Innovus Pharmaceuticals 10-Q 14 Aug 18 2018 Q2 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	6 Months Ended
	Jun. 30, 2018	Aug. 09, 2018
Document And Entity Information [Abstract]
Entity Registrant Name	INNOVUS PHARMACEUTICALS, INC.
Entity Central Index Key	1,411,879
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Trading Symbol	INNV
Entity Common Stock, Shares Outstanding		207,169,412
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2018
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2,018

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
CURRENT ASSETS
Cash	$ 1,614,495	$ 1,564,859
Accounts receivable, net	287,350	68,259
Prepaid expense and other current assets	693,930	363,080
Inventories	2,229,183	1,725,698
Total Current Assets	4,824,958	3,721,896
Property and equipment, net	178,669	62,454
Deposits	20,881	20,881
Goodwill	952,576	952,576
Intangible assets, net	3,958,151	4,273,099
Total assets	9,935,235	9,030,906
CURRENT LIABILITIES
Accounts payable and accrued expenses	3,262,213	2,607,121
Accrued compensation	745,895	1,118,293
Deferred revenue and customer deposits	97,950	24,690
Accrued interest payable	22,168	3,648
Derivative liabilities - warrants	0	58,609
Contingent consideration	19,297	28,573
Short-term loan payable	132,197	65,399
Notes payable, net of debt discount of $612,615 and $437,355, respectively	1,816,396	1,239,296
Total current liabilities	6,096,116	5,145,629
Accrued compensation - less current portion	1,227,554	1,531,904
Contingent consideration - less current portion	1,440,906	1,450,430
Total non-current liabilities	2,668,460	2,982,334
Total liabilities	8,764,576	8,127,963
Commitments and contingencies
STOCKHOLDERS' EQUITY
Preferred stock: 7,500,000 shares authorized, at $0.001 par value, no shares issued and outstanding at June 30, 2018 and December 31, 2017, respectively	0	0
Common stock: 292,500,000 shares authorized, at $0.001 par value, 194,759,641 and 167,420,605 shares issued and outstanding at June 30, 2018 and December 31, 2017, respectively	194,759	167,421
Additional paid-in capital	40,226,248	36,375,359
Accumulated deficit	(39,250,348)	(35,639,837)
Total stockholders' equity	1,170,659	902,943
Total liabilities and stockholders’ equity	$ 9,935,235	$ 9,030,906

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Notes payable, discount, current	$ 612,615	$ 437,355
Preferred stock, shares authorized	7,500,000	7,500,000
Preferred stock, par value	$ .001	$ 0.001
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, shares authorized	292,500,000	292,500,000
Common stock, par value	$ 0.001	$ .001
Common stock, shares issued	194,759,641	167,420,605
Common stock, shares outstanding	194,759,641	167,420,605

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Net revenue:
Product sales, net	$ 6,970,312	$ 2,031,157	$ 11,512,338	$ 4,208,447
License revenues	2,577	7,500	5,155	7,500
Service revenue	155,648	0	155,648	0
Cooperative marketing revenue	183,636	0	183,636	0
Net revenue	7,312,173	2,038,657	11,856,777	4,215,947
Operating expense:
Cost of product sales	1,338,950	408,579	2,203,045	849,055
Research and development	22,605	15,063	33,892	18,246
Sales and marketing	5,528,886	1,555,736	8,830,670	3,243,087
General and administrative	1,919,301	1,185,435	3,615,322	2,889,098
Total operating expense	8,809,742	3,164,813	14,682,929	6,999,486
Loss from operations	(1,497,569)	(1,126,156)	(2,826,152)	(2,783,539)
Other income (expense):
Interest expense	(325,982)	(110,130)	(567,870)	(667,609)
Loss on extinguishment of debt	(38,587)	0	(294,272)	(304,828)
Other income (expense), net	266	(206)	375	(822)
Fair value adjustment for contingent consideration	21,644	98,979	18,799	126,154
Change in fair value of derivative liabilities	0	3,463	0	(48,193)
Total other expense, net	(342,659)	(7,894)	(842,968)	(895,298)
Net loss	$ (1,840,228)	$ (1,134,050)	$ (3,669,120)	$ (3,679,837)
Net loss per share of common stock - basic and diluted	$ (0.01)	$ (0.01)	$ (0.02)	$ (0.02)
Weighted average number of shares of common stock outstanding - basic and diluted	205,106,912	159,997,395	196,070,469	147,617,064

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Cash flows from operating activities
Net loss	$ (3,669,120)	$ (3,679,837)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation & amortization	18,617	5,420
(Recovery of) Allowance for doubtful accounts	(179)	4,276
Common stock, restricted stock units and stock options issued to employees, board of directors and consultants for compensation and services	225,230	742,301
Loss on extinguishment of debt	294,272	304,828
Change in fair value of contingent consideration	(18,799)	(126,154)
Change in fair value of derivative liabilities	0	48,193
Amortization of debt discount	534,092	601,348
Amortization of intangible assets	314,948	315,198
Changes in operating assets and liabilities, net of acquisition amounts:
Accounts receivable	(218,912)	8,151
Prepaid expense and other current assets	(330,850)	88,452
Inventories	(503,485)	13,401
Accounts payable and accrued expenses	473,879	406,501
Accrued compensation	(676,748)	276,946
Accrued interest payable	23,063	(14,085)
Deferred revenue and customer deposits	73,260	35,769
Net cash used in operating activities	(3,460,733)	(969,292)
CASH FLOWS USED IN INVESTING ACTIVITIES
Purchase of property & equipment	(134,832)	(8,048)
Net cash used in investing activities	(134,832)	(8,048)
CASH FLOWS FROM FINANCING ACTIVITIES
Payments on short-term loans payable	(58,202)	0
Proceeds from short-term loans payable	125,000	0
Proceeds from notes payable	1,872,500	150,000
Payments on notes payable	(1,132,848)	(138,958)
Proceeds from stock option and warrant exercises	2,838,751	2,894
Proceeds from sale of common stock and warrants, net of offering costs	0	3,307,773
Payments on convertible debentures	0	(1,222,422)
Prepayment penalty on extinguishment of convertible debentures	0	(127,247)
Net cash provided by (used in) financing activities	3,645,201	1,972,040
Net change in cash	49,636	994,700
Cash at beginning of period	1,564,859	829,933
Cash at end of period	1,614,495	1,824,633
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for income taxes	0	5,600
Cash paid for interest	2,157	80,344
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING & FINANCING ACTIVITIES:
Common stock issued for conversion of convertible debentures and accrued interest	331,667	350,610
Reclassification of the fair value of the embedded conversion features from derivative liability to additional paid-in capital upon conversion	0	203,630
Relative fair value of common stock issued in connection with notes payable recorded as debt discount	292,129	44,217
Fair value of non-forfeitable common stock issued to consultant included in accounts payable and accrued expense	0	360,000
Offering costs in connection with warrant exercises included in accounts payable and accrued expense	181,213	0
Cumulative adjustment to accumulated deficit for the fair value of the warrant derivative liability upon adoption of ASU 2017-11 on January 1, 2018	58,609	0
Issuance of shares of common stock for vested restricted stock units	0	92
Fair value of common stock issued for prepayment of future royalties due under the CRI License Agreement included in prepaid expense and other current assets	0	44,662
Fair value of common stock issued as financing fees in connection with notes payable recorded as debt discount	$ 122,500	$ 0

