common Stock, ($0.0001 par value; 150,000,000 shares authorized; 1,976,201 and 1,851,201 shares issued and outstanding, respectively)	198	185
Additional Paid-in-capital	21,883,853	21,607,259
Accumulated deficit	(24,597,117)	(23,377,328)
Total stockholders' deficit	(2,712,979)	(1,769,797)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	988,672	1,062,556
Series A Preferred Stock [Member]
STOCKHOLDERS' (DEFICIT) EQUITY
Convertible Preferred Stock: Series A convertible preferred stock ($0.0001 par value; 1,000,000 shares authorized; 874,257 and 874,257 issued and outstanding, respectively), Series B convertible preferred stock ($0.0001 par value; 1,000 shares authorized; 672 and 659 shares issued and outstanding, respectively)	87	87
Series B Preferred Stock [Member]
STOCKHOLDERS' (DEFICIT) EQUITY
Convertible Preferred Stock: Series A convertible preferred stock ($0.0001 par value; 1,000,000 shares authorized; 874,257 and 874,257 issued and outstanding, respectively), Series B convertible preferred stock ($0.0001 par value; 1,000 shares authorized; 672 and 659 shares issued and outstanding, respectively)	$ 0	$ 0

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($)	May 31, 2016	Feb. 29, 2016
Accumulated depreciation	$ 193,162	$ 169,396
Convertible debentures, discount	$ 538,620	$ 743,282
STOCKHOLDERS' EQUITY
Common stock, par value	$ .0001	$ 0.0001
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	1,976,201	1,851,201
Common stock, shares outstanding	1,976,201	1,851,201
Series A Preferred Stock [Member]
STOCKHOLDERS' EQUITY
Preferred stock, par value	$ .0001	$ 0.0001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	874,257	874,257
Preferred stock, shares outstanding	874,257	874,257
Series B Preferred Stock [Member]
STOCKHOLDERS' EQUITY
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	1,000	1,000
Preferred stock, shares issued	672	659
Preferred stock, shares outstanding	672	659

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	May 31, 2016	May 31, 2015
Income Statement [Abstract]
Revenue	$ 0	$ 0
Total revenue	0	0
OPERATING EXPENSES
General & administrative	555,681	948,895
Research & development	271,123	219,327
Total Operating Expenses	826,804	1,168,222
OTHER EXPENSES (INCOME)
Interest expense	304,646	4,917
Other income, net	(267)	(169)
Change in fair value of warrant liability	34,492	(136,500)
Change in fair value of put embedded in note payable	53,999	0
Settlement expense	115	38,437
Total Other Expenses (Income)	392,985	(93,315)
NET LOSS	(1,219,789)	(1,074,907)
Net loss	(1,219,789)	(1,074,907)
Deemed dividend on Series B Preferred Stock issuance	(708,303)	(1,067,491)
Accrued dividends on Series B Preferred Stock	(73,442)	(55,262)
Loss attributable to common shareholders	$ (2,001,534)	$ (2,197,660)
Net loss per share, basic and diluted	$ (1.08)	$ (1.21)
Weighted average of shares outstanding	1,847,140	1,809,257

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	3 Months Ended
	May 31, 2016	May 31, 2015
Cash Flows from Operating Activities
Net loss	$ (1,219,789)	$ (1,074,907)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation	23,766	24,845
Share-based compensation	119,086	207,112
Amortization of debt discount	279,593	0
Change in fair value of warrant liability	34,492	(136,500)
Change in fair value of put embedded in note payable	53,999	0
Net changes in assets and liabilities
Prepaid expenses	(971)	(13,862)
Refundable deposit	0	(2,100)
Accounts payable and accrued expenses	266,299	96,496
Interest payable	24,000	(2,351)
Net Cash used in Operating Activities	(419,525)	(901,267)
Cash Flows from Investing Activities
Purchase of equipment	0	(97,922)
Net Cash used in Investing Activities	0	(97,922)
Cash Flows from Financing Activities
Proceeds from issuance of debt	125,000	0
Payment of debt issuance costs	(2,210)	0
Proceeds from issuance of common stock and warrants, net	126,487	0
Proceeds from issuance of Series B preferred stock and warrant, net	0	1,945,244
Common stock and warrant cancellation settlement	0	(111,563)
Payment of capital lease obligation	0	(23,999)
Payment of short-term debt	(39,241)	(35,750)
Net Cash provided by Financing Activities	210,036	1,773,932
Net (decrease) increase in cash and cash equivalents	(209,489)	774,743
Cash at the beginning of the period	363,783	257,820
Cash at the end of the period	154,294	1,032,563
Supplemental Disclosure of Non-Cash Financing Activities
Warrant liability associated with note payable	15,225	0
Deemed dividend related to Series B Preferred Stock BCF adjustment for conversion price adjustment	708,303	0
Series B Preferred PIK dividend	72,476	26,498
Series B Preferred Stock accrued dividends	73,442	55,262
Issuance of common stock as payment of accounts payable	32,000	0
Financing of insurance premium through notes payable	158,400	107,250
Reclassification of equipment to assets held for sale	0	85,196
Warrants issued to placement agents	$ 15,400	$ 158,441

DESCRIPTION OF BUSINESS AND GOI

DESCRIPTION OF BUSINESS AND GOING CONCERN	3 Months Ended
	May 31, 2016
Description Of Business And Going Concern
DESCRIPTION OF BUSINESS AND GOING CONCERN	MetaStat, Inc. (“we,” “us,” “our,” the “Company,” or “MetaStat”) is a pre-commercial molecular diagnostic company focused on the development and commercialization of novel diagnostics to provide physicians and patients actionable information regarding the risk of systemic metastasis and adjuvant chemotherapy treatment decisions. We believe cancer treatment strategies can be personalized and outcomes improved through new diagnostic tools that identify the aggressiveness and metastatic potential of primary tumors. The Company was incorporated on March 28, 2007 under the laws of the State of Nevada. Basis of Presentation The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, MetaStat Biomedical, Inc., a Delaware corporation and all significant intercompany balances have been eliminated by consolidation. These interim unaudited financial statements have been prepared in conformity with generally accepted accounting principles (“GAAP”) in the United States and should be read in conjunction with, the Company’s audited consolidated financial statements and related footnotes for the year ended February 29, 2016 included in the Company’s Annual Report on Form 10-K as filed with the United States Securities and Exchange Commission (“SEC”) on May 31, 2016. These unaudited 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 May 31, 2016 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. Reverse Stock Split On October 8, 2015, the Company effected a 1-for-15 reverse stock split of our common stock, whereby every 15 shares of issued and outstanding common stock became 1 share of newly issued and outstanding common stock. The reverse stock split was approved by the Company's stockholders at a special stockholders meeting on June 22, 2015. The purpose of the reverse stock split was to qualify for the minimum stock price listing requirement for a planned up-listing to a national securities exchange including the NASDAQ Capital Market or NYSE Market. All reference in the document to the number of shares, price per share and weighted average number of shares outstanding of the Company's common stock prior to the reverse stock split have been adjusted to reflect the reverse stock split on a retroactive basis. Going Concern The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has experienced net losses and negative cash flows from operations since its inception. The Company has sustained cumulative losses of $24,597,117 as of May 31, 2016, has a negative working capital and has not generated revenues or positive cash flows from operations. 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 its business and operations and 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. Subsequent to May 31, 2016, the Company completed a second and final closing of the 2016 Unit Private Placement (as defined in Note 3), whereby the Company issued an aggregate of 29.5 units for 147,500 shares of common stock and five-year common stock purchase warrants to purchase 73,750 shares of common stock with an exercise price of $3.00 per share for aggregate gross proceeds of $295,000 and net proceeds of $263,778. Following the first and second closings of the 2016 Unit Private Placement, the Company received net proceeds of approximately $390,000 after deducting placement agent fees and other offering expenses, including legal expenses. See Note 10 – Subsequent Events for more details on this transaction.

