Document and Entity Information
Document and Entity Information - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 29, 2016 | Jun. 30, 2015 | |
Document And Entity Information | |||
Entity Registrant Name | Rare Element Resources Ltd | ||
Entity Central Index Key | 1,419,806 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 21,969,679 | ||
Entity Common Stock, Shares Outstanding | 52,941,880 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,015 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 3,881 | $ 10,139 |
Interest receivable | 0 | 6 |
Accounts receivable | 10 | 21 |
Prepaid expenses | 162 | 315 |
Total Current Assets | 4,053 | 10,481 |
Equipment, net | 227 | 344 |
Land | 980 | 980 |
Mineral properties | 27 | 27 |
Total Assets | 5,287 | 11,832 |
CURRENT LIABILITIES: | ||
Accounts payable and accrued liabilities | 909 | 1,098 |
Asset retirement obligation | 152 | 164 |
Total Current Liabilities | 1,061 | 1,262 |
Asset retirement obligation | 205 | 202 |
Total Liabilities | $ 1,266 | $ 1,464 |
Commitments and Contingencies | ||
SHAREHOLDERS' EQUITY: | ||
Common shares, no par value - unlimited shares authorized; shares outstanding December 31, 2015 - 52,941,880, December 31, 2014 - 47,707,216 | $ 103,640 | $ 100,652 |
Additional paid in capital | 23,529 | 23,186 |
Accumulated other comprehensive income/(loss) | 0 | 0 |
Accumulated deficit | (123,148) | (113,470) |
Total Shareholders' Equity | 4,021 | 10,368 |
Total Liabilities and Shareholders' Equity | $ 5,287 | $ 11,832 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Financial Position [Abstract] | |||
Common Stock, Par Value | $ 0 | $ 0 | |
Common Stock, Shares Authorized | [1] | 0 | 0 |
Common Stock, Shares Outstanding | 52,941,880 | 47,707,216 | |
[1] | unlimited shares |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Operating income and (expenses): | ||
Exploration and evaluation | $ (5,070) | $ (8,558) |
Corporate administration | (4,042) | (4,946) |
Depreciation | (118) | (210) |
Total operating expenses | (9,230) | (13,714) |
Non-operating income and (expenses): | ||
Interest income | 28 | 76 |
Loss on currency translation | (476) | (507) |
Gain/(loss) on derivatives | 0 | 116 |
Total non-operating expenses | (448) | (315) |
Net loss | $ (9,678) | $ (14,029) |
LOSS PER SHARE - BASIC AND DILUTED | $ (0.19) | $ (0.29) |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING | 51,234,725 | 47,706,559 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss for the period | $ (9,678) | $ (14,029) |
Adjustments to reconcile loss for the period to net cash and cash equivalents used in operations: | ||
Depreciation | 118 | 210 |
Asset retirement obligation | (9) | (49) |
Realized gain on derivatives | 0 | (14) |
Unrealized (gain)/loss on derivatives | 0 | (102) |
Stock-based compensation | 254 | 517 |
Adjustments Total | (9,315) | (13,467) |
Changes in working capital: | ||
Accounts receivable | 11 | 8 |
Interest receivable | 6 | (2) |
Prepaid expenses | 153 | 87 |
Accounts payable and accrued liabilities | (190) | (314) |
Net cash and cash equivalents used in operating activities | (9,335) | (13,688) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of equipment | (2) | (33) |
Proceeds from sale of equipment | 2 | 0 |
Net cash and cash equivalents provided by (used in) investing activities | 0 | (33) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Cash received for common shares, net of share issuance costs | 3,077 | (42) |
Net cash and cash equivalents provided by (used in) financing activities | 3,077 | (42) |
Decrease in cash and cash equivalents | (6,258) | (13,763) |
Cash and cash equivalents - beginning of the period | 10,139 | 23,902 |
Cash and cash equivalents - end of the period | $ 3,881 | $ 10,139 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS EQUITY - USD ($) $ in Thousands | Common Stock | Additional Paid in Capital | Accumulated Other Comprehensive Income/(Loss) | Accumulated Deficit | Total |
Beginning Balance, Amount at Dec. 31, 2013 | $ 100,513 | $ 22,850 | $ (99,441) | $ 23,922 | |
Beginning Balance, Shares at Dec. 31, 2013 | 47,627,245 | ||||
Exercise of options, Shares | 79,971 | ||||
Exercise of options, Amount | $ 139 | (181) | (42) | ||
Stock-based compensation | $ 517 | 517 | |||
Net loss for the period | $ (14,029) | (14,029) | |||
Ending Balance, Amount at Dec. 31, 2014 | $ 100,652 | $ 23,186 | $ (113,470) | 10,368 | |
Ending Balance, Shares at Dec. 31, 2014 | 47,707,216 | ||||