ORGANIZATION AND SUMMARY OF SIG

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Organization Innovus Pharmaceuticals, Inc., together with its subsidiaries (collectively referred to as “Innovus”, “we”, “our”, “us” or the “Company”) is a Nevada formed, San Diego, California-based emerging commercial stage pharmaceutical company delivering over-the-counter medicines and consumer care products for men’s and women’s health and respiratory diseases. We generate revenue from 31 commercial products in the United States, including 12 of these commercial products in multiple countries around the world through our 16 international commercial partners. While we generate revenue from the sale of our commercial products, most revenue is currently generated by UriVarx®, Apeaz®, Vesele®, Diabasens™, Sensum+®, ProstaGorx®, Zestra®, Zestra® Glide, RecalMax™, FlutiCare®, AllerVarx®, ArthriVarx®, Xyralid®, PEVarx®, and Beyond Human® Testosterone Booster and related products. Pipeline Products GlucoGorx™ Supplement, Glucometer, Lancing Device and GlucoGorx™ Strips combination of herbs and nutrients designed to balance and maintain healthy blood sugar levels. Musclin™ ™ Generally Recognized As Safe (“ ™ transient receptor potential cation channel, subfamily V, member 3 ( Regenerum™ In addition to the above listed product pipeline, we are continuously looking to add additional drugs, supplements and medical devices to our pipeline. Change in Accounting Principle On January 1, 2018, we adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2017-11, Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features Basis of Presentation and Principles of Consolidation The condensed consolidated balance sheet as of December 31, 2017, which has been derived from audited consolidated financial statements, and these unaudited condensed consolidated financial statements have been prepared by management in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”), and include all assets, liabilities, revenues and expenses of the Company and its wholly owned subsidiaries: FasTrack Pharmaceuticals, Inc., Semprae Laboratories, Inc. (“Semprae”) and Novalere, Inc. (“Novalere”). All material intercompany transactions and balances have been eliminated. These interim unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2017. Certain information required by U.S. GAAP has been condensed or omitted in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). The results for the period ended June 30, 2018 are not necessarily indicative of the results to be expected for the entire fiscal year ending December 31, 2018 or for any future period. Use of Estimates The preparation of these condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Such management estimates include the allowance for doubtful accounts, sales returns and chargebacks, realizability of inventories, valuation of deferred tax assets, goodwill and intangible assets, valuation of contingent acquisition consideration, recoverability of long-lived assets and goodwill and the valuation of equity-based instruments. We base our estimates on historical experience and various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ from these estimates under different assumptions or conditions. Liquidity Our operations have been financed primarily through proceeds from convertible debentures and notes payable, sales of our common stock and revenue generated from our products domestically and internationally by our partners. These funds have provided us with the resources to operate our business, sell and support our products, attract and retain key personnel and add new products to our portfolio. We have experienced net losses and negative cash flows from operations each year since our inception. As of June 30, 2018, we had an accumulated deficit of $39,250,348 and a working capital deficit of $1,271,158. During the six months ended June 30, 2018, we received net cash proceeds of $2.7 million from the exercise of warrants (see Note 8). Additionally, during the period we raised $1,872,500 in gross proceeds from the issuance of notes payable to six investors (see Note 6). We have also issued equity securities in certain circumstances to pay for services from vendors and consultants. As of June 30, 2018, we had $1,614,495 and as of August 9, 2018 we had $1,902,307 in cash. During the six months ended June 30, 2018, we had net cash used in operating activities of $3.5 million. We expect that our existing capital resources, together with revenue from sales of our products and upcoming sales milestone payments from the commercial partners signed for our products will be sufficient to allow us to continue our operations, commence the product development process and launch selected products through at least the next 12 months. In addition, our CEO, who is also a significant shareholder, has deferred the remaining payment of his salary earned through June 30, 2016 totaling $1,227,554 and has agreed to refrain from receipt of any funds which may jeopardize the ability of the Company to operate. Our actual needs will depend on numerous factors, including timing of introducing our products to the marketplace, our ability to attract additional international distributors for our products and our ability to in-license in non-partnered territories and/or develop new product candidates. Although no assurances can be given, we currently intend to raise additional capital through the sale of debt or equity securities to provide additional working capital, pay for further expansion and development of our business, and to meet current obligations. Such capital may not be available to us when we need it or on terms acceptable to us, if at all. Fair Value Measurement Our financial instruments are cash, accounts receivable, accounts payable, accrued liabilities, contingent consideration and debt. The recorded values of cash, accounts receivable, accounts payable and accrued liabilities approximate their fair values based on their short-term nature. The fair value of the contingent acquisition consideration is based upon the present value of expected future payments under the terms of the agreements and is a Level 3 measurement (see Note 4). Based on borrowing rates currently available to us, the carrying values of the notes payable and short-term loans payable approximate their respective fair values. We follow a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest priority to measurements involving significant unobservable inputs (Level 3). The three levels of the fair value hierarchy are as follows: ● Level 1 measurements are quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access at the measurement date. ● Level 2 measurements are inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. ● Level 3 measurements are unobservable inputs. Concentration of Credit Risk, Major Customers and Segment Information Financial instruments that potentially subject us to significant concentrations of credit risk consist primarily of cash and accounts receivable. Cash held with financial institutions may exceed the amount of insurance provided by the Federal Deposit Insurance Corporation on such deposits. Accounts receivable consist primarily of sales to U.S. based retailers and Ex-U.S. partners. We also require a percentage of payment in advance for product orders with our larger partners. We perform ongoing credit evaluations of our customers and generally do not require collateral. Revenues consist primarily of product sales and licensing rights to market and commercialize our products. We have no customers that accounted for 10% or more of our total net revenue during the six months ended June 30, 2018 and 2017. As of June 30, 2018 and December 31, 2017, two customers and four customers accounted for 81% and 72% of total net accounts receivable of $287,350 and $68,259, respectively. Our operations are currently located in the U.S. and 83% and 86% of our product sales are currently within the U.S and 14% and 12% of our product sales are sold in Canada for the three and six months ended June 30, 2018, respectively. The balance of the sales are to various other countries, none of which is 10% or greater. With the recent launch of our direct Canadian sales and continuous expansion of our sales into other countries, we expect the percentage of our Ex-US sales to grow potentially to over 20%. See Note 2 for more details. We operate our business on the basis of a single reportable segment, which is the business of delivering over-the-counter medicines and consumer care products for men’s and women’s health and respiratory diseases. Our chief operating decision-maker is the Chief Executive Officer, who evaluates us as a single operating segment. Revenue Recognition On January 1, 2018, we adopted FASB Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers . We reviewed all contracts at the date of initial application and elected to use the modified retrospective transition method, where the cumulative effect of the initial application is recognized as an adjustment to opening retained earnings at January 1, 2018. Therefore, comparative prior periods have not been adjusted and continue to be reported under FASB ASC Topic 605, Revenue Recognition Our principal activities from which we generate our revenue are product sales. Revenue is measured based on consideration specified in a contract with a customer. A contract with a customer exists when we enter into an enforceable contract with a customer. The contract is based on either the acceptance of standard terms and conditions on the websites for e-commerce customers and via telephone with our third-party call center for our print media and direct mail customers, or the execution of terms and conditions contracts with retailers and wholesalers. These contracts define each party's rights, payment terms and other contractual terms and conditions of the sale. Consideration is typically paid prior to shipment via credit card or check when our products are sold direct to consumers or approximately 30 days from the time control is transferred when sold to wholesalers, distributors and retailers. We apply judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience and, in some circumstances, published credit and financial information pertaining to the customer. A performance obligation is a promise in a contract to transfer a distinct product to the customer, which for us is transfer of over-the-counter drug and consumer care products to our customers. Performance obligations promised in a contract are identified based on the goods that will be transferred to the customer that are both capable of being distinct and are distinct in the context of the contract, whereby the transfer of the goods is separately identifiable from other promises in the contract. We have concluded the sale of bottled finished goods and related shipping and handling are accounted for as the single performance obligation. The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when or as the customer receives the benefit of the performance obligation. The transaction price is determined based on the consideration to which we will be entitled to receive in exchange for transferring goods to the customer. We issue refunds to e-commerce and print media customers, upon request, within 30 days of delivery. We estimate the amount of potential refunds at each reporting period using a portfolio approach of historical data, adjusted for changes in expected customer experience, including seasonality and changes in economic factors. For retailers, distributors and wholesalers, we do not offer a right of return or refund and revenue is recognized at the time products are shipped to customers. In all cases, judgment is required in estimating these reserves. Actual claims for returns could be materially different from the estimates. The estimated reserve for sales returns and allowances, which is included in accounts payable and accrued expense, was approximately $211,000 and $53,000 at June 30, 2018 and December 31, 2017, respectively. We recognize revenue when we satisfy a performance obligation in a contract by transferring control over a product to a customer when product is shipped. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by us from a customer, are excluded from revenue. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfillment cost and are included in cost of product sales. We enter into exclusive distributor and license agreements that are within the scope of ASC Topic 606. The license agreements we enter into normally generate three separate components of revenue: (1) an initial nonrefundable payment due on signing or when certain specific conditions are met; (2) royalties that are earned on an ongoing basis as sales are made or a pre-agreed transfer price; and (3) sales-based milestone payments that are earned when cumulative sales reach certain levels. Revenue from the initial nonrefundable payments or licensing fee is recognized when all required conditions are met. If the consideration for the initial license fee is for the right to sell the licensed product in the respective territory with no other required conditions to be met, such type of nonrefundable license fee arrangement for the right to sell the licensed product in the territory is recognized ratably over the term of the license agreement. For arrangements with licenses that include sales-based royalties, including sales-based milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, we recognize royalty revenue and sales-based milestones at the later of (i) when the related sales occur, or (ii) when the performance obligation to which the royalty has been allocated has been satisfied. The achievement of the sales-based milestone underlying the payment to be received predominantly relates to the licensee’s performance of future commercial activities. Advertising Expense Advertising costs, which primarily includes print and online media advertisements, are expensed as incurred and are included in sales and marketing expense in the accompanying condensed consolidated statements of operations. Advertising costs were approximately $4,534,000 and $1,255,000 and $7,172,000 and $2,613,000 for the three and six months ended June 30, 2018 and 2017, respectively. Net Loss per Share Basic net loss per share is computed by dividing net loss by the weighted average number of common shares outstanding and vested but deferred RSUs during the period presented. Diluted net loss per share is computed using the weighted average number of common shares outstanding and vested plus deferred RSUs during the periods plus the effect of dilutive securities outstanding during the periods. For the three and six months ended June 30, 2018 and 2017, basic net loss per share is the same as diluted net loss per share as a result of our common stock equivalents being anti-dilutive. See Note 8 for more details. Recent Accounting Pronouncements In June 2018, the FASB issued Accounting Standards Update (“ASU”) 2018-07, Compensation – Stock Compensation (Topic 718) Improvements to Nonemployee Share-Based Payment Accounting In January 2017, the FASB issued Accounting Standards Update (“ASU”) 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business In February 2016, the FASB issued its new lease accounting guidance in ASU No. 2016-02, Leases (Topic 842) Revenue from Contracts with Customers

REVENUE

REVENUE	6 Months Ended
	Jun. 30, 2018
Revenue
REVENUE	Disaggregation of Revenue Our revenue is primarily from distinct fixed-price product sales in the over-the-counter drug and consumer care products market, to similar customers and channels utilizing similar types of contracts that are short term in nature (less than one year). During the six months ended June 30, 2018 we did recognize service revenue relating to sales, marketing, and fulfillment efforts performed for the benefit of one of our customers. Additionally, during the same period we recognized cooperative marketing revenue relating to the sale of certain distribution list to help offset the expenses we incur in obtaining such lists. We currently do not anticipate either of these revenue streams to become a significant portion of our revenues. The following is a table that presents product, service, and co-operative marketing sales, net by geographical area: For the Three Months Ended June 30, 2018 2017 United States $ 6,102,416 $ 2,007,697 Canada 1,048,302 3,820 All Other 158,878 19,640 Total Product, Service, Co-operative marketing sales, net $ 7,309,596 $ 2,031,157 For the Six Months Ended June 30, 2018 2017 United States 10,286,518 $ 4,114,748 Canada 1,401,974 9,925 All Other 163,130 83,774 Total Product, Service, Co-operative marketing sales, net $ 11,851,622 $ 4,208,447 All Other consists of Europe, Australia, Asia, and the Middle East.

LICENSE AGREEMENTS

LICENSE AGREEMENTS	6 Months Ended
	Jun. 30, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
LICENSE AGREEMENTS	In-License Agreements CRI In-License Agreement On April 19, 2013, the Company and Centric Research Institute (“CRI”) entered into an asset purchase agreement (the “CRI Asset Purchase Agreement”) pursuant to which we acquired: ● All of CRI’s rights in past, present and future Sensum+® product formulations and presentations, and ● An exclusive, perpetual license to commercialize Sensum+® products in all territories except for the United States. On June 9, 2016, the Company and CRI amended the CRI Asset Purchase Agreement (“Amended CRI Asset Purchase Agreement”) to provide us commercialization rights for Sensum+® in the U.S. through our Beyond Human ™ The CRI Asset Purchase Agreement also requires us to pay to CRI up to $7.0 million in cash milestone payments based on first achievement of annual Ex-U.S. net sales targets plus a royalty based on annual Ex-U.S. net sales. The obligation for these payments expires on April 19, 2023 or the expiration of the last of CRI’s patent claims covering the product or its use outside the U.S., whichever is sooner. No sales milestone obligations have been met and no royalties are owed to CRI under this agreement during the three and six months ended June 30, 2018 and 2017. In consideration for the Amended CRI Asset Purchase Agreement, we are required to pay CRI a percentage of the monthly net profit, as defined in the agreement, from our sales of Sensum+® in the U.S. through our Beyond Human ™ Out-License Agreements Acerus Pharmaceuticals Corporation Agreement On January 5, 2018, we entered into an exclusive ten-year license agreement with Acerus Pharmaceuticals Corporation, a Canadian company (“Acerus”), under which we granted to Acerus an exclusive license to market and sell UriVarx® in Canada. Under the agreement, we received a non-refundable upfront payment, we will be eligible to receive up to CAD $1.65 million (USD $1.28 million at March 31, 2018) in milestone payments based on Acerus achieving certain sales targets and we will sell UriVarx® to Acerus at an agreed-upon transfer price. Acerus also has minimum annual purchase requirements for UriVarx® during the term of the agreement. In the first quarter of 2018, we received an upfront payment totaling $78,105 (CAD $100,000) which is being recognized over the term of the ten-year license agreement. During the three and six months ended June 30, 2018, we recognized license revenue related to this agreement of $1,953 and $3,906, respectively. As of June 30, 2018, $74,200 of the upfront payment is included in deferred revenue and customer deposits in the accompanying condensed consolidated balance sheet. We believe the amount of the upfront payment received is reasonable compared to the amounts to be received upon obtainment of future minimum order quantities. During the three and six months ended June 30, 2018, we recognized revenue for the sale of products related to this agreement of $0 and $310,629, respectively. Lavasta Pharma FZ-LLC Agreement On January 18, 2018, we entered into an exclusive ten-year license agreement with Lavasta Pharma FZ-LLC, a Dubai company (“Lavasta”), under which we granted to Lavasta an exclusive license to market and sell ProstaGorx® in the Kingdom of Saudi Arabia, Algeria, Egypt, the United Arab Emirates, Lebanon, Jordan, Kuwait, Morocco, Tunisia, Bahrain, Oman, Qatar, and Turkey, among other countries. If any country in the territory under this agreement is ever listed on the U.S. Department of Treasury’s restricted OFAC List or other list of countries that a U.S. OTC pharma company cannot do business with, then such country shall be removed from the list of countries included in the territory in this agreement for such applicable restricted period. Under the agreement, we received a non-refundable upfront payment and we will sell products to Lavasta at an agreed-upon transfer price. Lavasta also has minimum annual purchase requirements for the products during the term of the agreement. During the first quarter of 2018, we received an upfront payment totaling $25,000 which is being recognized over the term of the ten-year license agreement. During the three and six months ended June 30, 2018, we recognized license revenue related to this agreement of $625 and $1,250, respectively. As of June 30, 2018, $23,750 of the upfront payment is included in deferred revenue and customer deposits in the accompanying condensed consolidated balance sheet. We believe the amount of the upfront payment received is reasonable compared to the amounts to be received upon obtainment of future minimum order quantities. During the three and six months ended June 30, 2018, we recognized revenue for the sale of products related to this agreement of $140,637. LI USA Co. Agreement On November 9, 2016, we entered into an exclusive ten-year license agreement with J&H Co. LTD, a South Korea company (“J&H”), under which we granted to J&H an exclusive license to market and sell our topical treatment for Female Sexual Interest/Arousal Disorder (“FSI/AD”) Zestra® and Zestra Glide® in South Korea. Under the agreement, J&H is obligated to order minimum annual quantities of Zestra® and Zestra Glide® totaling $2.0 million at a pre-negotiated transfer price per unit through March 2018. The minimum annual order quantities by J&H are to be made over a 12-month period following the approval of the product by local authorities and beginning upon the completion of the first shipment of product. Our partner recently received the approval to import the product and placed its first order in March 2017. During the three and six months ended June 30, 2018 and 2017, we recognized $0, $0, $82,300 and $60,000 in revenue for the sale of products related to this agreement, respectively, and thus J&H did not meet its minimum annual revenue quantities as described above. On October 26, 2017, the exclusive license and distributor rights under this agreement were assigned to LI USA Co., a U.S. company (“LI USA”), from J&H and LI USA is now the distributor under this agreement. All terms and conditions of the original agreement remain intact.