CAPITAL STOCK

CAPITAL STOCK	3 Months Ended
	May 31, 2016
Equity [Abstract]
CAPITAL STOCK	The Company has authorized 160,000,000 shares of capital stock, par value $0.0001 per share, of which 150,000,000 are shares of common stock and 10,000,000 are shares of “blank-check” preferred stock. Our Board is empowered, without stockholder approval, to issue preferred stock with dividend, liquidation, conversion, voting or other rights, which could adversely affect the voting power or other rights of the holders of common stock. The preferred stock could be utilized as a method of discouraging, delaying or preventing a change in control of the Company. Common Stock The holders of our common stock are entitled to one vote per share. In addition, the holders of our common stock will be entitled to receive ratably such dividends, if any, as may be declared by our Board out of legally available funds; however, the current policy of our Board is to retain earnings, if any, for operations and growth. Upon liquidation, dissolution or winding-up, the holders of our common stock will be entitled to share ratably in all assets that are legally available for distribution. Series A Convertible Preferred Stock Pursuant to the Certificate of Designation of Rights and Preferences of the Series A Preferred Stock (the “Series A Certificate of Designation”), the terms of the Series A Preferred Stock are as follows: Ranking The Series A Preferred Stock will rank senior to our common stock with respect to distributions of assets upon the liquidation, dissolution or winding up of the Company. Dividends The Series A Preferred Stock is not entitled to any dividends. Liquidation Rights In the event of any liquidation, dissolution or winding-up of the Company, whether voluntary or involuntary, the holders of the Series A Preferred Stock shall be entitled to receive out of the assets of the Company, whether such assets are capital or surplus, for each share of Series A Preferred Stock an amount equal to the fair market value as determined in good faith by the Board. Voluntary Conversion; Anti-Dilution Adjustments Each fifteen (15) shares of Series A Preferred Stock shall be convertible into one share of common stock (the “Series A Conversion Ratio”). The Series A Conversion Ratio is subject to customary adjustments for issuances of shares of common stock as a dividend or distribution on shares of the common stock, or mergers or reorganizations. Voting Rights The Series A Preferred Stock has no voting rights. The common stock into which the Series A Preferred Stock is convertible shall, upon issuance, have all of the same voting rights as other issued and outstanding common stock, and none of the rights of the Series A Preferred Stock. Series B Convertible Preferred Stock Pursuant to the Certificate of Designation of Rights and Preferences of the Series B Preferred Stock (the “Series B Certificate of Designation”), the terms of the Series B Preferred Stock are as follows: Ranking The Series B Preferred Stock will rank senior to the Series APreferred Stock and common stock with respect to distributions of assets upon the liquidation, dissolution or winding up of the Company. Stated Value Each share of Series B Preferred Stock will have a stated value of $5,500, subject to adjustment for stock splits, combinations and similar events (the “Stated Value”). Dividends Cumulative dividends on the Series B Preferred Stock accrue at the rate of 8% of the Stated Value per annum, payable quarterly on March 31, June 30, September 30, and December 31 of each year, from and after the date of the initial issuance. Dividends are payable in kind in additional shares of Series B Preferred Stock valued at the Stated Value or in cash at the sole option of the Company. At May 31, 2016 and February 29, 2016, the dividend payable to the holders of the Series B Preferred stocks amounted to $49,283 and $48,317, respectively. During the three months ended May 31, 2016 and 2015, the Company issued 13.1771 and 4.818 shares of Series B Preferred Stock, respectively, for payment of dividends amounting to $72,475 and $26,498. Liquidation Rights If the Company voluntarily or involuntarily liquidates, dissolves or winds up its affairs, each holder of the Series B Preferred Stock will be entitled to receive out of the Company’s assets available for distribution to stockholders, after satisfaction of liabilities to creditors, if any, but before any distribution of assets is made on the Series A Preferred Stock or common stock or any of the Company’s shares of stock ranking junior as to such a distribution to the Series B Preferred Stock, a liquidating distribution in the amount of the Stated Value of all such holder’s Series B Preferred Stock plus all accrued and unpaid dividends thereon. At May 31, 2016 and February 29, 2016, the value of the liquidation preference of the Series B Preferred Stock aggregated to approximately $3,700,000 and $3,700,000, respectively. Conversion; Anti-Dilution Adjustments Each share of Series B Preferred Stock will be convertible at the holder’s option into common stock in an amount equal to the Stated Value plus accrued and unpaid dividends thereon through the conversion date divided by the then applicable conversion price. The initial conversion price was $8.25 per share (the “Series B Conversion Price”) and is subject to customary adjustments for issuances of shares of common stock as a dividend or distribution on shares of common stock, or mergers or reorganizations, as well as “full ratchet” anti-dilution adjustments for future issuances of other Company securities (subject to certain standard carve-outs) at prices less than the applicable Series B Conversion Price. The issuance of shares of common stock pursuant to the 2016 Unit Private Placement (as defined in Note 3) triggered the full ratchet anti-dilution price protection provision of the Series B Preferred Stock. Accordingly, the Series B Conversion Price was adjusted from $8.25 to $2.00 per share. See Note 3 for the accounting treatment of the conversion price adjustment. The Series B Preferred Stock is subject to automatic conversion (the “Mandatory Conversion”) at such time when the Company’s common stock has been listed on a national stock exchange such as the NASDAQ, New York Stock Exchange or NYSE MKT; provided, that, on the Mandatory Conversion date, a registration statement providing for the resale of the shares of common stock underlying the Series B Preferred Stock is effective. In the event of a Mandatory Conversion, each share of Series B Preferred Stock will convert into the number of shares of common stock equal to the Stated Value plus accrued and unpaid dividends divided by the applicable Series B Conversion Price. Voting Rights On March 27, 2015, the holders of the Series B Preferred Stock entered into an Amended and Restated Series B Preferred Purchase Agreement, whereby the Company filed an Amended and Restated Series B Preferred Certificate of Designation. The Amended and Restated Series B Preferred Certificate of Designation provides that the holders of the Series B Preferred Stock shall be entitled to the number of votes equal to the number of shares of common stock into which such Series B Preferred Stock could be converted for purposes of determining the shares entitled to vote at any regular, annual or special meeting of stockholders of the Company, and shall have voting rights and powers equal to the voting rights and powers of the common stock (voting together with the common stock as a single class). Most Favored Nation For a period of up to 30 months after March 31, 2015, if the Company issues any New Securities (as defined below) in a private placement or public offering (a “Subsequent Financing”), the holders of Series B Preferred Stock may exchange all of the Series B Preferred Stock at their Stated Value plus all Series A Warrants (as defined below) issued to the Series B Preferred Stock investors in the Series B Private Placement for the securities issued in the Subsequent Financing on the same terms of such Subsequent Financing. This right expires upon the earlier of (i) September 30, 2017 and (ii) the consummation of a bona fide underwritten public offering in which the Company receives aggregate gross proceeds of at least $5,000,000. ”New Securities” means shares of the common stock, any other securities, options, warrants or other rights where upon exercise or conversion the purchaser or recipient receives shares of the common stock, or other securities with similar rights to the common stock, subject to certain standard carve-outs. See Note 3 for the accounting treatment of the Series B Preferred Stock.

EQUITY ISSUANCES

EQUITY ISSUANCES	3 Months Ended
	May 31, 2016
Equity [Abstract]
EQUITY ISSUANCES	Common stock financing – the 2016 Unit Private Placement During the three months ended May 31, 2016, the Company entered into a subscription agreement pursuant to a private placement (the “2016 Unit Private Placement”) with a number of accredited investors pursuant to which the Company issued an aggregate of 20 units consisting of an aggregate of 100,000 shares of common stock and five-year warrants to purchase 50,000 shares of common stock at a purchase price of $3.00 per share (the “Warrants”) for an aggregate purchase price of $200,000. After deducting placement agent fees and other offering expenses, including legal expenses, net proceeds amounted to approximately $126,000. Additionally, the Company issued an aggregate of 10,000 placement agent warrants in substantially the same form as the Warrants. Pursuant to a registration rights agreement entered into by the parties, the Company agreed to file a registration statement with the SEC providing for the resale of the shares of common stock and the shares of common stock underlying the Warrants issued pursuant to the 2016 Unit Private Placement on or before the date which is forty-five (45) days after the date of the final closing of the 2016 Unit Private Placement. The Company will use its commercially reasonable efforts to cause the registration statement to become effective within one hundred fifty (150) days from the filing date. The Company has received a waiver from a majority of the 2016 Unit Private Placement investors extending the filing date of the registration statement to no later than September 30, 2016. Issuances of common stock for services During the three months ended May 31, 2015, the Company issued an aggregate of 21,334 shares of common stock to consultants for services that vested immediately. The fair value of the shares amounted to $133,406 on the grant dates, which was recognized into general and administrative expense during the three months ended May 31, 2015. During the three months ended May 31, 2016, the Company issued an aggregate of 25,000 shares of common stock to a consultant for services that vested over a two-month term and to settle $32,000 of accounts payable. The fair value of the shares amounted to $46,250 on the grant date, of which $14,250 was recognized into general and administrative expense during the three months ended May 31, 2016. Settlement On April 1, 2015, the Company entered into a settlement agreement to settle a dispute with two affiliated security holders in which the Company paid $150,000, in exchange for the cancellation of all Company securities held by such parties, which included an aggregate of 10,728 shares of common stock, 1,667 common stock purchase warrants with an exercise price of $31.50 and 5,001 common stock purchase warrants with an exercise price of $22.50 Additionally, the Company reimbursed $3,000 of legal expenses to the two affiliated security holders. The Company recorded the fair value of the instruments as a reduction of equity as equity instruments were cancelled and recognized a settlement expense of $38,437 for the excess of the amount paid over the fair value of the cancelled equity instruments. Series B preferred stock financing – the Series B Private Placement The Company entered into an amended and restated securities purchase agreement (the “A&R Series B Purchase Agreement”) on March 27, 2015 and March 31, 2015 with a number of new and existing accredited investors (collectively, the “Series B Investors”) pursuant to which it sold $2,130,750 of Series B Preferred Stock convertible into common stock at $8.25 per share in a private placement (the “Series B Private Placement”). In addition, pursuant to the A&R Series B Purchase Agreement, the Company issued series A warrants (the “Series A Warrants”) to purchase up to 193,708 shares of common stock at an initial exercise price per share of $20.50 to the Series B Investors. The Series A Warrants expire on March 31, 2020. Pursuant to the closings of the Series B Private Placement in March 2015, the Company issued 387.4088 shares of Series B Preferred Stock convertible into 3,874,088 shares of common stock and Series A Warrants to purchase 193,708 shares of common stock for an aggregate purchase price of $2,130,750, of which $18,000 represents the exchange of stock-based compensation to a consultant that was to be settled in the form of shares of common stock and was settled in Series B Preferred Stock and Series A Warrants. As a result of the exchange, the Company recorded an additional $12,695 of stock-based compensation. In connection with the March 2015 closings of the Series B Private Placement, the placement agents were paid a total cash fee of $147,451 including expense allowances and reimbursements, and were issued an aggregate of 20,668 Series A Warrants. On the grant dates, the fair value of the placement agent warrants amounted to $158,441 and was recorded as a stock issuance cost. Net proceeds amounted to $1,945,244 after deducting offering expenses to be paid in cash, including the placement agent fees and legal fees and other expenses. Accounting for the Series B Preferred Stock The Company determined the Series B Preferred Stock should be classified as equity as it is not mandatorily redeemable, and there are no unconditional obligations in that the Company must or may settle in a variable number of its equity shares. Because the Series B Preferred Stock contain certain embedded features that could affect the ultimate settlement of the Series B Preferred Stock, the Company analyzed the instrument for embedded derivatives that require bifurcation. The Company’s analysis began with determining whether the Series B Preferred Stock is more akin to equity or debt. The Company evaluated the following criteria/features in this determination: redemption, voting rights, collateral requirements, covenant provisions, creditor and liquidation rights, dividends, conversion rights and exchange rights. The Company determined that the preponderance of evidence suggests the Series B Preferred Stock was more akin to equity than to debt when evaluating the economic characteristics and risks of the entire Series B Preferred Stock, including the embedded features. The Company then evaluated the embedded features to determine whether their economic characteristics and risks were clearly and closely related to the economic characteristics and risks of the Series B Preferred Stock. Since, the Series B Preferred Stock was determined to be more akin to equity than debt, and the underlying that causes the value of the embedded features to fluctuate would be the value of the Company’s common stock, the embedded features were considered clearly and closely related to the Series B Preferred Stock. As a result, the embedded features would not need to be bifurcated from the Series B Preferred Stock. Any contingent beneficial conversion features will be recognized upon the occurrence of the contingent events based on its intrinsic value at the commitment date. Accounting for the Series A Warrants The Company concluded the freestanding Series A Warrants were indexed to the Company’s common stock and should be classified in stockholder’s equity, based on their relative fair value. Allocation of Proceeds of the Series B Private Placement on March 27 and 31, 2015 The $2,130,750 proceeds from the Series B Private Placement on March 27 and 31, 2015 were allocated to the Series B Preferred Stock and Series A Warrant instruments based on their relative fair values. The Series B Preferred Stock was valued on an as-if-converted basis based on the underlying common stock. The Series A Warrants were valued using the Black-Scholes model with the following weighted-average input at the time of issuance: expected term of 5.0 years based on their contractual life, volatility of 125% based on the Company’s historical volatility and risk free rate of 1.4% based on the rate of the 5-years U.S. treasury bill. After allocation of the proceeds, the effective conversion price of the Series B Preferred Stock was determined to be beneficial and, as a result, the Company recorded a non-cash deemed dividend of $1,067,491 equal to the intrinsic value of the beneficial conversion feature since the Series B Preferred Stock was immediately convertible. Deemed Dividend due to Conversion Price Adjustment During the three months ended May 31, 2016, as a result of the adjustment of the Series B Conversion Price from $8.25 to $2.00 per share due to the 2016 Unit Private Placement, the Company recorded a non-cash deemed dividend, amounting to $708,303. The expense was measured at the intrinsic value of the beneficial conversion feature for each issuance of Series B Preferred Stock in the Series B Private Placement and was limited to the amount of Series B Preferred Stock allocated proceeds less previously recognized beneficial conversion features. The Series B Registration Rights Agreement In connection with the closing of the Series B Private Placement, the Company entered into an amended and restated registration rights agreement (the “A&R Series B Registration Rights Agreement”) with the Series B Investors, in which the Company agreed to file a registration statement (the “Registration Statement”) with the Securities and Exchange Commission ("SEC") to register for resale the shares of common stock underlying the Series B Preferred Stock, the Series A Warrants and the Series B Warrants within 30 calendar days of the final closing date of March 31, 2015 (the “Filing Date”), and to have the registration statement declared effective within 120 calendar days of the Filing Date. If the Registration Statement has not been filed with the SEC on or before the Filing Date, the Company shall, on the business day immediately following the Filing Date, and each 15th day thereafter, make a payment to the Series B Investors as partial liquidated damages for such delay (together, the “Late Registration Payments”) equal to 2.0% of the purchase price paid for the Series B Preferred Stock then owned by the Series B Investors for the initial 15 day period and 1.0% of the purchase price for each subsequent 15 day period until the Registration Statement is filed with the SEC. Late Registration Payments will be prorated on a daily basis during each 15-day period and will be paid to the Series B Investors by wire transfer or check within five business days after the end of each 15-day period following the Filing Date. The Company filed the Registration Statement on Form S-1 with the SEC on April 10, 2015, and as a result no penalty was incurred.