Shares issued For private placement, Shares | 5,230,770 | ||||
Shares issued For private placement, Amount | $ 2,985 | 91 | 3,076 | ||
Exercise of options, Shares | 3,894 | ||||
Exercise of options, Amount | $ 3 | (2) | 1 | ||
Stock-based compensation | $ 254 | 254 | |||
Net loss for the period | $ (9,678) | (9,678) | |||
Ending Balance, Amount at Dec. 31, 2015 | $ 103,640 | $ 23,529 | $ (123,148) | $ 4,021 | |
Ending Balance, Shares at Dec. 31, 2015 | 52,941,880 |
1. DESCRIPTION OF BUSINESS
1. DESCRIPTION OF BUSINESS | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS | Rare Element Resources Ltd. (collectively referred to as Rare Element, the Company, our, we or us) operates in the mining industry and is focused on advancing its Bear Lodge REE Project. The Company recently announced extensive cost cutting measures intended to position us to be able to move the Project forward expeditiously when market conditions improve, while allowing us in the interim to pursue potential strategic alternatives like off-take agreements, joint ventures or mergers. The financial statements have been prepared on a going concern basis, which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred losses since inception and further losses are anticipated in the development of its business, raising substantial doubt about the Companys ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company obtaining the necessary financing to meet its obligations and pay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next 12 months with existing cash on hand, asset sales and potential issuance of common stock. There can be no assurance that we will be able to raise the necessary financing or complete a strategic transaction on acceptable terms or at all. |
2. BASIS OF PRESENTATION
2. BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2015 | |
Basis Of Presentation | |
BASIS OF PRESENTATION | Principles of consolidation These consolidated financial statements have been prepared in accordance with U.S. GAAP and are inclusive of the accounts of Rare Element Resources Ltd. and its directly and indirectly held wholly owned subsidiaries, which consist of its wholly owned subsidiary Rare Element Holdings Ltd. (Holdings) and Holdings wholly owned subsidiary, Rare Element Resources, Inc. Certain comparative figures have been reclassified to conform to the financial statement presentation adopted for the current year. Rare Element Resources Ltd. was incorporated under the laws of the Province of British Columbia on June 3, 1999. Recent Accounting Pronouncements In August 2014, FASB issued Accounting Standards Update (ASU) No. 2014-15, Presentation of Financial Statements-Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entitys Ability to Continue as a Going Concern (ASU 2014-15). ASU 2014-15 is intended to define managements responsibility to evaluate whether there is substantial doubt about an organizations ability to continue as a going concern and to provide related footnote disclosures. The amendments in this ASU are effective for reporting periods beginning after December 15, 2016, with early adoption permitted. We are currently assessing the impact the adoption of ASU 2014-15 will have on our financial statements and related disclosures. |
3. SUMMARY OF SIGNIFICANT ACCOU
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Use of estimates The preparation of 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 date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. The amounts which involve significant estimates include asset retirement obligations, stock-based compensation, derivative liabilities, and impairments. Cash and cash equivalents Cash and cash equivalents consist of cash and liquid investments with an original maturity of three months or less. At December 31, 2015 and 2014, cash and cash equivalents consisted of $3,881 and $10,139, respectively, of funds held in bank accounts with financial institutions in both Canada and the United States. Short-term investments Short-term investments generally represent investments in guaranteed interest contracts and time deposits which have original maturities in excess of three months but less than 12 months. These investments are accounted for at amortized cost. Mineral properties Mineral property acquisition costs, including indirectly related acquisition costs, are capitalized when incurred. Acquisition costs include cash consideration and the fair market value of common shares issued as