BUSINESS AND ASSET ACQUISITIONS

BUSINESS AND ASSET ACQUISITIONS	6 Months Ended
	Jun. 30, 2018
Business Combinations [Abstract]
BUSINESS AND ASSET ACQUISITIONS	Acquisition of Novalere in 2015 On February 5, 2015 (the “Closing Date”), we acquired the worldwide rights to market and sell the FlutiCare® brand (fluticasone propionate nasal spray) and the related third-party manufacturing agreement for the manufacturing of FlutiCare® (“Acquisition Manufacturer”) from Novalere FP. The OTC Abbreviated New Drug Application (“ANDA”) for fluticasone propionate nasal spray was filed at the end of 2014 by our third-party manufacturer and partner, who is currently selling the prescription version of the drug, with the FDA and the OTC ANDA is still subject to FDA approval. An ANDA is an application for a U.S. generic drug approval for an existing licensed medication or approved drug. A prescription ANDA (“RX ANDA”) is for a generic version of a prescription pharmaceutical and an OTC ANDA is for a generic version of an OTC pharmaceutical. Due to the delay in approval of the Acquisition Manufacturer’s OTC ANDA by the FDA, in May 2017, we announced a commercial relationship with a different third-party manufacturer (West-Ward Pharmaceuticals International Limited or “WWPIL”) who has an FDA approved OTC ANDA for fluticasone propionate nasal spray under which they have agreed to manufacture our FlutiCare® OTC product for sale in the U.S. (see Note 10). We currently still anticipate that the OTC ANDA filed in November 2014 by the Acquisition Manufacturer with the FDA may be approved in the fourth quarter of 2018. As we hold the worldwide rights to market and sell FlutiCare® under the manufacturing agreement with the Acquisition Manufacturer, we believe the agreement with the Acquisition Manufacturer will still provide us with the opportunity to market and sell FlutiCare® ex-U.S. and, if the OTC ANDA is approved by the FDA, a second source of supply within the U.S., if ever needed. The Novalere Stockholders are entitled to receive, if and when earned, earn-out payments (the “Earn-Out Payments”). For every $5.0 million in Net Revenue (as defined in the Merger Agreement) realized from the sales of FlutiCare® through the manufacturing agreement with the Acquisition Manufacturer, the Novalere Stockholders will be entitled to receive, on a pro rata basis, $500,000, subject to cumulative maximum Earn-Out Payments of $2.5 million. The Novalere Stockholders are only entitled to the Earn-Out Payments from the Acquisition Manufacturer’s OTC ANDA under review by the FDA and have no earn-out rights to the sales of FlutiCare® supplied by WWPIL under the commercial agreement entered into in May 2017. During the three and six months ended June 30, 2018 and 2017, there was an increase (decrease) in the estimated fair value of the remaining 138,859 ANDA consideration shares totaling $(1,366) and $400 and $2,944 and ($19,707), respectively, which is included in fair value adjustment for contingent consideration in the accompanying condensed consolidated statements of operations. The remaining 138,859 ANDA consideration shares not issuable yet will be issued upon FDA approval of the ANDA filed by the Acquisition Manufacturer and the estimated fair value of such remaining shares of $15,274 is included in contingent consideration in the accompanying condensed consolidated balance sheet at June 30, 2018. There was no change to the estimated fair value of the future earn-out payments of $1,248,125 during the three and six months ended June 30, 2018 and 2017. Purchase of Semprae Laboratories, Inc. in 2013 On December 24, 2013 (the “Semprae Closing Date”), we, through Merger Sub, obtained 100% of the outstanding shares of Semprae in exchange for the issuance of 3,201,776 shares of our common stock, which shares represented 15% of our total issued and outstanding shares as of the close of business on the Closing Date, whereupon Merger Sub was renamed Semprae Laboratories, Inc. We agreed to pay the former shareholders an annual royalty (“Royalty”) equal to 5% of the net sales from Zestra® and Zestra Glide® and any second-generation products derived primarily therefrom (“Target Products”) up until the time that a generic version of such Target Product is introduced worldwide by a third party. The agreement to pay the annual Royalty resulted in the recognition of a contingent consideration, which is recognized at the inception of the transaction, and subsequent changes to estimate of the amounts of contingent consideration to be paid will be recognized as charges or credits in the consolidated statement of operations. The fair value of the contingent consideration is based on preliminary cash flow projections, growth in expected product sales and other assumptions. During the three and six months ended June 30, 2018 and 2017, no amounts have been paid under this arrangement. The fair value of the expected royalties to be paid was decreased by $19,566 and $99,379 and $21,031 and $106,447 during the three and six months ended June 30, 2018 and 2017, respectively, which is included in the fair value adjustment for contingent consideration in the accompanying condensed consolidated statements of operations. The fair value of the contingent consideration was $200,571 and $221,602 at June 30, 2018 and December 31, 2017, respectively, based on the new estimated fair value of the consideration.

ASSETS AND LIABILITIES

ASSETS AND LIABILITIES	6 Months Ended
	Jun. 30, 2018
ASSETS
ASSETS AND LIABILITIES	Inventories Inventories consist of the following: June 30, December 31, 2018 2017 Raw materials and supplies $ 174,468 $ 164,469 Work in process 28,924 152,935 Finished goods 2,025,791 1,408,294 Total $ 2,229,183 $ 1,725,698 Intangible Assets Amortizable intangible assets consist of the following: June 30, 2018 Accumulated Useful Lives Amount Amortization Net Amount (years) Patent & Trademarks $ 417,597 $ (141,613 ) $ 275,984 7 – 15 Customer Contracts 611,119 (280,096 ) 331,023 10 Sensum+® License (from CRI) 234,545 (119,191 ) 115,354 10 Vesele® Trademark 25,287 (11,788 ) 13,499 8 Beyond Human® Website and Trade Name 222,062 (91,899 ) 130,163 5 – 10 Novalere Manufacturing Contract 4,681,000 (1,589,590 ) 3,091,410 10 Other Beyond Human® Intangible Assets 4,730 (4,012 ) 718 1 – 3 Total $ 6,196,340 $ (2,238,189 ) $ 3,958,151 December 31, 2017 Amount Accumulated Amortization Net Amount Useful Lives (years) Patent & Trademarks $ 417,597 $ (124,809 ) $ 292,788 7 – 15 Customer Contracts 611,119 (249,540 ) 361,579 10 Sensum+® License (from CRI) 234,545 (107,464 ) 127,081 10 Vesele® Trademark 25,287 (10,208 ) 15,079 8 Beyond Human® Website and Trade Name 222,062 (72,206 ) 149,856 5 – 10 Novalere Manufacturing Contract 4,681,000 (1,355,540 ) 3,325,460 10 Other Beyond Human® Intangible Assets 4,730 (3,474 ) 1,256 1 – 3 Total $ 6,196,340 $ (1,923,241 ) $ 4,273,099 Amortization expense for the three and six months ended June 30, 2018 and 2017 was $157,473 and $157,473 and $314,948 and $315,198, respectively. The following table summarizes the approximate expected future amortization expense as of June 30, 2017 for intangible assets: Remainder of 2018 $ 314,948 2019 629,001 2020 628,525 2021 599,596 2022 591,834 2023 558,150 Thereafter 636,097 $ 3,958,151 Prepaid Expense and Other Current Assets Prepaid expense and other current assets consist of the following: June 30, December 31, 2018 2017 Prepaid insurance $ 35,676 $ 109,990 Prepaid inventory 236,870 124,871 Prepaid rent 20,881 - Prepaid consulting and other expense 145,053 83,557 Prepaid CRI royalties (see Note 2) 44,662 44,662 Merchant account reserves 210,788 - Total $ 693,930 $ 363,080 Accounts Payable and Accrued Expense Accounts payable and accrued expense consist of the following: June 30, December 31, 2017 2017 Accounts payable $ 1,771,050 $ 2,305,884 Accrued credit card balances 210,529 72,719 Accrued royalties 132,326 132,326 Sales returns and allowances 211,124 52,904 Sales tax payable 259,558 - Deferred rent 149,203 - Accrued other 528,423 43,288 Total $ 3,262,213 $ 2,607,121