STOCK OPTIONS

STOCK OPTIONS	3 Months Ended
	May 31, 2016
Stock Options
STOCK OPTIONS	During the three months ended May 31, 2015, the Company issued options to purchase 6,667 shares of common stock at $11.25 per share to a consultant. The options vest upon achieving certain performance-based milestones and expire on March 1, 2025. The Company will measure the fair value of these options with vesting contingent on achieving certain performance-based milestones and recognize the compensation expense when vesting becomes probable. The fair value will be measured using a Black-Scholes model. During the three months ended May 31, 2015, 1,667 of these options with an aggregate fair value of $8,000 vested based on achieving certain milestones. During the three months ended May 31, 2015, the Company issued options to purchase 80,000 shares of common stock at $8.25 per share to non-executive members of its Board. The options vest in three equal installments on each of May 18, 2016, May 18, 2017, and May 18, 2018 and expire on May 18, 2025. These options had a total fair value of $388,000 as calculated using the Black-Scholes model. During the three months ended May 31, 2016, the Company issued options to purchase 50,000 shares of common stock at $2.19 per share to a non-executive member of its Board. These 50,000 options vest in three equal installments on each of May 26, 2017, May 26, 2018, and May 26, 2019 and expire on May 26, 2026. These options had a total fair value of $86,500 as calculated using the Black-Scholes model. During the three months ended May 31, 2016, the Company issued options to purchase 50,000 shares of common stock at $2.19 per share to a non-executive member of its Board for performing other services. These 50,000 options vest upon achieving a certain milestone and expire on May 26, 2026. These options will be measured and recognized when vesting becomes probable. The weighted average inputs to the Black-Scholes model used to value the stock options granted during the three months ended May 31, 2016 and 2015 are as follows: May 31, 2016 May 31, 2015 Expected volatility 100 % 123 % Expected dividend yield 0.00 % 0.00 % Risk-free interest rate 1.65 % 1.88 % Expected Term 6.00 years 6.08 years For the three months ended May 31, 2016, the Company recognized $104,836 of compensation expense related to stock options, of which $87,628 was recognized in general and administrative expenses and $17,208 in research and development expenses. For the three months ended May 31, 2015, the Company recognized $38,240 of compensation expense related to stock options, which was recognized in general and administrative expenses. The following table summarizes common stock options issued and outstanding: Options Weighted average exercise price Aggregate intrinsic value Weighted average remaining contractual life (years) Outstanding at February 29, 2016 426,976 $ 14.45 $ - 7.98 Granted 100,000 2.19 - - Exercised - - - - Forfeited - - - - Expired - - - - Outstanding and expected to vest at May 31, 2016 526,976 $ 12.12 $ - 8.16 Exercisable at May 31, 2016 214,243 $ 18.28 $ - 6.63 The following table breaks down exercisable and unexercisable common stock options by exercise price as of May 31, 2016: Exercisable Unexercisable Number of Options Exercise Price Weighted Average Remaining Life (years) Number of Options Exercise Price Weighted Average Remaining Life (years) - $ 2.19 - 100,000 $ 2.19 9.99 13,875 $ 3.55 9.68 41,625 $ 3.55 9.68 1,068 $ 8.10 8.67 - $ 8.10 - 75,003 $ 8.25 4.36 106, $ 8.25 9.00 52,434 $ 10.20 5.61 - $ 10.20 - 3,334 $ 11.25 8.97 3,333 $ 11.25 8.97 8,890 $ 16.50 8.38 31,110 $ 16.50 8.38 14,735 $ 22.50 8.16 30,000 $ 22.50 7.55 44,904 $ 48.75 6.85 - $ 48.75 - 214,243 $ 18.28 6.63 312,733 $ 7.91 9.21 As of May 31, 2016, we had approximately $353,000 of unrecognized compensation related to employee and consultant stock options that are expected to vest over a weighted average period of 1.43 years and, approximately $272,000 of unrecognized compensation related to employee stock options whose recognition is dependent on certain milestones to be achieved. Additionally, there were 93,333 stock options with a performance vesting condition that were granted to consultants which will be measured and recognized when vesting becomes probable.

WARRANTS

WARRANTS	3 Months Ended
	May 31, 2016
Warrants
WARRANTS	For the three months ended May 31, 2015, the Company issued an aggregate of 193,708 Series A Warrants in connection with the issuances of Series B Preferred Stock in March 2015, referenced in Note 3. These Series A Warrants were issued on March 27 and 31, 2015, are exercisable at $10.50 per share and expire on March 31, 2020. The Series A Warrants vest immediately. The Series A 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 issuances of the Series B Preferred Stock on March 27 and 31, 2015, the Company issued placement agent warrants to purchase an aggregate of 20,668 shares of common stock. These placement agent warrants had the same terms as the Series A Warrants and were issued on March 27, 2015, are exercisable at $10.50 per share and expire on March 31, 2020. These placement agent warrants vest immediately. The fair value of these warrants was determined to be $158,441, as calculated using the Black-Scholes model. Weighted-average assumptions used in the Black-Scholes model included: (1) a discount rate of 1.41%; (2) an expected term of 5.0 years; (3) an expected volatility of 125% and (4) zero expected dividends. For the three months ended May 31, 2015, the Company issued an aggregate of 1,251 warrants to a consultant for services. These warrants were issued on May 31, 2015 and expire on May 31, 2020. 556 of such warrants are exercisable at $15.00 per share and 695 of such warrants are exercisable at $18.75 per share. These warrants vest immediately. The fair value of these warrants was determined to be $4,771, as calculated using the Black-Scholes model. Average assumptions used in the Black-Scholes model included: (1) a discount rate of 1.49%; (2) an expected term of 5.0 years; (3) an expected volatility of 124 %; and (4) zero expected dividends. For the three months ended May 31, 2015, the Company recognized $4,771 of stock-based compensation for these warrants. For the three months ended May 31, 2015, 1,668 common stock purchase warrants with an exercise price of $31.50 and 5,001 common stock purchase warrants with an exercise price of $22.50 were repurchased and cancelled as part of a settlement of a dispute with two affiliated security holders (see Note 3). For the three months ended May 31, 2016, the Company issued warrants to purchase an aggregate of 9,092 shares of common stock in connection with the issuance of the OID Notes pursuant to the March 2016 OID Note Purchase Agreements dated between March 3 and 15, 2016, referenced in Note 6. These warrants were initially exercisable at $8.25 per share and expire on between March 3 and 15, 2021. These warrants vested immediately. These warrants contained an anti-dilution price protection provision, which required the warrants to be recorded as derivative warrant liability. Such clause will lapse upon completion of a Qualified Offering, as defined in the warrant agreement. These warrants were recorded as a debt discount based on their fair value. For the three months ended May 31, 2016, the Company issued warrants to purchase an aggregate of 50,000 shares of common stock in connection with the issuance of common stock pursuant to the 2016 Unit Private Placement referenced in Note 3. These warrants are exercisable at $3.00 per share and expire on May 26, 2021. These warrants vested immediately. These warrants do not contain any provision that would require liability treatment, therefore they were classified as equity in the Condensed Consolidated Balance Sheet. The following table summarizes common stock purchase warrants issued and outstanding: Warrants Weighted average exercise price Aggregate intrinsic value Weighted average remaining contractual life (years) Outstanding at February 29, 2016 913,514 $ 14.56 $ - 3.14 Granted 69,092 3.69 - - Cancelled 14,672 21.00 - - Outstanding at May 31, 2016 967,934 $ 12.84 $ - 3.08 Warrants exercisable at May 31, 2016 are: Exercise Prices Number of shares Weighted average remaining life (years) Exercisable number of shares $ 2.00 89,095 4.45 89,095 $ 2.20 43,636 4.70 43,636 $ 3.00 60,000 4.99 60,000 $ 8.25 39,468 3.93 39,468 $ 10.20 14,668 0.46 14,668 $ 10.50 344,005 3.84 344,005 $ 13.65 99,826 0.67 99,826 $ 15.00 556 4.00 556 $ 18.75 695 4.00 695 $ 21.00 23,334 0.75 23,334 $ 22.50 219,754 2.05 219,754 $ 31.50 29,830 1.87 29,830 $ 37.50 1,733 1.62 1,733 $ 45.00 1,334 0.67 1,334 967,934 3.08 967,934

NOTE PAYABLE

NOTE PAYABLE	3 Months Ended
	May 31, 2016
Note Payable
NOTE PAYABLE	Promissory Note and Promissory Note Amendment The Company entered into a note purchase agreement effective July 31, 2015 (the “Note Purchase Agreement”) with one its existing institutional investors (the “Note Holder”). Pursuant to the Note Purchase Agreement, the Company issued and sold a non-convertible promissory note in the principal amount of $1.2 million (the “Promissory Note”) and a warrant (the “Note Warrant”) to purchase 43,636 shares of the Company’s common stock in a private placement (the “Note Private Placement”). The Promissory Note matures on July 31, 2016, accrues interest at a rate of eight percent (8%) per annum and may be prepaid by the Company at any time prior to the maturity date without penalty or premium. The Note Holder has the right at its option to exchange (the “Note Voluntary Exchange”) the outstanding principal balance of the Promissory Note plus the Conversion Interest Amount (as defined below) into such number of securities to be issued in the Public Offering (as defined below). Upon effectuating such Note Voluntary Exchange, the Note Holder shall be deemed to be a purchaser in the a Public Offering. ”Public Offering” means a registered offering of equity or equity-linked securities resulting in gross proceeds of at least $5.0 million to the Company; and “Conversion Interest Amount” means interest payable in an amount equal to all accrued but unpaid interest assuming the Promissory Note had been held from the issuance date to the maturity date. In the event the Company completes a Public Offering and the Note Holder elected not to effectuate the Note Voluntary Exchange, then the Company shall promptly repay the outstanding principal amount of the Promissory Note plus all accrued and unpaid interest following completion of the Public Offering. The Note Warrant contains an adjustment clause affecting its exercise price, which may be reduced if the Company issues shares of common stock or convertible securities at a price below the then-current exercise price of the Note Warrant. As a result, we determined that the Note Warrant was not indexed to the Company’s common stock and therefore should be recorded as a derivative liability. The detachable Note Warrant issued in connection with the Promissory Note was recorded as a debt discount based on its fair value (see Note 7 for fair value measurement). The adjustment clause lapses upon listing of the Company’s common stock on a national stock exchange such as the NASDAQ, New York Stock Exchange or NYSE MKT. The Company evaluated the Note Voluntary Exchange provision, which provides for settlement of the Promissory Note at an 8% premium to the Promissory Note’s stated principal amount, in accordance with ASC 815-15-25. The Voluntary Exchange provision is a contingent put that is not clearly and closely related to the debt host instrument and therefore was initially bifurcated and measured at fair value and recorded as a derivative liability in the consolidated balance sheet. The derivative liability will be measured at fair value on an ongoing basis, with changes in fair value recognized in the statement of operations. The proceeds of the Note Private Placement were first allocated to the fair value of the Note Warrant in the amount of $150,544 and to the fair value of the Note Voluntary Exchange provision in the amount of $227,740, with the difference of $821,716 representing the initial carrying value of the Promissory Note. Further, approximately $105,000 of debt issuance cost was recorded as additional debt discount at issuance. On February 12, 2016, the Company entered into an amendment (the “Note Amendment”) with the Note Holder, whereby the Company and the Note Holder agreed to extend the maturity date of the Promissory Note from July 31, 2016 to December 31, 2016 and increase the interest rate commencing August 1, 2016 to 12% per annum. The Company also obtained the Note Holder’s consent to the consummation of the OID Note Private Placement (as defined below), as required under the Promissory Note. Additionally, pursuant to the Note Amendment, the Note Voluntary Exchange was modified to effect a voluntary exchange of $600,000 principal amount (“Initial Exchange Principal Amount”) of the Promissory Note plus the Initial Conversion Interest Amount into a Qualified Offering (as defined below) or Public Offering. “Initial Conversion Interest Amount” shall mean interest payable in an amount equal to all accrued but unpaid interest assuming the Initial Exchange Principal Amount has been held from the issuance date to the original maturity date of July 31, 2016 (for the avoidance of doubt, such amount that is calculated using the following formula: (a) 8% multiplied by the Initial Exchange Principal Amount ($600,000), multiplied by (b) the actual number of days elapsed in a year of three hundred and sixty-five (365) days, which amount shall equal $48,000 in the aggregate). “Qualified Offering” means one or a series of offerings of equity or equity-linked securities resulting in aggregate gross proceeds of at least $2,000,000 to the Company. Further, under the modified Note Voluntary Exchange, the Note Holder shall have the right to effect a voluntary exchange with respect to the remaining $600,000 principal amount (the “Remaining Principal Amount”) plus the Remaining Conversion Interest Amount into a Qualified Offering or Public Offering. “Remaining Conversion Interest Amount” shall mean interest payable in an amount equal to the sum of (A) all accrued but unpaid interest on such portion of the Remaining Principal Amount subject to such Voluntary Exchange assuming such portion of the Remaining Principal Amount had been held from the original maturity date of July 31, 2016 to the amended maturity date of December 31, 2016 (for the avoidance of doubt, such amount that is calculated using the following formula: (a) 12% multiplied by such portion of the Remaining Principal Amount subject to such Voluntary Exchange, multiplied by (b) the actual number of days elapsed in a year of three hundred and sixty-five (365) days, which amount shall equal $30,000 in the aggregate assuming the aggregate Remaining Principal Amount of $600,000 is used in such calculation), plus (B) all accrued but unpaid interest assuming such portion of the Remaining Principal Amount had been held from the issuance date to the original maturity date of July 31, 2016 (for the avoidance of doubt, such amount that is calculated using the following formula: (a) 8% multiplied by such portion of the Remaining Principal Amount, multiplied by (b) the actual number of days elapsed in a year of three hundred and sixty-five (365) days, which amount shall equal $48,000 in the aggregate assuming the aggregate Remaining Principal Amount of $600,000 is used in such calculation). In consideration for entering into the Note Amendment, the Company issued the Note Holder a warrant to purchase 43,636 shares of the Company’s common stock (the “Amendment Warrant”) in substantially the same form as the Note Warrant issued in the Note Private Placement, provided, however, that with respect to the “full-ratchet” anti-dilution price protection adjustments for future issuances of other Company equity or equity-linked securities (subject to certain standard carve-outs), such price protection adjustment shall be equal to 110% of the consideration price per share of the issued equity or equity-linked securities. The Company evaluated the Note Amendment transaction in accordance with ASC 470-50-40-12 and determined the Note Amendment did not constitute a substantive modification of the Promissory Note and that the transaction should be accounted for as a debt modification. The Company evaluated the Voluntary Exchange provision, which provides for settlement of the Promissory Note at an 8% premium to the Promissory Note’s stated principal amount, in accordance with ASC 815-15-25. The Voluntary Exchange provision is a contingent put that is not clearly and closely related to the debt host instrument and therefore was initially separately measured at fair value and will be measured at fair value on an ongoing basis, with changes in fair value recognized in the statement of operations. The Amendment Warrant contains an adjustment clause affecting its exercise price, which may be reduced if the Company issues shares of common stock or convertible securities at a price below the then-current exercise price of the Amendment Warrant. As a result, the Company determined that the Amendment Warrant was not indexed to the Company’s common stock and therefore should be recorded as a derivative liability. The fair value of the detachable Amendment Warrant issued in connection with the Note Amendment was recorded as a debt discount. The adjustment clause lapses upon the Company completing a Qualified Offering. Accordingly, the Company recorded a debt discount related to the warrant liability of $84,552 and a debt discount related to the Voluntary Exchange of $103,806. During the three months ended May 31, 2016, the Company recognized $138,003 of interest expense related to the Promissory Note, as amended, including amortization of debt discount of $114,003 and accrued interest expense of $24,000. Additionally, the Company recognized a loss of $28,676 in the three months ended May 31, 2016 due to the change in estimated fair value of the Voluntary Exchange provision. OID Notes In February 2016, the Company entered into an OID note purchase agreement dated February 12, 2016 (the “February 2016 OID Note Purchase Agreement”) in a private placement (the “OID Note Private Placement”) with various accredited investors (the “OID Note Holders”). Pursuant to the OID Note Purchase Agreement, the Company may issue and sell non-convertible OID promissory notes (the “OID Notes”) up to an aggregate purchase price of $1,000,000 (the “Purchase Price”) and warrants (the “OID Warrants”) to purchase 7,273 shares of the Company’s common stock for every $100,000 of Purchase Price. The OID Notes shall have an initial principal balance equal to 120% of the Purchase Price (the “OID Principal Amount”). Pursuant to the February 2016 OID Note Purchase Agreement, the Company received an aggregate Purchase Price of $500,000 and issued OID Notes in the aggregate OID Principal Amount of $600,000 and OID Warrants to purchase an aggregate of 36,367 shares of the Company’s common stock. During the three months ended May 31, 2016, the Company entered into OID note purchase agreements between March 4 and 15, 2016 (the “March 2016 OID Note Purchase Agreements”) with various accredited investors. Pursuant to the March 2016 OID Note Purchase Agreements, the Company issued OID Notes with an aggregate Purchase Price of $125,000 and OID Warrants to purchase 9,902 shares of the Company’s common stock. The OID Notes issued in March 2016 have an OID Principal Amount equal to $150,000 or 120% of the Purchase Price. The OID Notes mature six (6) months following the issuance date of each OID Note and may be prepaid by the Company at any time prior to the maturity date without penalty or premium. In the event the OID Notes are prepaid in full on or before the date that is ninety (90) days following the issuance date of each OID Note, the prepayment amount shall be equal to 110% of the Purchase Price and in the event the OID Notes are prepaid following such initial ninety (90) day period, the prepayment amount shall be equal to the OID Principal Balance (the “Optional Redemption”). The Company determined the Optional Redemption feature represents a contingent call option. The Company evaluated the Optional Redemption provision in accordance with ASC 815-15-25. The Company determined that the Optional Redemption feature is clearly and closely related to the debt host instrument and is not an embedded derivative requiring bifurcation. Each OID Note Holder has the right at its option to act as a purchaser in a Qualified Offering and, in lieu of investing new cash subscriptions, mechanically effect a voluntary exchange (the “OID Note Voluntary Exchange”) of the OID Principal Amount of the OID Notes into such number of securities to be issued in a Qualified Offering. Upon effectuating such OID Voluntary Exchange, the OID Note Holders shall be deemed to be purchasers in the Qualified Offering. The Company evaluated the OID Note Voluntary Exchange provision, which provides for settlement of the OID Notes at the OID Principal Amount in accordance with ASC 815-15-25. The Company determined the OID Note Voluntary Exchange provision is a contingent put that is not clearly and closely related to the debt host instrument and therefore was initially separately measured at fair value and will be measured at fair value on an ongoing basis, with changes in fair value recognized in the statement of operations. The OID Warrants contain an adjustment clause affecting their exercise price, which may be reduced if the Company issues shares of common stock or convertible securities at a price below the then-current exercise price of the OID Warrants. As a result, we determined that the OID Warrants were not indexed to the Company’s common stock and therefore should be recorded as a derivative liability. The detachable OID Warrants issued in connection with the OID Notes were recorded as a debt discount based on their fair value (see Note 7 for fair value measurement). The adjustment clause lapses upon the Company completing the Qualified Offering. Pursuant to the March 2016 closings of the OID Note Private Placement, the OID Principal Amount was first allocated to the fair value of the OID Warrants in the amount of $15,225, next to the value of the original issuance discount in the amount of $25,000, then to the fair value of the OID Note Voluntary Exchange provision in the amount of $32,497, and lastly to the debt discount related to offering costs of $2,210 with the difference of $75,069 representing the initial carrying value of the OID Notes issued in March 2016. During the three months ended May 31, 2016, the Company recognized $165,590 of interest expense related to the OID Notes, including amortization of debt discount. Additionally, the Company recognized a loss of $25,323 in the three months ended May 31, 2016 due to the change in estimated fair value of the OID Note Voluntary Exchange provision. The following table summarizes the notes payable: Note Payable Discount Voluntary Exchange Feature Note Payable, Net February 29, 2016 balance $ 1,800,000 $ (743,282 ) $ 476,402 $ 1,533,120 Issuance of Note 150,000 (74,932 ) 32,497 107,565 Amortization of debt discount - 279,593 - 279,593 Change in value - - 53,999 53,999 May 31, 2016 balance $ 1,950,000 $ (538,621) $ 562,898 $ 1,974,277