NOTES PAYABLE AND DEBENTURES -

NOTES PAYABLE AND DEBENTURES - NON-RELATED PARTIES	6 Months Ended
	Jun. 30, 2018
Notes Payable [Abstract]
NOTES PAYABLE AND DEBENTURES - NON-RELATED PARTIES	Notes Payable The following table summarizes the outstanding notes payable at June 30, 2018 and December 31, 2017: 2018 2017 Notes payable: February 2016 Note Payable $ - $ 54,984 September 2017 5% Note Payable - 165,000 October and December 2017 Notes Payable 333,333 1,066,667 December 2017 5% Note Payable 390,000 390,000 January and March 2018 Notes Payable 985,678 - February and March 2018 5% Notes Payable 720,000 - Total notes payable 2,429,011 1,676,651 Less: Debt discount (612,615 ) (437,355 ) Carrying value 1,816,396 1,239,296 Less: Current portion (1,816,396 ) (1,239,296 ) Notes payable, net of current portion $ - $ - The following table summarizes the future minimum payments as of June 30, 2018 for the notes payable: Remainder of 2018 $ 1,931,530 2019 497,481 $ 2,429,011 February 2016 Note Payable On February 24, 2016, the Company and SBI Investments, LLC, 2014-1 (“SBI”) entered into an agreement in which SBI loaned us gross proceeds of $550,000 pursuant to a purchase agreement, 20% secured promissory note and security agreement (“February 2016 Note Payable”), all dated February 19, 2016 (collectively, the “Finance Agreements”), to purchase substantially all of the assets of Beyond Human®. We began to pay principal and interest on the February 2016 Note Payable on a monthly basis beginning on March 19, 2016 for a period of 24 months and the monthly mandatory principal and interest payment amount thereunder is $28,209. The monthly amount was to be paid by us through a deposit account control agreement with a third-party bank in which SBI was permitted to take the monthly mandatory payment amount from all revenue received by us from the Beyond Human® assets in the transaction. The maturity date for the February 2016 Note Payable was February 19, 2018 and was repaid in full. September 2017 5% Note Payable On September 20, 2017, we entered into a securities purchase agreement with an unrelated third-party investor in which the investor loaned us gross proceeds of $150,000 pursuant to a 5% promissory note. The note has an Original Issue Discount (“OID”) of $15,000 and requires payment of $165,000 in principal upon maturity. The note bears interest at the rate of 5% per annum and the principal amount and interest were payable at maturity on May 20, 2018. In connection with the note, we issued the investor restricted shares of common stock totaling 895,000 shares. The fair value of the restricted shares of common stock issued was based on the market price of our common stock on the date of issuance of the note. The allocation of the proceeds received to the restricted shares of common stock based on their relative fair value and the OID resulted in us recording a debt discount of $70,169. The discount is being amortized to interest expense using the effective interest method over the term of the note. In April 2018, the Company elected to settle the September 2017 note payable outstanding principal and interest balance in exchange for 1,474,287 shares of common stock. The fair value of the shares of common stock issued was based on the market price of our common stock on the date of the securities exchange agreement and was determined to be $196,080. Due to the settlement of the principal and interest balance of $169,543 into shares of common stock, the transaction was recorded as a debt extinguishment and the fair value of the shares of common stock issued in excess of the settled principal and interest balance totaling $26,537 and the unamortized debt discount as of the date of settlement of $12,050 were recorded as a loss on debt extinguishment in the accompanying condensed consolidated statement of operations October and December 2017 Notes Payable On October 17, 2017, October 20, 2017 and December 4, 2017, we entered into a securities purchase agreement with two unrelated third-party investors in which the investors loaned us gross proceeds of $500,000 in October 2017 and $500,000 in December 2017 pursuant to a 0% promissory note (“October and December 2017 Notes Payable”). The notes have an OID of $200,000 and require nine payments of $66,667 in principal per month through July 2018 and twelve payments of $50,000 in principal per month through December 2018. The October and December 2017 Notes Payable bear no interest per annum. The effective interest rate is 27% per annum for the notes issued in October and 20% per annum for the notes issued in December. In connection with the October and December 2017 Notes Payable, we issued the investors restricted shares of common stock totaling 600,000 shares in December 2017. The fair value of the restricted shares of common stock issued was based on the market price of our common stock on the date of issuance of the October and December 2017 Notes Payable. The allocation of the proceeds received to the restricted shares of common stock based on their relative fair value and the OID resulted in us recording a debt discount of $100,000 in October 2017 and $149,712 in December 2017. In connection with the financing, we issued 576,373 restricted shares of common stock in October 2017 and 543,478 restricted shares of common stock in December 2017 to a third-party consultant. The fair value of the restricted shares of common stock issued of $48,761 in October 2017 and $50,000 in December 2017 were recorded as a debt discount to the carrying value of the notes payable. The discount is being amortized to interest expense using the effective interest method over the term of the October and December 2017 Notes Payable. On March 1, 2018, we entered into a securities exchange agreement with certain of the October and December 2017 Notes Payable holders. In connection with the securities exchange agreement, we issued a total of 2,250,000 shares of common stock in exchange for the settlement of principal due under the October and December 2017 Notes Payable totaling $166,667 (see Note 8). The fair value of the shares of common stock issued was based on the market price of our common stock on the date of the securities exchange agreements was determined to be $384,750. Due to the settlement of the principal balance of $166,667 into shares of common stock, the transaction was recorded as a debt extinguishment and the fair value of the shares of common stock issued in excess of the settled principal balance totaling $218,083 and the unamortized debt discount as of the date of settlement of $37,602 were recorded as a loss on debt extinguishment in the accompanying condensed consolidated statement of operations. December 2017 5% Note Payable On December 13, 2017, we entered into a securities purchase agreement with an unrelated third-party investor in which the investor loaned us gross proceeds of $350,000 pursuant to a 5% promissory note (“December 2017 5% Note Payable”). The note has an OID of $40,000, bears interest at 5% per annum and requires principal and interest payments of $139,750, $133,250 and $131,625 on June 15, 2018, September 15, 2018 and December 15, 2018, respectively. In connection with the December 2017 5% Note Payable, we issued the investor restricted shares of common stock totaling 1,000,000 shares in December 2017. The fair value of the restricted shares of common stock issued was based on the market price of our common stock on the date of issuance of the December 2017 5% Note Payable. The allocation of the proceeds received to the restricted shares of common stock based on their relative fair value and the OID resulted in us recording a debt discount of $107,807 in December 2017. The discount is being amortized to interest expense using the effective interest method over the term of the December 2017 5% Note Payable. January and March 2018 Notes Payable On January 8, 2018, January 30, 2018, March 1, 2018 and March 2, 2018, we entered into a securities purchase agreement with three unrelated third-party investors in which the investors loaned us gross proceeds of $677,500 in January 2018 and $550,000 in March 2018 pursuant to 0% promissory notes (“January and March 2018 Notes Payable”). The notes have an OID of $269,375 and bear interest at the rate of 0% per annum. The principal amount of $1,496,875 is to be repaid in twelve equal monthly installments. Monthly installments of $68,490 began in February 2018 and are due through January 2019 and monthly installments of $56,250 begin in April 2018 and are due through March 2019. The effective interest rate is 22% per annum for the January and March 2018 Notes Payable. In connection with the January and March 2018 Notes Payable, we issued the investors restricted shares of common stock totaling 1,282,000 shares. The fair value of the restricted shares of common stock issued was based on the market price of our common stock on the date of issuance of the January and March 2018 Notes Payable. The allocation of the proceeds received to the restricted shares of common stock based on their relative fair value and the OID resulted in us recording a debt discount of $226,669 in January 2018 and $187,574 in March 2018. In connection with the financing, we issued 621,317 restricted shares of common stock in January 2018 and 314,737 restricted shares of common stock in March 2018 to a third-party consultant. The fair value of the restricted shares of common stock issued of $67,500 in January 2018 and $55,000 in March 2018 was recorded as a debt discount to the carrying value of the January and March 2018 Notes Payable (see Note 8). The discount is being amortized to interest expense using the effective interest method over the term of the January and March 2018 Notes Payable. February and March 5% Notes Payable On February 28, 2018 and March 28, 2018, we entered into a securities purchase agreement with two unrelated third-party investors in which the investors loaned us gross proceeds of $650,000 pursuant to 5% promissory notes (“February and March 2018 5% Notes Payable”). The notes have an OID of $70,000 and require payments of $720,000 in principal. The notes bear interest at the rate of 5% per annum and the principal amount and interest are payable at maturity on October 28, 2018 for the note issued in February 2018 and in three installments on October 1, 2018, January 1, 2019 and April 1, 2019 for the note issued in March 2018. In connection with the February and March 2018 5% Notes Payable, we issued the investors restricted shares of common stock totaling 1,485,000 shares (see Note 8). The fair value of the restricted shares of common stock issued was based on the market price of our common stock on the date of issuance of the February and March 2018 5% Notes Payable. The allocation of the proceeds received to the restricted shares of common stock based on their relative fair value and the OID resulted in us recording a debt discount of $93,566 in February 2018 and $128,695 in March 2018. The discount is being amortized to interest expense using the effective interest method over the term of the February and March 2018 5% Notes Payable. Interest Expense We recognized interest expense on notes payable of $21,294 and $21,656 and $33,778 and $66,261 for the three and six months ended June 30, 2018 and 2017, respectively. Amortization of the debt discount to interest expense during the three and six months ended June 30, 2018 and 2017 totaled $304,688 and $88,474 and $534,092 and $601,348, respectively.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	6 Months Ended
	Jun. 30, 2018
Debt Disclosure [Abstract]
RELATED PARTY TRANSACTIONS	Accrued Compensation – Related Party Accrued compensation includes accruals for employee wages, vacation pay and target-based bonuses. The components of accrued compensation as of June 30, 2018 and December 31, 2017 are as follows: June 30, 2018 December 31, 2017 Wages $ 1,131,686 $ 1,431,686 Vacation 385,524 342,284 Bonus 332,144 742,481 Payroll taxes on the above 124,095 133,746 Total 1,973,449 2,650,197 Classified as long-term (1,227,554 ) (1,531,904 ) Accrued compensation $ 745,895 $ 1,118,293 Accrued employee wages at June 30, 2018 and December 31, 2017 are entirely related to wages owed to our President and Chief Executive Officer. Under the terms of his employment agreement, wages are to be accrued but no payment made for so long as payment of such salary would jeopardize our ability to continue as a going concern. The President and Chief Executive Officer started to receive payment of salary in July 2016. Our President and Chief Executive Officer has agreed to not receive payment on his remaining accrued wages and related payroll tax amounts which may jeopardize the ability of the Company to operate and thus the remaining balance is classified as a long-term liability.