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
	May 31, 2016
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	In accordance with ASC 820, Fair Value Measurements, financial instruments were measured at fair value using a three-level hierarchy which maximizes use of observable inputs and minimizes use of unobservable inputs: · Level 1: Observable inputs such as quoted prices in active markets for identical instruments · Level 2: Quoted prices for similar instruments that are directly or indirectly observable in the market · Level 3: Significant unobservable inputs supported by little or no market activity. Financial instruments whose values are determined using pricing models, discounted cash flow methodologies, or similar techniques, for which determination of fair value requires significant judgment or estimation. Financial instruments measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. At May 31, 2016 and February 29, 2016, the warrant liability and put exchange feature liability balances were classified as Level 3 instruments. Derivative Warrant Liability The following table sets forth the changes in the estimated fair value for ou r Level 3 classified derivative warrant liability: Note Payable Warrants Series B Warrants Total Fair value at February 29, 2016 $ 188,351 $ 46,110 $ 234,461 Additions 15,225 - 15,225 Change in fair value: 31,636 2,856 34,492 Fair value at May 31, 2016 $ 235,212 $ 48,966 $ 284,178 The Series B Warrants contain an adjustment clause affecting the exercise price of the Series B warrants, which may be reduced if the Company issues shares of common stock or convertible securities at a price below the then-current exercise price of the Series B warrants. As a result, we determined that the Series B warrants were not indexed to the Company’s common stock and therefore should be recorded as a derivative liability. The Series B Warrants were measured at fair value on the issuance date using a Monte Carlo simulation and will be re-measured to fair value at each balance sheet date, and any resulta In connection with the issuance of the Promissory Note on July 31, 2015, the Company issued a warrant to purchase an aggregate of 43,636 shares of common stock. The warrant was issued on July 31, 2015, was originally exercisable at $8.25 per share and expires on July 31, 2020. The warrant contains a full-ratchet anti-dilution price protection provision that requires liability treatment and the exercise price of this warrant was adjusted to $2.00 during the three months ended May 31, 2016. The fair value of the warrant at May 31, 2016 and February 29, 2016 was determined to be $79,127 and $64,438, respectively, as calculated using the Monte Carlo simulation. The Monte Carlo simulation as of May 31, 2016 and February 29, 2016 used the following assumptions: (1) stock price of $2.00 and $1.80, respectively; (2) a risk free rate of 1.23% and 1.13%, respectively; (3) an expected volatility of 136% and 134%, respectively; and (4) a fundraising event to occur on July 31, 2016 and May 15, 2016, respectively, that would result in the issuance of additional common stock. In connection with the execution of the Note Amendment on February 12, 2016, the Company issued a warrant to purchase an aggregate of 43,636 shares of common stock. The warrant was issued on February 12, 2016, initially exercisable at $8.25 per share and expires on February 11, 2021. The warrant contains a full-ratchet anti-dilution price protection provision that requires liability treatment and the exercise price of this warrant was adjusted to $2.20 during the three months ended May 31, 2016. The fair value of the warrant at May 31, 2016 and February 29, 2016 was determined to be $78,576 and $68,292, respectively, as calculated using the Monte Carlo simulation. The Monte Carlo simulation as of May 31, 2016 and February 29, 2016 used the following assumptions: (1) stock price of $2.00 and $1.80, respectively; (2) a risk free rate of 1.32% and 1.20%, respectively; (3) an expected volatility of 136% and 134%, respectively; and (4) a fundraising event to occur on July 31, 2016 and May 15, 2016, respectively, that would result in the issuance of additional common stock. In connection with the issuance of OID Notes in February 2016, the Company issued warrants to purchase an aggregate of 36,367 shares of common stock. These warrants were issued between February 12 and 22, 2016, were initially exercisable at $8.25 per share and expire between February 11 and 21, 2021. These warrants contain a full-ratchet anti-dilution price protection provision that requires liability treatment and the exercise price of these warrants were adjusted to $2.00 during the three months ended May 31, 2016. The fair value of these warrants at May 31, 2016 and February 29, 2016 was determined to be $60,750 and $55,621, respectively, as calculated using the Monte Carlo simulation. The Monte Carlo simulation as of May 31, 2016 and February 29, 2016 used the following weighted-average assumptions: (1) stock price of $2.00 and $1.80, respectively; (2) a risk free rate of 1.32% and 1.21%, respectively; (3) an expected volatility of 136% and 134%, respectively; and (4) a fundraising event to occur on July 31, 2016 and May 15, 2016, respectively, that would result in the issuance of additional common stock. In connection with the issuance of OID Notes in March 2016, the Company issued warrants to purchase an aggregate of 9,092 shares of common stock. These warrants were issued between March 4 and 15, 2016, were initially exercisable at $8.25 per share and expire between March 4 and 15, 2021. These warrants contain a full-ratchet anti-dilution price protection provision that requires liability treatment and the exercise price of these warrants were adjusted to $2.00 during the three months ended May 31, 2016. The fair value of these warrants at May 31, 2016 and at issuance between March 4 and 15, 2016 was determined to be $16,760 and $15,225, respectively, as calculated using the Monte Carlo simulation. The Monte Carlo simulation as of May 31, 2016, and between March 4 and 15, 2016 used the following weighted-average assumptions: (1) stock price of $2.00 and $1.97, respectively; (2) a risk free rate of 1.33% and 1.41%, respectively; (3) an expected volatility of 136% and 136%, respectively; and (4) a fundraising event to occur on July 31, 2016 and July 31, 2016, respectively, that would result in the issuance of additional common stock. Put Exchange Feature Liability The following table sets forth the changes in the estimated fair value for our Level 3 classified put exchange feature liabilities: Promissory Note, as amended OID Notes Total Fair value, February 29, 2016: $ 339,979 $ 136,423 $ 476,402 Additions - 32,497 32,497 Change in fair value: 28,676 25,323 53,999 Fair value, May 31, 2016: $ 368,655 $ 194,243 $ 562,898 The Promissory Note issued on July 31, 2015, as amended on February 12, 2016, contains a Note Voluntary Exchange provision that is a contingent put that requires liability treatment (see Note 6). The fair value of this put exchange feature at February 29, 2016 and May 31, 2016 was determined to be $339,979 and $368,655, respectively. The fair value was calculated using a probability weighted present value methodology. The significant inputs to the fair value model were 1) the timing of a Qualified Offering expected to occur in May 2016 at February 29, 2016 and July 31, 2016 at May 31, 2016; 2) the combined probability of both a Qualified Offering and a voluntary exchange to occur, which was determined to be 71% at both February 29 and May 31, 2016 and 3) a discount rate of 18%, approximating high yield distressed debt rates, used for all measurement dates. The OID Notes issued contain an OID Note Voluntary Exchange provision that is a contingent put that requires liability treatment (see Note 6). The fair value of this put exchange feature at February 29, 2016 and May 31, 2016 was determined to be $136,423 and $194,243, respectively, as calculated using a probability weighted present value methodology. The significant inputs to the fair value model at all measurement dates were 1) the timing of a Qualified Offering expected to occur in May 2016 at February 29, 2016 and July 31, 2016 at May 31, 2016; 2) the combined probability of both a Qualified Offering and a voluntary exchange to occur, which was determined to be 81%; and 3) a discount rate of 18%, approximating high yield distressed debt rates, used for all measurement dates.

EQUIPMENT

EQUIPMENT	3 Months Ended
	May 31, 2016
Property, Plant and Equipment [Abstract]
EQUIPMENT	Equipment consists of the following: Estimated Useful Lives May 31, 2016 February 29, 2016 Research equipment 7 years $ 590,373 $ 590,373 Computer equipment 5 years 76,075 76,075 666,448 666,448 Accumulated depreciation and amortization (193,162 ) (169,396 ) Equipment, net $ 473,286 $ 497,052 Depreciation and amortization expense was $23,766 and $24,845 for the three months ended May 31, 2016 and 2015, respectively. Depreciation of equipment utilized in research and development activities is included in research and development expenses and amounted to $20,126 and $21,160 for the three months ended May 31, 2016 and 2015, respectively. All other depreciation is included in general and administrative expense and amounted to $3,640 and $3,685 for the three months ended May 31, 2016 and 2015, respectively.

COMMITMENTS

COMMITMENTS	3 Months Ended
	May 31, 2016
Research and Development [Abstract]
COMMITMENTS	Lease Agreements On August 28, 2014, we entered into a lease agreement (the “Boston Lease”) for our diagnostic laboratory and office space located in Boston, MA. The term of the Boston Lease is for two years, from September 1, 2014 through August 31, 2016, and the basic rent payable thereunder is $10,280 per month for the first year and $10,588 per month for the second year. Additional monthly payments under the Boston Lease shall include tax payments and operational and service costs. Additionally, we paid a $40,000 security deposit in connection with entering into the Boston Lease. Effective April 6, 2016, we entered into an amendment to the Boston Lease (the “Boston Lease Amendment”) whereby we extended the term by one year from September 1, 2016 to August 31, 2017. The basic rent payable under the Boston Lease Amendment increased to $17,164 per month plus additional monthly payments including tax payments and operational and service costs. Effective March 1, 2015, we entered into a lease agreement for short-term office space in New York, NY. The term of the lease is month-to-month and may be terminated upon twenty-one (21) days’ notice. The basic rent payment is $1,400 per month and we paid a $2,100 security deposit in connection with entering into the lease. Effective December 1, 2015, we amended our lease agreement for the short-term office space in New York, NY. The term of the lease remains month-to-month and may still be terminated with twenty-one (21) days’ notice. The basic rent payment increased to $2,400 per month and we paid an additional $1,500 security deposit in connection with the amended lease.

NET LOSS PER SHARE

NET LOSS PER SHARE	3 Months Ended
	May 31, 2016
Accounting Policies [Abstract]
NET LOSS PER SHARE	Basic net loss per common share is computed based on the weighted average number of common shares outstanding during the period. Restricted shares issued with vesting condition that have not been met at the end of the period are excluded from the computation of the weighted average shares. As of May 31, 2016 and 2015, 21,951 and 29,188 restricted shares of common stock, respectively, were excluded from the computation of the weighted average shares. Diluted net loss per common share is calculated giving effect to all dilutive potential common shares that were outstanding during the period. Diluted potential common shares generally consist of incremental shares issuable upon exercise of stock options and warrants, shares issuable from convertible securities, and unvested restricted shares. When dilutive, warrants classified as liabilities are included in the potential common shares and any change in fair value of the warrant for the period presented is excluded from the net loss. For the periods ended May 31, 2016 and 2015, the liability warrants were not dilutive. In computing diluted loss per share for the periods ended May 31, 2016 and 2015, no effect has been given to the common shares issuable at the end of the period upon the conversion or exercise of the following securities as their inclusion would have been anti-dilutive: May 31, 2016 May 31, 2015 Stock options 526,976 273,467 Warrants 967,934 789,465 Preferred stock 1,906,404 472,192 Total 3,401,314 1,535,124

DESCRIPTION OF BUSINESS AND G16

DESCRIPTION OF BUSINESS AND GOING CONCERN (Policies)	3 Months Ended
	May 31, 2016
Description Of Business And Going Concern Policies
Basis of Presentation	The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, MetaStat Biomedical, Inc., a Delaware corporation and all significant intercompany balances have been eliminated by consolidation. These interim unaudited financial statements have been prepared in conformity with generally accepted accounting principles (“GAAP”) in the United States and should be read in conjunction with, the Company’s audited consolidated financial statements and related footnotes for the year ended February 29, 2016 included in the Company’s Annual Report on Form 10-K as filed with the United States Securities and Exchange Commission (“SEC”) on May 31, 2016. These unaudited 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 May 31, 2016 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.
Reverse Stock Split	On October 8, 2015, the Company effected a 1-for-15 reverse stock split of our common stock, whereby every 15 shares of issued and outstanding common stock became 1 share of newly issued and outstanding common stock. The reverse stock split was approved by the Company's stockholders at a special stockholders meeting on June 22, 2015. The purpose of the reverse stock split was to qualify for the minimum stock price listing requirement for a planned up-listing to a national securities exchange including the NASDAQ Capital Market or NYSE Market. All reference in the document to the number of shares, price per share and weighted average number of shares outstanding of the Company's common stock prior to the reverse stock split have been adjusted to reflect the reverse stock split on a retroactive basis.
Going Concern	The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has experienced net losses and negative cash flows from operations since its inception. The Company has sustained cumulative losses of $24,597,117 as of May 31, 2016, has a negative working capital and has not generated revenues or positive cash flows from operations. 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 its business and operations and 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. Subsequent to May 31, 2016, the Company completed a second and final closing of the 2016 Unit Private Placement (as defined in Note 3), whereby the Company issued an aggregate of 29.5 units for 147,500 shares of common stock and five-year common stock purchase warrants to purchase 73,750 shares of common stock with an exercise price of $3.00 per share for aggregate gross proceeds of $295,000 and net proceeds of $263,778. Following the first and second closings of the 2016 Unit Private Placement, the Company received net proceeds of approximately $390,000 after deducting placement agent fees and other offering expenses, including legal expenses. See Note 10 – Subsequent Events for more details on this transaction.

STOCK OPTIONS (Tables)

STOCK OPTIONS (Tables)	3 Months Ended
	May 31, 2016
Stock Options Tables
Weighted average inputs to the Black-Scholes model used to value the stock options granted	The weighted average inputs to the Black-Scholes model used to value the stock options granted during the three months ended May 31, 2016 and 2015 are as follows: May 31, 2016 May 31, 2015 Expected volatility 100 % 123 % Expected dividend yield 0.00 % 0.00 % Risk-free interest rate 1.65 % 1.88 % Expected Term 6.00 years 6.08 years
Common stock options issued and outstanding	The following table summarizes common stock options issued and outstanding: Options Weighted average exercise price Aggregate intrinsic value Weighted average remaining contractual life (years) Outstanding at February 29, 2016 426,976 $ 14.45 $ - 7.98 Granted 100,000 2.19 - - Exercised - - - - Forfeited - - - - Expired - - - - Outstanding and expected to vest at May 31, 2016 526,976 $ 12.12 $ - 8.16 Exercisable at May 31, 2016 214,243 $ 18.28 $ - 6.63
Exercisable and unexercisable stock options	The following table breaks down exercisable and unexercisable common stock options by exercise price as of May 31, 2016: Exercisable Unexercisable Number of Options Exercise Price Weighted Average Remaining Life (years) Number of Options Exercise Price Weighted Average Remaining Life (years) - $ 2.19 - 100,000 $ 2.19 9.99 13,875 $ 3.55 9.68 41,625 $ 3.55 9.68 1,068 $ 8.10 8.67 - $ 8.10 - 75,003 $ 8.25 4.36 106, $ 8.25 9.00 52,434 $ 10.20 5.61 - $ 10.20 - 3,334 $ 11.25 8.97 3,333 $ 11.25 8.97 8,890 $ 16.50 8.38 31,110 $ 16.50 8.38 14,735 $ 22.50 8.16 30,000 $ 22.50 7.55 44,904 $ 48.75 6.85 - $ 48.75 - 214,243 $ 18.28 6.63 312,733 $ 7.91 9.21