STOCKHOLDERS_ EQUITY

STOCKHOLDERS’ EQUITY	6 Months Ended
	Jun. 30, 2018
Equity [Abstract]
STOCKHOLDERS’ EQUITY	Issuances of Common Stock In the first quarter of 2018, eleven of our warrant holders exercised their Series B Warrants to purchase shares of common stock totaling 18,925,002 at an exercise price of $0.15 per share. We received net cash proceeds of $2,657,538. The remaining Series B Warrants totaling 6,741,667 expired on March 21, 2018. Per the terms of the engagement letter with H.C. Wainwright & Co. (“HCW”) in connection with the public offering in March 2017 and as a result of the Series B Warrant exercises, we paid HCW $181,213 and issued a warrant to purchase 862,917 shares of common stock at an exercise price of $0.1875 per share (125% of the price of the common stock sold in the public offering in March 2017) which expires on March 21, 2023. The fair value of the warrants issued to HCW totaled $136,729 and was determined using Black-Scholes. The fair value of the warrants was recorded as an offering cost but has no net impact to additional paid-in capital in stockholders’ equity in the accompanying condensed consolidated balance sheet. On October 10, 2017, we entered into a service agreement with a third party pursuant to which we agreed to issue, over the term of the agreement, 2,000,000 shares of common stock in exchange for services to be rendered. We have terminated this agreement effective January 30, 2018. During the three months ended March 31, 2018, we issued 166,666 shares of restricted common stock under the agreement related to services provided and recognized the fair value of the shares issued of $13,917 in general and administrative expense in the accompanying consolidated statement of operations. The shares of common stock vested on the date of issuance and the fair value of the shares of common stock was based on the market price of our common stock on the date of vesting. In January 2018, we issued a total of 89,820 shares of common stock for services and recorded an expense of $7,500 for the six months ended June 30, 2018 which is included in general and administrative expense in the accompanying condensed consolidated statement of operations. The 89,820 shares of common stock vested on the date of issuance and the fair value of the shares of common stock was based on the market price of our common stock on the date of vesting. During the three and six months ended June 30, 2018, we issued 0 and 2,767,000 shares of restricted common stock, respectively, to note holders in connection with their notes payable. The relative fair value of the shares of restricted common stock issued was determined to be $0 and $292,129, respectively, and was recorded as a debt discount (see Note 6). In connection with the January and March 2018 Notes, we issued 621,317 restricted shares of common stock in January 2018 and 314,737 restricted shares of common stock in March 2018 to a third-party consultant. The fair value of the restricted shares of common stock issued of $67,500 in January 2018 and $55,000 in March 2018 was recorded as a debt discount to the carrying value of the notes payable during the six months ended June 30, 2018 (see Note 6). In March 2018, certain October and December 2017 Notes Payable holders elected to exchange $166,667 in principal for 2,250,000 shares of common stock (see Note 6). The fair value of the shares of common stock of $384,750 was based on the market price of our common stock on the date of issuance. In April 2018, certain September 2017 5% Notes Payable holders elected to exchange $169,543 in principal and interest for 1,474,287 shares of common stock (see Note 6). The fair value of the shares of common stock of $196,080 was based on the market price of our common stock on the date of issuance. 2013 Equity Incentive Plan We have issued common stock, restricted stock units and stock option awards to employees, non-executive directors and outside consultants under the 2013 Equity Incentive Plan (“2013 Plan”), which was approved by our Board of Directors in February of 2013. The 2013 Plan allows for the issuance of up to 10,000,000 shares of our common stock to be issued in the form of stock options, stock awards, stock unit awards, stock appreciation rights, performance shares and other share-based awards. As of June 30, 2018, there were no shares available under the 2013 Plan. 2014 Equity Incentive Plan We have issued common stock, restricted stock units and stock options to employees, non-executive directors and outside consultants under the 2014 Equity Incentive Plan (“2014 Plan”), which was approved by our Board of Directors in November 2014. The 2014 Plan allows for the issuance of up to 20,000,000 shares of our common stock to be issued in the form of stock options, stock awards, stock unit awards, stock appreciation rights, performance shares and other share-based awards. As of June 30, 2018, 63 shares were available under the 2014 Plan. 2016 Equity Incentive Plan On March 21, 2016, our Board of Directors approved the adoption of the 2016 Equity Incentive Plan and on October 20, 2016 adopted the Amended and Restated 2016 Equity Incentive Plan (“2016 Plan”). The 2016 Plan was then approved by our stockholders in November 2016. The 2016 Plan allows for the issuance of up to 20,000,000 shares of our common stock to be issued in the form of stock options, stock awards, stock unit awards, stock appreciation rights, performance shares and other share-based awards. The 2016 Plan includes an evergreen provision in which the number of shares of common stock authorized for issuance and available for future grants under the 2016 Plan will be increased each January 1 after the effective date of the 2016 Plan by a number of shares of common stock equal to the lesser of: (a) 4% of the number of shares of common stock issued and outstanding on a fully-diluted basis as of the close of business on the immediately preceding December 31, or (b) a number of shares of common stock set by our Board of Directors. In March 2017, our Board of Directors approved an increase of 5,663,199 shares of common stock to the shares authorized under the 2016 Plan in accordance with the evergreen provision in the 2016 Plan. As of June 30, 2018, 15,922,749 shares were available under the 2016 Plan. Stock Options For the six months ended June 30, 2018 and 2017, the following weighted average assumptions were utilized for the calculation of the fair value of the stock options granted during the period using Black-Scholes: 2018 2017 Expected life (in years) 6.25 8.6 Expected volatility 201.3 % 217.0 % Average risk-free interest rate 2.79 % 2.28 % Dividend yield 0 % 0 % Grant date fair value $ 0.06 $ 0.19 The dividend yield of zero is based on the fact that the Company has never paid cash dividends and has no present intention to pay cash dividends. Expected volatility is based on the historical volatility of our common stock over the period commensurate with the expected life of the stock options. Expected life in years is based on the “simplified” method as permitted by ASC Topic 718. We believe that all stock options issued under its stock option plans meet the criteria of “plain vanilla” stock options. We use a term equal to the term of the stock options for all non-employee stock options. The risk-free interest rate is based on average rates for treasury notes as published by the Federal Reserve in which the term of the rates corresponds to the expected term of the stock options. The following table summarizes the number of stock options outstanding and the weighted average exercise price: Options Weighted average exercise price Weighted remaining contractual life (years) Aggregate intrinsic value Outstanding at December 31, 2017 88,000 $ 0.17 9.0 $ 377 Granted 193,000 0.14 9.3 - Exercised - - - - Cancelled - - - - Forfeited - - - - Outstanding at June 30, 2018 281,000 $ 0.15 9.3 $ 1,148 Vested and Expected to Vest at June 30, 2018 281,000 $ 0.15 9.3 $ 1,148 The aggregate intrinsic value is calculated as the difference between the exercise price of all outstanding stock options and the quoted price of our common stock at June 30, 2018. During the three and six months ended June 30, 2018 and 2017, the Company recognized stock-based compensation from stock options of $1,424 and $1,028 and $4,000 and $5,406, respectively. Restricted Stock Units The following table summarizes the restricted stock unit activity for the six months ended June 30, 2018: Restricted Stock Units Outstanding at December 31, 2017 13,191,835 Granted 6,487,592 Exchanged (713,541 ) Cancelled (1,536,459 ) Outstanding at June 30, 2018 17,429,427 Vested at June 30, 2018 10,566,057 The vested restricted stock units at June 30, 2018 have not settled and are not showing as issued and outstanding shares of ours but are considered outstanding for earnings per share calculations. Settlement of these vested restricted stock units will occur on the earliest of (i) the date of termination of service of the employee or consultant, (ii) change of control of us, or (iii) 7-10 years from date of issuance. Settlement of vested restricted stock units may be made in the form of (i) cash, (ii) shares, or (iii) any combination of both, as determined by the board of directors and is subject to certain criteria having been fulfilled by the recipient. We calculate the fair value of the restricted stock units based upon the quoted market value of the common stock at the date of grant. The grant date fair value of restricted stock units issued during the three and six months ended June 30, 2018 was $483,792 and $943,292. For the three and six months ended June 30, 2018 and 2017, we recognized $104,860 and $(52,115) and $197,414 and $107,885, respectively, of stock-based compensation expense for the vested units. As of June 30, 2018, compensation expense related to unvested shares not yet recognized in the condensed consolidated statement of operations was approximately $969,297 and will be recognized over a remaining weighted-average term of 2.83 years. Warrants During the year ended December 31, 2014, we issued warrants in connection with notes payable (which were repaid in 2013). The remaining warrants of 135,816 have an exercise price of $0.10 and expire December 6, 2018. In January 2015, we issued 250,000 warrants with an exercise price of $0.30 per share to a former executive in connection with the January 2015 debenture. The warrants expire on January 21, 2020. The warrants contain anti-dilution protection, including protection upon dilutive issuances. In connection with the convertible debentures issued in 2015, the exercise price of these warrants was reduced to $0.0896 per share and an additional 586,705 warrants were issued per the anti-dilution protection afforded in the warrant agreement during the year ended December 31, 2015. In connection with the convertible debentures in 2015, we issued warrants with an exercise price of $0.30 per share and expiration in 2020 to investors and placement agents. Warrants to purchase 774,533 shares of common stock remain outstanding as of June 30, 2018. In connection with the convertible debentures in 2016, we issued warrants to the investors and placement agents with an exercise price of $0.40 per share and expire in 2021. Warrants to purchase 4,220,000 shares of common stock remain outstanding as of June 30, 2018. In connection with the public equity offering in March 2017, we issued Series A Warrants to purchase 25,666,669 shares of common stock at $0.15 per share and Series B Warrants to purchase 25,666,669 shares of common stock at $0.15 per share. The Series A Warrants expire in 2022. In the first quarter of 2018, certain investors elected to exercise 18,925,002 Series B Warrants and the remaining Series B Warrants expired in March 2018. We also issued warrants to purchase 1,283,333 shares of common stock to our placement agent with an exercise price of $0.1875 per share and expire in 2022, as well as in March 2018 we issued our placement agent warrants to purchase 862,917 shares of common stock with an exercise price of $0.1875 per share and expire in 2023 in connection with the Series B Warrants exercised. For the six months ended June 30, 2018, the following weighted average assumptions were utilized for the calculation of the fair value of the warrants issued during the period using Black-Scholes: 2018 Expected life (in years) 5.0 Expected volatility 183.8 % Average risk-free interest rate 2.69 % Dividend yield 0 % At June 30, 2018, there are 32,917,056 fully vested warrants outstanding. The weighted average exercise price of outstanding warrants at June 30, 2018 is $0.19 per share, the weighted average remaining contractual term is 3.5 years and the aggregate intrinsic value of the outstanding warrants is $18,092. Net Loss per Share Restricted stock units that are vested but the issuance and delivery of the shares are deferred until the employee or director resigns are included in the basic and diluted net loss per share calculations. The weighted average shares of common stock outstanding used in the basic and diluted net loss per share calculation for the three and six months ended June 30, 2018 and 2017 was 194,450,454 and 150,713,121 and 185,706,616 and 77,455,497, respectively. The weighted average restricted stock units vested but issuance of the common stock is deferred until there is a change in control, a specified date in the agreement or the employee or director resigns used in the basic and diluted net loss per share calculation for the three and six months ended June 30, 2018 and 2017 was 10,656,458 and 9,284,274 and 10,363,853 and 7,940,349, respectively. The total weighted average shares outstanding used in the basic and diluted net loss per share calculation for the three and six months ended June 30, 2018 and 2017 was 205,106,912 and 159,997,395 and 196,070,459 and 85,395,846, respectively. The following table shows the anti-dilutive shares excluded from the calculation of basic and diluted net loss per common share as of June 30, 2018 and 2017: As of June 30, 2018 2017 Gross number of shares excluded: Restricted stock units – unvested 6,863,370 3,750,000 Stock options 272,000 185,500 Warrants 32,917,056 58,583,725 Total 40,052,426 62,519,225 The above table does not include the ANDA Consideration Shares related to the Novalere acquisition totaling 138,859 at June 30, 2018 and 2017, respectively, as they are considered contingently issuable (see Note 4).

DERIVATIVE LIABILITIES

DERIVATIVE LIABILITIES	6 Months Ended
	Jun. 30, 2018
Derivative Liability [Abstract]
DERIVATIVE LIABILITIES	Prior to the adoption of ASU 2017-11 (see Note 1), the warrants issued in connection with the January 2015 non-convertible debenture to a former executive were measured at fair value and classified as a liability because these warrants contain anti-dilution protection and therefore, could not be considered indexed to our own stock which was a requirement for the scope exception as outlined previously under FASB ASC 815. The estimated fair value of the warrants was determined using the Probability Weighted Black-Scholes Model. The fair value was affected by changes in inputs to that model including our stock price, expected stock price volatility, the contractual term and the risk-free interest rate. Upon the adoption of ASU 2017-11, we no longer classify the fair value of these warrants as a liability. The derivative liabilities were a Level 3 fair value measure in the fair value hierarchy. The following table presents the activity for the Level 3 warrant derivative liabilities measured at fair value on a recurring basis for the six months ended June 30, 2018: Warrant derivative liabilities: Beginning balance December 31, 2017 $ 58,609 Cumulative adjustment from liabilities to accumulated deficit for the fair value of the warrant derivative liability upon adoption of ASU 2017-11 on January 1, 2018 (58,609 ) Change in fair value - Ending balance June 30, 2018 $ -

COMMITMENT AND CONTINGENCIES

COMMITMENT AND CONTINGENCIES	6 Months Ended
	Jun. 30, 2018
Commitment And Contingencies
COMMITMENT AND CONTINGENCIES	In May 2017, we entered into a commercial agreement with West-Ward Pharmaceuticals International Limited (“WWPIL”), a wholly-owned subsidiary of Hikma Pharmaceuticals PLC (“Hikma”) (LSE: HIK) (NASDAQ Dubai: HIK) (OTC: HKMPY). Pursuant to the commercial agreement, WWPIL provided us with the rights to launch our branded, fluticasone propionate nasal spray USP, 50 mcg per spray (FlutiCare®), under WWPIL’s FDA approved ANDA No. 207957 in the U.S. in mid-November 2017. The initial term of the commercial agreement is for two years, and upon expiration of the initial term, the agreement will automatically renew for subsequent one-year terms unless either party notifies the other party in writing of its desire not to renew at least 90 days prior to the end of the then current term. The agreement requires us to meet certain minimum product batch purchase requirements in order for the agreement to continue to be in effect. We have met the minimum product batch purchase requirements through May 2018. Litigation James L. Yeager, Ph.D., and Midwest Research Laboratories, LLC v. Innovus Pharmaceuticals, Inc. In the ordinary course of business, we may face various claims brought by third parties and we may, from time to time, make claims or take legal actions to assert our rights, including intellectual property disputes, contractual disputes and other commercial disputes. Any of these claims could subject us to litigation. Management believes the outcomes of currently pending claims are not likely to have a material effect on our consolidated financial position and results of operations.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Jun. 30, 2018
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	In July 2018, we entered into a promissory note agreement and securities purchase agreement with an unrelated third-party investor in which the investor loaned us gross proceeds of $500,000 in consideration for the issuance of a 5% promissory note. The note has an original issue discount (“OID”) of $50,000 and requires payment of $550,000 in principal. The note bears interest at the rate of 5% per annum and the principal amount and interest are payable at maturity on February 19, 2019. As additional consideration for the purchase of the note, we issued 1,600,000 shares of restricted common stock to the investor. In July 2018, we entered into an exchange agreement with a note holder of the December 2017 5% Notes Payable to convert the principal and interest balance of $402,433 to 3,832,695 shares of common stock. In July 2018, one of our warrant holders exercised their Series A Warrants to purchase shares of common stock totaling 100,000 at an exercise price of $0.15 per share. In August 2018, we entered in exchange agreements relating to four outstanding notes to convert the principal outstanding balance of $550,000 into 5,238,098 shares of common stock. In August 2018, we entered into two promissory note agreements and securities purchase agreements with two unrelated third-party investors in which the investors loaned us gross proceeds of $1,000,000. The notes have an OID of $200,000 and requires payment of $1,200,000 in principal. The notes require monthly principal payments and mature on August 1, 2019. As additional consideration for the purchase of the note, we issued 1,000,000 shares of restricted common stock to the investors. In connection with these promissory note agreements, we issued 638,978 restricted shares of common stock to a third-party consultant. We have evaluated subsequent events through the filing date of this Form 10-Q and determined that no additional subsequent events have occurred that would require recognition in the condensed consolidated financial statements or disclosures in the notes thereto other than as disclosed in the accompanying notes to the condensed consolidated financial statements.

ORGANIZATION AND SUMMARY OF S17

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Organization	Innovus Pharmaceuticals, Inc., together with its subsidiaries (collectively referred to as “Innovus”, “we”, “our”, “us” or the “Company”) is a Nevada formed, San Diego, California-based emerging commercial stage pharmaceutical company delivering over-the-counter medicines and consumer care products for men’s and women’s health and respiratory diseases. We generate revenue from 31 commercial products in the United States, including 12 of these commercial products in multiple countries around the world through our 16 international commercial partners. While we generate revenue from the sale of our commercial products, most revenue is currently generated by UriVarx®, Apeaz®, Vesele®, Diabasens™, Sensum+®, ProstaGorx®, Zestra®, Zestra® Glide, RecalMax™, FlutiCare®, AllerVarx®, ArthriVarx®, Xyralid®, PEVarx®, and Beyond Human® Testosterone Booster and related products. Pipeline Products GlucoGorx™ Supplement, Glucometer, Lancing Device and GlucoGorx™ Strips combination of herbs and nutrients designed to balance and maintain healthy blood sugar levels. Musclin™ ™ Generally Recognized As Safe (“ ™ transient receptor potential cation channel, subfamily V, member 3 ( Regenerum™ In addition to the above listed product pipeline, we are continuously looking to add additional drugs, supplements and medical devices to our pipeline.
Change in Accounting Principle	On January 1, 2018, we adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2017-11, Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features
Basis Of Presentation And Principles Of Consolidation	The condensed consolidated balance sheet as of December 31, 2017, which has been derived from audited consolidated financial statements, and these unaudited condensed consolidated financial statements have been prepared by management in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”), and include all assets, liabilities, revenues and expenses of the Company and its wholly owned subsidiaries: FasTrack Pharmaceuticals, Inc., Semprae Laboratories, Inc. (“Semprae”) and Novalere, Inc. (“Novalere”). All material intercompany transactions and balances have been eliminated. These interim unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2017. Certain information required by U.S. GAAP has been condensed or omitted in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). The results for the period ended June 30, 2018 are not necessarily indicative of the results to be expected for the entire fiscal year ending December 31, 2018 or for any future period.
Use of Estimates	The preparation of these condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Such management estimates include the allowance for doubtful accounts, sales returns and chargebacks, realizability of inventories, valuation of deferred tax assets, goodwill and intangible assets, valuation of contingent acquisition consideration, recoverability of long-lived assets and goodwill and the valuation of equity-based instruments. We base our estimates on historical experience and various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ from these estimates under different assumptions or conditions.
Liquidity	Our operations have been financed primarily through proceeds from convertible debentures and notes payable, sales of our common stock and revenue generated from our products domestically and internationally by our partners. These funds have provided us with the resources to operate our business, sell and support our products, attract and retain key personnel and add new products to our portfolio. We have experienced net losses and negative cash flows from operations each year since our inception. As of June 30, 2018, we had an accumulated deficit of $39,250,348 and a working capital deficit of $1,271,158. During the six months ended June 30, 2018, we received net cash proceeds of $2.7 million from the exercise of warrants (see Note 8). Additionally, during the period we raised $1,872,500 in gross proceeds from the issuance of notes payable to six investors (see Note 6). We have also issued equity securities in certain circumstances to pay for services from vendors and consultants. As of June 30, 2018, we had $1,614,495 and as of August 9, 2018 we had $1,902,307 in cash. During the six months ended June 30, 2018, we had net cash used in operating activities of $3.5 million. We expect that our existing capital resources, together with revenue from sales of our products and upcoming sales milestone payments from the commercial partners signed for our products will be sufficient to allow us to continue our operations, commence the product development process and launch selected products through at least the next 12 months. In addition, our CEO, who is also a significant shareholder, has deferred the remaining payment of his salary earned through June 30, 2016 totaling $1,227,554 and has agreed to refrain from receipt of any funds which may jeopardize the ability of the Company to operate. Our actual needs will depend on numerous factors, including timing of introducing our products to the marketplace, our ability to attract additional international distributors for our products and our ability to in-license in non-partnered territories and/or develop new product candidates. Although no assurances can be given, we currently intend to raise additional capital through the sale of debt or equity securities to provide additional working capital, pay for further expansion and development of our business, and to meet current obligations. Such capital may not be available to us when we need it or on terms acceptable to us, if at all.
Fair Value Measurement	Our financial instruments are cash, accounts receivable, accounts payable, accrued liabilities, contingent consideration and debt. The recorded values of cash, accounts receivable, accounts payable and accrued liabilities approximate their fair values based on their short-term nature. The fair value of the contingent acquisition consideration is based upon the present value of expected future payments under the terms of the agreements and is a Level 3 measurement (see Note 4). Based on borrowing rates currently available to us, the carrying values of the notes payable and short-term loans payable approximate their respective fair values. We follow a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest priority to measurements involving significant unobservable inputs (Level 3). The three levels of the fair value hierarchy are as follows: ● Level 1 measurements are quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access at the measurement date. ● Level 2 measurements are inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. ● Level 3 measurements are unobservable inputs.
Concentration of Credit Risk, Major Customers and Segment Information	Financial instruments that potentially subject us to significant concentrations of credit risk consist primarily of cash and accounts receivable. Cash held with financial institutions may exceed the amount of insurance provided by the Federal Deposit Insurance Corporation on such deposits. Accounts receivable consist primarily of sales to U.S. based retailers and Ex-U.S. partners. We also require a percentage of payment in advance for product orders with our larger partners. We perform ongoing credit evaluations of our customers and generally do not require collateral. Revenues consist primarily of product sales and licensing rights to market and commercialize our products. We have no customers that accounted for 10% or more of our total net revenue during the six months ended June 30, 2018 and 2017. As of June 30, 2018 and December 31, 2017, two customers and four customers accounted for 81% and 72% of total net accounts receivable of $287,350 and $68,259, respectively. Our operations are currently located in the U.S. and 83% and 86% of our product sales are currently within the U.S and 14% and 12% of our product sales are sold in Canada for the three and six months ended June 30, 2018, respectively. The balance of the sales are to various other countries, none of which is 10% or greater. With the recent launch of our direct Canadian sales and continuous expansion of our sales into other countries, we expect the percentage of our Ex-US sales to grow potentially to over 20%. See Note 2 for more details. We operate our business on the basis of a single reportable segment, which is the business of delivering over-the-counter medicines and consumer care products for men’s and women’s health and respiratory diseases. Our chief operating decision-maker is the Chief Executive Officer, who evaluates us as a single operating segment.
Revenue Recognition	On January 1, 2018, we adopted FASB Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers . We reviewed all contracts at the date of initial application and elected to use the modified retrospective transition method, where the cumulative effect of the initial application is recognized as an adjustment to opening retained earnings at January 1, 2018. Therefore, comparative prior periods have not been adjusted and continue to be reported under FASB ASC Topic 605, Revenue Recognition Our principal activities from which we generate our revenue are product sales. Revenue is measured based on consideration specified in a contract with a customer. A contract with a customer exists when we enter into an enforceable contract with a customer. The contract is based on either the acceptance of standard terms and conditions on the websites for e-commerce customers and via telephone with our third-party call center for our print media and direct mail customers, or the execution of terms and conditions contracts with retailers and wholesalers. These contracts define each party's rights, payment terms and other contractual terms and conditions of the sale. Consideration is typically paid prior to shipment via credit card or check when our products are sold direct to consumers or approximately 30 days from the time control is transferred when sold to wholesalers, distributors and retailers. We apply judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience and, in some circumstances, published credit and financial information pertaining to the customer. A performance obligation is a promise in a contract to transfer a distinct product to the customer, which for us is transfer of over-the-counter drug and consumer care products to our customers. Performance obligations promised in a contract are identified based on the goods that will be transferred to the customer that are both capable of being distinct and are distinct in the context of the contract, whereby the transfer of the goods is separately identifiable from other promises in the contract. We have concluded the sale of bottled finished goods and related shipping and handling are accounted for as the single performance obligation. The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when or as the customer receives the benefit of the performance obligation. The transaction price is determined based on the consideration to which we will be entitled to receive in exchange for transferring goods to the customer. We issue refunds to e-commerce and print media customers, upon request, within 30 days of delivery. We estimate the amount of potential refunds at each reporting period using a portfolio approach of historical data, adjusted for changes in expected customer experience, including seasonality and changes in economic factors. For retailers, distributors and wholesalers, we do not offer a right of return or refund and revenue is recognized at the time products are shipped to customers. In all cases, judgment is required in estimating these reserves. Actual claims for returns could be materially different from the estimates. The estimated reserve for sales returns and allowances, which is included in accounts payable and accrued expense, was approximately $211,000 and $53,000 at June 30, 2018 and December 31, 2017, respectively. We recognize revenue when we satisfy a performance obligation in a contract by transferring control over a product to a customer when product is shipped. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by us from a customer, are excluded from revenue. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfillment cost and are included in cost of product sales. We enter into exclusive distributor and license agreements that are within the scope of ASC Topic 606. The license agreements we enter into normally generate three separate components of revenue: (1) an initial nonrefundable payment due on signing or when certain specific conditions are met; (2) royalties that are earned on an ongoing basis as sales are made or a pre-agreed transfer price; and (3) sales-based milestone payments that are earned when cumulative sales reach certain levels. Revenue from the initial nonrefundable payments or licensing fee is recognized when all required conditions are met. If the consideration for the initial license fee is for the right to sell the licensed product in the respective territory with no other required conditions to be met, such type of nonrefundable license fee arrangement for the right to sell the licensed product in the territory is recognized ratably over the term of the license agreement. For arrangements with licenses that include sales-based royalties, including sales-based milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, we recognize royalty revenue and sales-based milestones at the later of (i) when the related sales occur, or (ii) when the performance obligation to which the royalty has been allocated has been satisfied. The achievement of the sales-based milestone underlying the payment to be received predominantly relates to the licensee’s performance of future commercial activities.
Advertising Expense	Advertising costs, which primarily includes print and online media advertisements, are expensed as incurred and are included in sales and marketing expense in the accompanying condensed consolidated statements of operations. Advertising costs were approximately $4,534,000 and $1,255,000 and $7,172,000 and $2,613,000 for the three and six months ended June 30, 2018 and 2017, respectively.
Net Loss per Share	Basic net loss per share is computed by dividing net loss by the weighted average number of common shares outstanding and vested but deferred RSUs during the period presented. Diluted net loss per share is computed using the weighted average number of common shares outstanding and vested plus deferred RSUs during the periods plus the effect of dilutive securities outstanding during the periods. For the three and six months ended June 30, 2018 and 2017, basic net loss per share is the same as diluted net loss per share as a result of our common stock equivalents being anti-dilutive. See Note 8 for more details.
Recent Accounting Pronouncements	In June 2018, the FASB issued Accounting Standards Update (“ASU”) 2018-07, Compensation – Stock Compensation (Topic 718) Improvements to Nonemployee Share-Based Payment Accounting In January 2017, the FASB issued Accounting Standards Update (“ASU”) 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business In February 2016, the FASB issued its new lease accounting guidance in ASU No. 2016-02, Leases (Topic 842) Revenue from Contracts with Customers