WARRANTS (Tables)

WARRANTS (Tables)	3 Months Ended
	May 31, 2016
Warrants Tables
Warrants issued and outstanding	The following table summarizes common stock purchase warrants issued and outstanding: Warrants Weighted average exercise price Aggregate intrinsic value Weighted average remaining contractual life (years) Outstanding at February 29, 2016 913,514 $ 14.56 $ - 3.14 Granted 69,092 3.69 - - Cancelled 14,672 21.00 - - Outstanding at May 31, 2016 967,934 $ 12.84 $ - 3.08
Warrants exercisable	Warrants exercisable at May 31, 2016 are: Exercise Prices Number of shares Weighted average remaining life (years) Exercisable number of shares $ 2.00 89,095 4.45 89,095 $ 2.20 43,636 4.70 43,636 $ 3.00 60,000 4.99 60,000 $ 8.25 39,468 3.93 39,468 $ 10.20 14,668 0.46 14,668 $ 10.50 344,005 3.84 344,005 $ 13.65 99,826 0.67 99,826 $ 15.00 556 4.00 556 $ 18.75 695 4.00 695 $ 21.00 23,334 0.75 23,334 $ 22.50 219,754 2.05 219,754 $ 31.50 29,830 1.87 29,830 $ 37.50 1,733 1.62 1,733 $ 45.00 1,334 0.67 1,334 967,934 3.08 967,934

NOTE PAYABLE (Tables)

NOTE PAYABLE (Tables)	3 Months Ended
	May 31, 2016
Note Payable Tables
Summary of notes payable	The following table summarizes the notes payable: Note Payable Discount Voluntary Exchange Feature Note Payable, Net February 29, 2016 balance $ 1,800,000 $ (743,282 ) $ 476,402 $ 1,533,120 Issuance of Note 150,000 (74,932 ) 32,497 107,565 Amortization of debt discount - 279,593 - 279,593 Change in value - - 53,999 53,999 May 31, 2016 balance $ 1,950,000 $ (538,621) $ 562,898 $ 1,974,277
Fair value measurements	Note Payable Warrants Series B Warrants Total Fair value at February 29, 2016 $ 188,351 $ 46,110 $ 234,461 Additions 15,225 - 15,225 Change in fair value: 31,636 2,856 34,492 Fair value at May 31, 2016 $ 235,212 $ 48,966 $ 284,178

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	3 Months Ended
	May 31, 2016
Fair Value Disclosures [Abstract]
Changes in the estimated fair value for our Level 3 classified derivative warrant liability and put exchange feature liability	Note Payable Warrants Series B Warrants Total Fair value at February 29, 2016 $ 188,351 $ 46,110 $ 234,461 Additions 15,225 - 15,225 Change in fair value: 31,636 2,856 34,492 Fair value at May 31, 2016 $ 235,212 $ 48,966 $ 284,178

EQUIPMENT (Tables)

EQUIPMENT (Tables)	3 Months Ended
	May 31, 2016
Property, Plant and Equipment [Abstract]
Equipment	Equipment consists of the following: Estimated Useful Lives May 31, 2016 February 29, 2016 Research equipment 7 years $ 590,373 $ 590,373 Computer equipment 5 years 76,075 76,075 666,448 666,448 Accumulated depreciation and amortization (193,162 ) (169,396 ) Equipment, net $ 473,286 $ 497,052

NET LOSS PER SHARE (Tables)

NET LOSS PER SHARE (Tables)	3 Months Ended
	May 31, 2016
Accounting Policies [Abstract]
Anti-dilutive securities	In computing diluted loss per share for the periods ended May 31, 2016 and 2015, no effect has been given to the common shares issuable at the end of the period upon the conversion or exercise of the following securities as their inclusion would have been anti-dilutive: May 31, 2016 May 31, 2015 Stock options 526,976 273,467 Warrants 967,934 789,465 Preferred stock 1,906,404 472,192 Total 3,401,314 1,535,124

DESCRIPTION OF BUSINESS AND G23

DESCRIPTION OF BUSINESS AND GOING CONCERN (Details Narrative) - USD ($)	3 Months Ended
	May 31, 2016	Feb. 29, 2016
Description Of Business And Going Concern Policies
Date of incorporation	Mar. 28, 2007
State of incorporation	Nevada
Stock split	1-for-15
Going Concern
Accumulated deficit	$ (24,597,117)	$ (23,377,328)

CAPITAL STOCK (Details Narrativ

CAPITAL STOCK (Details Narrative) - USD ($)	3 Months Ended
	May 31, 2016	May 31, 2015	Feb. 29, 2016
Par value of shares	$ .0001		$ 0.0001
Authorized shares of common stock	150,000,000		150,000,000
Dividend payable	$ 49,283		$ 48,317
Series B Preferred Stock [Member]
Authorized shares of preferred stock	1,000		1,000
Stated value per share	$ 0.0001		$ 0.0001
Preferred issued for payment of dividends	13.1771	4.818
Preferred B issued for dividends, Amount	$ 72,475	$ 26,498
Liquidation preference	$ 3,700,000		$ 3,700,000
Series A Preferred Stock [Member]
Authorized shares of preferred stock	1,000,000		1,000,000
Stated value per share	$ .0001		$ 0.0001

EQUITY ISSUANCES (Details Narra

EQUITY ISSUANCES (Details Narrative) - $ / shares	3 Months Ended
	May 31, 2016	May 31, 2015
Equity [Abstract]
Common stock issued for services	25,000	21,334
Common stock issued for services, per share	$ 46,250	$ 133,406

STOCK OPTIONS (Details)

STOCK OPTIONS (Details) - Option [Member]	3 Months Ended
	May 31, 2016	May 31, 2015
Expected volatility	100.00%	123.00%
Expected dividend yield	0.00%	0.00%
Risk-free interest rate	1.65%	1.88%
Expected Term	6 years	6 years 29 days

STOCK OPTIONS (Details 1)

STOCK OPTIONS (Details 1) - Option [Member]	3 Months Ended
	May 31, 2016USD ($)$ / sharesshares
Options Outstanding
Outstanding at Beginning of Period | shares	426,976
Granted | shares	100,000
Exercised | shares	0
Forfeited | shares	0
Expired | shares	0
Outstanding and expected to vest at End of Period | shares	526,976
Options exercisable | shares	214,243
Weighted Average Exercise Price
Outstanding at Beginning of Period | $ / shares	$ 14.45
Granted | $ / shares	2.19
Exercised | $ / shares	0
Forfeited | $ / shares	0
Expired | $ / shares	0
Outstanding and expected to vest at End of Period | $ / shares	12.12
Exercisable at End of period | $ / shares	$ 18.28
Outstanding at Beginning of Period | $	$ 0
Outstanding and expected to vest at End of Period | $	0
Exercisable at End of period | $	$ 0
Weighted Average Remaining Contractual Term
Outstanding and expected to vest at Beginning of Period	7 years 11 months 23 days
Outstanding and expected to vest at End of Period	8 years 1 month 28 days
Exercisable at End of period	6 years 7 months 17 days

STOCK OPTIONS (Details 2)

STOCK OPTIONS (Details 2) - Option [Member]	3 Months Ended
	May 31, 2016$ / sharesshares
Options exercisable | shares	214,243
Exercise Price | $ / shares	$ 18.28
Weighted Average Remaining Life (years)	6 years 7 months 17 days
Exercisable | Exercise Price 1
Options exercisable | shares	0
Exercise Price | $ / shares	$ 2.19
Weighted Average Remaining Life (years)	0 years
Exercisable | Exercise Price 2
Options exercisable | shares	13,875
Exercise Price | $ / shares	$ 3.55
Weighted Average Remaining Life (years)	9 years 8 months 5 days
Exercisable | Exercise Price 3
Options exercisable | shares	1,068
Exercise Price | $ / shares	$ 8.1
Weighted Average Remaining Life (years)	8 years 8 months 1 day
Exercisable | Exercise Price 4
Options exercisable | shares	75,003
Exercise Price | $ / shares	$ 8.25
Weighted Average Remaining Life (years)	4 years 4 months 10 days
Exercisable | Exercise Price 5
Options exercisable | shares	52,434
Exercise Price | $ / shares	$ 10.2
Weighted Average Remaining Life (years)	5 years 7 months 10 days
Exercisable | Exercise Price 6
Options exercisable | shares	3,334
Exercise Price | $ / shares	$ 11.25
Weighted Average Remaining Life (years)	8 years 11 months 19 days
Exercisable | Exercise Price 7
Options exercisable | shares	8,890
Exercise Price | $ / shares	$ 16.5
Weighted Average Remaining Life (years)	8 years 4 months 17 days
Exercisable | Exercise Price 8
Options exercisable | shares	14,735
Exercise Price | $ / shares	$ 22.5
Weighted Average Remaining Life (years)	8 years 1 month 28 days
Exercisable | Exercise Price 9
Options exercisable | shares	44,904
Exercise Price | $ / shares	$ 48.75
Weighted Average Remaining Life (years)	6 years 10 months 6 days
Exercisable | Exercise Price 10
Options exercisable | shares	214,243
Exercise Price | $ / shares	$ 18.28
Weighted Average Remaining Life (years)	6 years 7 months 17 days
Unexercisable | Exercise Price 1
Number of Options | shares	100,000
Exercise Price | $ / shares	$ 2.19
Weighted Average Remaining Life (years)	9 years 11 months 26 days
Unexercisable | Exercise Price 2
Number of Options | shares	41,625
Exercise Price | $ / shares	$ 3.55
Weighted Average Remaining Life (years)	9 years 8 months 5 days
Unexercisable | Exercise Price 3
Number of Options | shares	0
Exercise Price | $ / shares	$ 8.1
Weighted Average Remaining Life (years)	0 years
Unexercisable | Exercise Price 4
Number of Options | shares	106
Exercise Price | $ / shares	$ 8.25
Weighted Average Remaining Life (years)	9 years
Unexercisable | Exercise Price 5
Number of Options | shares	0
Exercise Price | $ / shares	$ 10.2
Weighted Average Remaining Life (years)	0 years
Unexercisable | Exercise Price 6
Number of Options | shares	3,333
Exercise Price | $ / shares	$ 11.25
Weighted Average Remaining Life (years)	8 years 11 months 19 days
Unexercisable | Exercise Price 7
Number of Options | shares	31,110
Exercise Price | $ / shares	$ 16.5
Weighted Average Remaining Life (years)	8 years 4 months 17 days
Unexercisable | Exercise Price 8
Number of Options | shares	30,000
Exercise Price | $ / shares	$ 22.5
Weighted Average Remaining Life (years)	7 years 6 months 18 days
Unexercisable | Exercise Price 9
Number of Options | shares	0
Exercise Price | $ / shares	$ 48.75
Weighted Average Remaining Life (years)	0 years
Unexercisable | Exercise Price 10
Number of Options | shares	312,733
Exercise Price | $ / shares	$ 7.91
Weighted Average Remaining Life (years)	9 years 2 months 16 days