REVENUE (Tables)

REVENUE (Tables)	6 Months Ended
	Jun. 30, 2018
Revenue Tables
Revenue by geographical area	For the Three Months Ended June 30, 2018 2017 United States $ 6,102,416 $ 2,007,697 Canada 1,048,302 3,820 All Other 158,878 19,640 Total Product, Service, Co-operative marketing sales, net $ 7,309,596 $ 2,031,157 For the Six Months Ended June 30, 2018 2017 United States 10,286,518 $ 4,114,748 Canada 1,401,974 9,925 All Other 163,130 83,774 Total Product, Service, Co-operative marketing sales, net $ 11,851,622 $ 4,208,447

ASSETS AND LIABILITIES (Tables)

ASSETS AND LIABILITIES (Tables)	6 Months Ended
	Jun. 30, 2018
ASSETS
Schedule of Inventory	June 30, December 31, 2018 2017 Raw materials and supplies $ 174,468 $ 164,469 Work in process 28,924 152,935 Finished goods 2,025,791 1,408,294 Total $ 2,229,183 $ 1,725,698
Schedule of Intangible Assets	June 30, 2018 Accumulated Useful Lives Amount Amortization Net Amount (years) Patent & Trademarks $ 417,597 $ (141,613 ) $ 275,984 7 – 15 Customer Contracts 611,119 (280,096 ) 331,023 10 Sensum+® License (from CRI) 234,545 (119,191 ) 115,354 10 Vesele® Trademark 25,287 (11,788 ) 13,499 8 Beyond Human® Website and Trade Name 222,062 (91,899 ) 130,163 5 – 10 Novalere Manufacturing Contract 4,681,000 (1,589,590 ) 3,091,410 10 Other Beyond Human® Intangible Assets 4,730 (4,012 ) 718 1 – 3 Total $ 6,196,340 $ (2,238,189 ) $ 3,958,151 December 31, 2017 Amount Accumulated Amortization Net Amount Useful Lives (years) Patent & Trademarks $ 417,597 $ (124,809 ) $ 292,788 7 – 15 Customer Contracts 611,119 (249,540 ) 361,579 10 Sensum+® License (from CRI) 234,545 (107,464 ) 127,081 10 Vesele® Trademark 25,287 (10,208 ) 15,079 8 Beyond Human® Website and Trade Name 222,062 (72,206 ) 149,856 5 – 10 Novalere Manufacturing Contract 4,681,000 (1,355,540 ) 3,325,460 10 Other Beyond Human® Intangible Assets 4,730 (3,474 ) 1,256 1 – 3 Total $ 6,196,340 $ (1,923,241 ) $ 4,273,099
Schedule of future amortization expense for intangible assets	Remainder of 2018 $ 314,948 2019 629,001 2020 628,525 2021 599,596 2022 591,834 2023 558,150 Thereafter 636,097 $ 3,958,151
Prepaid expenses and other current assets	June 30, December 31, 2018 2017 Prepaid insurance $ 35,676 $ 109,990 Prepaid inventory 236,870 124,871 Prepaid rent 20,881 - Prepaid consulting and other expense 145,053 83,557 Prepaid CRI royalties (see Note 2) 44,662 44,662 Merchant account reserves 210,788 - Total $ 693,930 $ 363,080
Accounts payable and accrued expenses	June 30, December 31, 2017 2017 Accounts payable $ 1,771,050 $ 2,305,884 Accrued credit card balances 210,529 72,719 Accrued royalties 132,326 132,326 Sales returns and allowances 211,124 52,904 Sales tax payable 259,558 - Deferred rent 149,203 - Accrued other 528,423 43,288 Total $ 3,262,213 $ 2,607,121

NOTES PAYABLE AND DEBENTURES 20

NOTES PAYABLE AND DEBENTURES - NON-RELATED PARTIES (Tables)	6 Months Ended
	Jun. 30, 2018
Notes Payable [Abstract]
Schedule of Notes Payable	2018 2017 Notes payable: February 2016 Note Payable $ - $ 54,984 September 2017 5% Note Payable - 165,000 October and December 2017 Notes Payable 333,333 1,066,667 December 2017 5% Note Payable 390,000 390,000 January and March 2018 Notes Payable 985,678 - February and March 2018 5% Notes Payable 720,000 - Total notes payable 2,429,011 1,676,651 Less: Debt discount (612,615 ) (437,355 ) Carrying value 1,816,396 1,239,296 Less: Current portion (1,816,396 ) (1,239,296 ) Notes payable, net of current portion $ - $ -
Future minimum payments notes payable	Remainder of 2018 $ 1,931,530 2019 497,481 $ 2,429,011

RELATED PARTY TRANSACTIONS (Tab

RELATED PARTY TRANSACTIONS (Tables)	6 Months Ended
	Jun. 30, 2018
Related Party Transactions [Abstract]
Schedule of Accrued Compensation	June 30, 2018 December 31, 2017 Wages $ 1,131,686 $ 1,431,686 Vacation 385,524 342,284 Bonus 332,144 742,481 Payroll taxes on the above 124,095 133,746 Total 1,973,449 2,650,197 Classified as long-term (1,227,554 ) (1,531,904 ) Accrued compensation $ 745,895 $ 1,118,293

STOCKHOLDERS_ EQUITY (Tables)

STOCKHOLDERS’ EQUITY (Tables)	6 Months Ended
	Jun. 30, 2018
Schedule Of Assumptions Used	2018 2017 Expected life (in years) 6.25 8.6 Expected volatility 201.3 % 217.0 % Average risk-free interest rate 2.79 % 2.28 % Dividend yield 0 % 0 % Grant date fair value $ 0.06 $ 0.19
Schedule of Share-based Compensation, Stock Options	Options Weighted average exercise price Weighted remaining contractual life (years) Aggregate intrinsic value Outstanding at December 31, 2017 88,000 $ 0.17 9.0 $ 377 Granted 193,000 0.14 9.3 - Exercised - - - - Cancelled - - - - Forfeited - - - - Outstanding at June 30, 2018 281,000 $ 0.15 9.3 $ 1,148 Vested and Expected to Vest at June 30, 2018 281,000 $ 0.15 9.3 $ 1,148
Schedule of Share-based Compensation, Restricted Stock Units	Restricted Stock Units Outstanding at December 31, 2017 13,191,835 Granted 6,487,592 Exchanged (713,541 ) Cancelled (1,536,459 ) Outstanding at June 30, 2018 17,429,427 Vested at June 30, 2018 10,566,057
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	As of June 30, 2018 2017 Gross number of shares excluded: Restricted stock units – unvested 6,863,370 3,750,000 Stock options 272,000 185,500 Warrants 32,917,056 58,583,725 Total 40,052,426 62,519,225
Warrant [Member]
Schedule Of Assumptions Used	2018 Expected life (in years) 5.0 Expected volatility 183.8 % Average risk-free interest rate 2.69 % Dividend yield 0 %

DERIVATIVE LIABILITIES (Tables)

DERIVATIVE LIABILITIES (Tables)	6 Months Ended
	Jun. 30, 2018
Derivative Liability [Abstract]
Level 3 Warrant derivative liabilities measured at fair value	Warrant derivative liabilities: Beginning balance December 31, 2017 $ 58,609 Cumulative adjustment from liabilities to accumulated deficit for the fair value of the warrant derivative liability upon adoption of ASU 2017-11 on January 1, 2018 (58,609 ) Change in fair value - Ending balance June 30, 2018 $ -