STOCK OPTIONS (Details Narrativ

STOCK OPTIONS (Details Narrative) - USD ($)	3 Months Ended
	May 31, 2016	May 31, 2015
Stock based compensation expense	$ 119,086	$ 207,112
General and Administrative Expense [Member]
Stock based compensation expense		87,628
Research and Development Expense [Member]
Stock based compensation expense		$ 17,208
Option [Member]
Stock based compensation expense	104,836
Unrecognized compensation expense, expected to vest	$ 353,000
Period for compensation expense recognition	1 year 5 months 4 days

WARRANTS (Details)

WARRANTS (Details) - Stock Warrants [Member]	3 Months Ended
	May 31, 2016USD ($)$ / sharesshares
Warrants Outstanding
Outstanding at Beginning of Period | shares	913,514
Granted | shares	69,092
Cancelled | shares	14,672
Outstanding at End of Period | shares	967,934
Weighted Average Exercise Price
Outstanding at Beginning of Period | $ / shares	$ 14.56
Granted | $ / shares	3.69
Cancelled | $ / shares	21
Outstanding at End of Period | $ / shares	$ 12.84
Average Intrensic Value
Outstanding at Beginning of Period | $	$ 0
Outstanding at End of Period | $	$ 0
Weighted Average Remaining Contractual Term
Outstanding at Beginning of Period	3 years 1 month 20 days
Outstanding at End of Period	3 years 29 days

WARRANTS (Details 1)

WARRANTS (Details 1) - Warrants [Member]	3 Months Ended
	May 31, 2016$ / sharesshares
Number of shares	967,934
Weighted average remaining life (years)	3 years 29 days
Exercisable number of shares	967,934
Exercise Price 1
Exercise prices | $ / shares	$ 2
Number of shares	89,095
Weighted average remaining life (years)	4 years 5 months 12 days
Exercisable number of shares	89,095
Exercise Price 2
Exercise prices | $ / shares	$ 2.2
Number of shares	43,636
Weighted average remaining life (years)	4 years 8 months 12 days
Exercisable number of shares	43,636
Exercise Price 3
Exercise prices | $ / shares	$ 3
Number of shares	60,000
Weighted average remaining life (years)	4 years 11 months 26 days
Exercisable number of shares	60,000
Exercise Price 4
Exercise prices | $ / shares	$ 8.25
Number of shares	39,468
Weighted average remaining life (years)	3 years 11 months 5 days
Exercisable number of shares	39,468
Exercise Price 5
Exercise prices | $ / shares	$ 10.2
Number of shares	14,668
Weighted average remaining life (years)	5 months 16 days
Exercisable number of shares	14,668
Exercise Price 6
Exercise prices | $ / shares	$ 10.5
Number of shares	344,005
Weighted average remaining life (years)	3 years 10 months 2 days
Exercisable number of shares	344,005
Exercise Price 7
Exercise prices | $ / shares	$ 13.65
Number of shares	99,826
Weighted average remaining life (years)	8 months 1 day
Exercisable number of shares	99,826
Exercise Price 8
Exercise prices | $ / shares	$ 15
Number of shares	556
Weighted average remaining life (years)	4 years
Exercisable number of shares	556
Exercise Price 9
Exercise prices | $ / shares	$ 18.75
Number of shares	695
Weighted average remaining life (years)	4 years
Exercisable number of shares	695
Exercise Price 10
Exercise prices | $ / shares	$ 21
Number of shares	23,334
Weighted average remaining life (years)	9 months
Exercisable number of shares	23,334
Exercise Price 11
Exercise prices | $ / shares	$ 22.5
Number of shares	219,754
Weighted average remaining life (years)	2 years 18 days
Exercisable number of shares	219,754
Exercise Price 12
Exercise prices | $ / shares	$ 31.5
Number of shares	29,830
Weighted average remaining life (years)	1 year 10 months 13 days
Exercisable number of shares	29,830
Exercise Price 13
Exercise prices | $ / shares	$ 37.5
Number of shares	1,733
Weighted average remaining life (years)	1 year 7 months 13 days
Exercisable number of shares	1,733
Exercise Price 14
Exercise prices | $ / shares	$ 45
Number of shares	1,334
Weighted average remaining life (years)	8 months 1 day
Exercisable number of shares	1,334

NOTE PAYABLE (Details)

NOTE PAYABLE (Details)	3 Months Ended
	May 31, 2016USD ($)
Note Payable
Note Payable, beginning of period	$ 1,800,000
Issuance of note	150,000
Amortization of debt discount	0
Change in value	0
Note payable, end of period	1,950,000
Discount [Member]
Note Payable
Note Payable, beginning of period	(743,282)
Issuance of note	(47,932)
Amortization of debt discount	279,593
Change in value	0
Note payable, end of period	(538,621)
Voluntary Exchange Feature [Member]
Note Payable
Note Payable, beginning of period	476,402
Issuance of note	32,497
Amortization of debt discount	0
Change in value	53,999
Note payable, end of period	562,898
NotePayable Net [Member]
Note Payable
Note Payable, beginning of period	1,533,120
Issuance of note	107,565
Amortization of debt discount	279,593
Change in value	53,999
Note payable, end of period	$ 1,974,277

NOTE PAYABLE (Details Narrative

NOTE PAYABLE (Details Narrative)	3 Months Ended
	May 31, 2016USD ($)
Amortization of debt discount	$ 0
Promissory Note
Note interest expense	138,003
Amortization of debt discount	114,003
Accrued interest	24,000
OID Note
Note interest expense	$ 165,590

FAIR VALUE MEASUREMENTS (Detail

FAIR VALUE MEASUREMENTS (Details)	3 Months Ended
	May 31, 2016USD ($)
Derivative Warrant Liability
Fair value of Level 3 derivative warrant liability, beginning of period	$ 234,461
Additions	15,225
Change in fair value:	34,492
Fair value at end of period	284,178
Put Exchange Feature Liability
Fair value of Level 3 derivative warrant liability, beginning of period	476,402
Additions	32,497
Change in fair value:	53,999
Fair value at end of period	562,898
Promissory Note
Fair value of Level 3 derivative warrant liability, beginning of period	339,979
Additions	0
Change in fair value:	28,676
Fair value at end of period	368,655
OID Note
Fair value of Level 3 derivative warrant liability, beginning of period	136,423
Additions	32,497
Change in fair value:	25,323
Fair value at end of period	194,243
Series B Preferred Stock [Member] | Warrants [Member]
Fair value of Level 3 derivative warrant liability, beginning of period	46,110
Additions	0
Change in fair value:	2,856
Fair value at end of period	48,966
Warrants [Member]
Fair value of Level 3 derivative warrant liability, beginning of period	188,351
Additions	15,225
Change in fair value:	31,636
Fair value at end of period	$ 235,212

EQUIPMENT (Details)

EQUIPMENT (Details) - USD ($)	3 Months Ended
	May 31, 2016	Feb. 29, 2016
Equipment, gross	$ 666,448	$ 666,448
Accumulated depreciation and amortization	(193,162)	(169,396)
Equipment, net	$ 473,286	497,052
Research Equipment [Member]
Estimated useful life	7 years
Equipment, gross	$ 590,373	590,373
Computer Equipment [Member]
Estimated useful life	5 years
Equipment, gross	$ 76,075	$ 76,075

EQUIPMENT (Details Narrative)

EQUIPMENT (Details Narrative) - USD ($)	3 Months Ended
	May 31, 2016	May 31, 2015
Depreciation	$ 23,766	$ 24,845
Research and Development Expense [Member]
Depreciation	20,126	21,160
General and Administrative Expense [Member]
Depreciation	$ 3,640	$ 3,685

NET LOSS PER SHARE (Details)

NET LOSS PER SHARE (Details) - shares	3 Months Ended
	May 31, 2016	May 31, 2015
Anti-dilutive securities	3,401,314	1,535,124
Stock Options [Member]
Anti-dilutive securities	26,976	273,467
Warrants [Member]
Anti-dilutive securities	967,934	789,465
Preferred Stock [Member]
Anti-dilutive securities	1,906,404	472,192

NET LOSS PER SHARE (Details Nar

NET LOSS PER SHARE (Details Narrative) - shares	3 Months Ended
	May 31, 2016	May 31, 2015
Anti-dilutive securities	3,401,314	1,535,124
Restricted Stock [Member]
Anti-dilutive securities	21,951	29,188