ORGANIZATION AND SUMMARY OF S24

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated Deficit	$ 39,250,348		$ 39,250,348		$ 35,639,837
Working capital	(1,271,158)		(1,271,158)
Cash	1,614,495	$ 1,824,633	1,614,495	$ 1,824,633	1,564,859	$ 829,933
Net cash used in operating activities			(3,460,733)	(969,292)
Estimated reserve for sales returns and allowances	211,000		211,000		$ 53,000
Advertising expense	$ 4,354,000	$ 1,255,000	$ 7,172,000	$ 2,613,000

REVENUE (Details)

REVENUE (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Product, Service, Co-operative marketing sales, net	$ 7,309,596	$ 2,031,157	$ 11,851,622	$ 4,208,447
United States
Product, Service, Co-operative marketing sales, net	6,102,416	2,007,697	10,286,518	4,114,748
Canada
Product, Service, Co-operative marketing sales, net	1,048,302	3,820	140,974	9,925
All Other
Product, Service, Co-operative marketing sales, net	$ 158,878	$ 19,640	$ 163,130	$ 83,774

BUSINESS AND ASSET ACQUISITIO26

BUSINESS AND ASSET ACQUISITIONS (Details Narrative) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Business Combinations [Abstract]
Fair Market Value of Contingent Consideration	$ 200,571	$ 221,602

ASSETS AND LIABILITIES (Details

ASSETS AND LIABILITIES (Details) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Assets Details
Raw materials and supplies	$ 174,468	$ 164,469
Work in process	28,924	152,935
Finished goods	2,025,791	1,408,294
Total	$ 2,229,183	$ 1,725,698

ASSETS AND LIABILITIES (Detai28

ASSETS AND LIABILITIES (Details 1) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Intangible assets, Amount	$ 6,196,340	$ 6,196,340
Intangible assets, Accumulated Amortization	2,238,189	(1,293,093)
Intangible assets, Net Amount	3,958,151
Patents and Trademarks [Member]
Intangible assets, Amount	417,597	417,597
Intangible assets, Accumulated Amortization	141,613	(91,201)
Intangible assets, Net Amount	275,984	326,396
Customer Contracts [Member]
Intangible assets, Amount	611,119	611,119
Intangible assets, Accumulated Amortization	280,096	(188,428)
Intangible assets, Net Amount	331,023	422,691
Sensum License [Member]
Intangible assets, Amount	234,545	234,545
Intangible assets, Accumulated Amortization	119,191	(84,009)
Intangible assets, Net Amount	115,354	150,536
Vesele [Member]
Intangible assets, Amount	25,287	25,287
Intangible assets, Accumulated Amortization	11,788	(7,047)
Intangible assets, Net Amount	13,499	18,240
Beyond Human [Member]
Intangible assets, Amount	222,062	222,062
Intangible assets, Accumulated Amortization	91,899	(32,821)
Intangible assets, Net Amount	130,163	189,241
Novalere Mfg. Contract [Member]
Intangible assets, Amount	4,681,000	4,681,000
Intangible assets, Accumulated Amortization	1,589,590	(887,440)
Intangible assets, Net Amount	3,091,410	3,793,560
Other Beyond Human Intangible Assets [Member]
Intangible assets, Amount	4,730	4,730
Intangible assets, Accumulated Amortization	4,012	(2,147)
Intangible assets, Net Amount	$ 718	$ 2,583

ASSETS AND LIABILITIES (Detai29

ASSETS AND LIABILITIES (Details 2)	Jun. 30, 2018USD ($)
Assets Details
Remainder of 2018	$ 314,948
2,019	629,001
2,020	628,525
2,021	599,596
2,022	591,834
2,023	558,150
Thereafter	636,097
Total	$ 3,958,151

ASSETS AND LIABILITIES (Detai30

ASSETS AND LIABILITIES (Details 3) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Assets And Liabilities Details 3
Prepaid insurance	$ 35,676	$ 109,990
Prepaid inventory	236,870	124,871
Prepaid rent	20,881	0
Prepaid consulting and other expenses	145,053	83,557
Prepaid CRI royalties (see Note 2)	44,662	44,662
Merchant account reserves	210,788	0
Total	$ 693,930	$ 363,080

ASSETS AND LIABILITIES (Detai31

ASSETS AND LIABILITIES (Details 4) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Assets And Liabilities Details 4
Accounts payable	$ 1,771,050	$ 2,305,884
Accrued credit card balances	210,529	72,719
Accrued royalties	132,326	132,326
Sales returns and allowances	211,124	52,904
Sales tax payable	259,558	0
Deferred rent	149,203	0
Accrued other	528,423	43,288
Total	$ 3,262,213	$ 2,607,121

ASSETS AND LIABILITIES (Detai32

ASSETS AND LIABILITIES (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Assets Details Textual
Amortization expense	$ 157,473	$ 157,473	$ 314,948	$ 315,198

NOTES PAYABLE AND DEBENTURES 33

NOTES PAYABLE AND DEBENTURES - NON-RELATED PARTIES (Details) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Total notes payable and convertible debentures	$ 2,429,011	$ 1,676,651
Less: Debt discount	(612,615)	(437,355)
Carrying value	1,816,396	1,239,296
Less: Current portion	(1,816,396)	(1,239,296)
Notes payable and convertible debentures, net of current portion	0	0
February 2016 Note Payable [Member]
Total notes payable and convertible debentures	0	54,984
September 2017 5% Note Payable [Member]
Total notes payable and convertible debentures	0	165,000
October and December 2017 Notes Payable [Member]
Total notes payable and convertible debentures	333,333	1,066,667
December 2017 5% Note Payable [Member]
Total notes payable and convertible debentures	390,000	390,000
January and March 2018 Notes Payable [Member]
Total notes payable and convertible debentures	985,678	0
February and March 2018 5% Notes Payable [Member]
Total notes payable and convertible debentures	$ 720,000	$ 0

NOTES PAYABLE AND DEBENTURES 34

NOTES PAYABLE AND DEBENTURES - NON-RELATED PARTIES (Details 1)	Jun. 30, 2018USD ($)
Notes Payable [Abstract]
Remainder of 2018	$ 1,931,530
2,019	497,481
Total	$ 2,429,011

NOTES PAYABLE AND DEBENTURES 35

NOTES PAYABLE AND DEBENTURES - NON-RELATED PARTIES (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Notes Payable [Abstract]
Interest expense	$ 325,982	$ 110,130	$ 567,870	$ 667,609
Amortization of Debt Discount	$ 304,688	$ 88,474	$ 534,092	$ 601,348

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - USD ($)	Jun. 30, 2018	Dec. 31, 2017
Related Party Transactions Details
Wages	$ 1,131,686	$ 1,431,686
Vacation	385,524	342,284
Bonuses	332,144	742,481
Payroll Taxes on the above	124,095	133,746
Total	1,973,449	2,650,197
Classified as long-term	(1,227,554)	(1,531,904)
Accrued compensation	$ 745,895	$ 1,118,293

STOCKHOLDERS_ EQUITY (Details)

STOCKHOLDERS’ EQUITY (Details) - $ / shares	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Stock Options [Member]
Expected life (in years)	6 years 3 months	8 years 7 months 6 days
Expected volatility	201.30%	217.00%
Average risk free interest rate	2.79%	2.28%
Dividend yield	0.00%	0.00%
Grant date fair value	$ .06	$ .19
Warrants [Member]
Expected life (in years)	5 years
Expected volatility	183.80%
Average risk free interest rate	2.69%
Dividend yield	0.00%

STOCKHOLDERS_ EQUITY (Details 1

STOCKHOLDERS’ EQUITY (Details 1) - Stock Options [Member]	6 Months Ended
	Jun. 30, 2018USD ($)$ / sharesshares
Stock Options, Outstanding Beginning Balance | shares	88,000
Options, Granted | shares	193,000
Options, Exercised | shares	0
Options, Cancelled | shares	0
Options, Forfeited | shares	0
Stock Options, Outstanding Ending Balance | shares	281,000
Options, Vested | shares	281,000
Weighted average exercise price, Outstanding Beginning Balance | $ / shares	$ .17
Weighted average exercise price, Granted | $ / shares	.14
Weighted average exercise price, Exercised | $ / shares	.00
Weighted average exercise price, Cancelled | $ / shares	.00
Weighted average exercise price, Forfeited | $ / shares	.00
Weighted average exercise price, Outstanding Ending Balance | $ / shares	.15
Weighted average exercise price, Vested | $ / shares	$ .15
Weighted remaining contractual life (years), Outstanding	9 years
Weighted remaining contractual life (years), Granted	9 years 3 months 18 days
Weighted remaining contractual life (years) Outstanding	9 years 3 months 18 days
Weighted remaining contractual life (years), Vested	9 years 3 months 18 days
Aggregate intrinsic value, Outstanding, beginning | $	$ 377
Aggregate intrinsic value, Outstanding, end | $	1,148
Aggregate intrinsic value, Vested | $	$ 1,148

STOCKHOLDERS_ EQUITY (Details 2

STOCKHOLDERS’ EQUITY (Details 2) - Restricted Stock Units [Member]	6 Months Ended
	Jun. 30, 2018shares
Outstanding at December 31, 2017	13,191,835
Granted	6,487,592
Exchanged	(713,541)
Cancelled	(1,536,459)
Outstanding at June 30, 2018	17,429,427
Vested at June 30, 2018	10,566,057

STOCKHOLDERS_ EQUITY (Details 3

STOCKHOLDERS’ EQUITY (Details 3) - shares	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	40,052,426	62,519,225
Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	32,917,056	58,583,725
Stock Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	272,000	185,500
Restricted stock units - unvested [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	6,863,370	3,750,000

STOCKHOLDERS_ EQUITY (Details N

STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Vested Warrants	32,917,056		32,917,056
Weighted average shares of common stock outstanding used in the basic and diluted net loss per share calculation	194,450,454	150,713,121	185,706,616	77,455,497
Weighted average restricted stock units vested but deferred until the employee or director resigns outstanding used in the basic and diluted net loss per share	10,656,458	9,284,274	10,363,853	7,940,349
Total weighted average shares outstanding used in the basic and diluted net loss per share calculation	205,106,912	159,997,395	196,070,459	85,395,846
2014 Equity Plan [Member]
Available for future grant	63		63
2016 Equity Plan [Member]
Available for future grant	15,922,749		15,922,749
Stock Options [Member]
Stock-Based Compensation Expense	$ 1,424	$ 1,028	$ 4,000	$ 5,406
Restricted Stock Units [Member]
Stock-Based Compensation Expense				$ 107,885
Restricted Stock Units [Member]
Stock-Based Compensation Expense	$ 104,860	$ (52,115)	$ 197,414

DERIVATIVE LIABILITIES (Details

DERIVATIVE LIABILITIES (Details)	Jun. 30, 2018USD ($)
Warrant derivative liabilities
Beginning balance	$ 58,609
Cumulative adjustment from liabilities to accumulated deficit for the fair value of the warrant derivative liability upon adoption of ASU 2017-11 on January 1, 2018	(58,609)
Change in Fair Value	0
Ending Balance	$ 0