consideration. Properties acquired under option agreements, whereby payments are made at the sole discretion of the Company, are capitalized as mineral property acquisition costs at such time as the payments are made. Exploration costs are expensed as incurred. When it is determined that a mining deposit can be economically and legally extracted or produced based on established proven and probable reserves under SEC Industry Guide 7, development costs related to such reserves and incurred after such determination will be considered for capitalization. The establishment of proven and probable reserves is based on results of feasibility studies, which indicate whether a property is economically feasible. Upon commencement of commercial production, capitalized costs will be amortized over their estimated useful lives or units of production, whichever is a more reliable measure. Capitalized amounts relating to a property that is abandoned or otherwise considered uneconomic for the foreseeable future will be written off. Restricted cash The Company maintains at times cash deposits and/or surety bonds, as required by regulatory bodies as assurance for the funding of future reclamation costs associated with the Companys asset retirement obligation. These funds held in cash deposits and/or used as collateral for surety bonds are restricted to that purpose and are not available for the Companys use until the reclamation obligations have been fulfilled. Restricted cash is classified as a non-current asset. Asset retirement obligations Our mining and exploration activities are subject to various laws and regulations, including legal and contractual obligations to reclaim, remediate, or otherwise restore properties at the time the property is removed from service. Asset retirement obligations are recognized when incurred and recorded as liabilities at fair value. The reclamation obligation is based on when spending for an existing disturbance will occur. We reclaim the disturbance from our exploration programs on an ongoing basis; therefore, the portion of our asset retirement obligation corresponding to our exploration programs will be settled in the near term and is classified as a current liability. The remaining reclamation associated with environmental monitoring programs is classified as a long-term liability; however, because we have not declared proven and probable reserves under SEC Industry Guide 7, the timing of these reclamation activities is uncertain. The fair value of the outstanding liability at the end of the period approximates the cost of the asset retirement obligation. For exploration stage properties that do not qualify for asset capitalization, the costs associated with the obligation are charged to operations. For development and production stage properties, the costs will be added to the capitalized costs of the property and amortized using the units-of-production method. We review, on a quarterly basis, unless otherwise deemed necessary, the asset retirement obligation in connection with the Bear Lodge Property. Asset retirement obligations are secured by surety bonds held for the benefit of the state of Wyoming in amounts determined by applicable federal and state regulatory agencies. Changes in our asset retirement obligations are summarized in the following table: Year ended December 31, 2015 2014 Balance, beginning of period $ 366 $ 415 Additions 16 19 Releases (25) (66) Revisions to cost estimates - (2) Balance, end of period $ 357 $ 366 Derivative instruments From time to time, the Company may use derivative financial instruments to manage its foreign currency risks. All derivative financial instruments are classified as current liabilities and are accounted for at trade date. Embedded derivatives are separated from the host contract and accounted for separately if the economic characteristics and risks of the host contract and the embedded derivative are not closely related. The Company re-measures all derivative financial instruments as of the date of the balance sheet based on fair values derived from option pricing models. Gains or losses arising from changes in fair value of derivatives are recognized in the Consolidated Statements of Loss, except for derivatives that are highly effective and qualify for cash flow or net investment hedge accounting. The Company does not have any derivatives that are highly effective and qualify for cash flow or net investment hedging. There were no derivatives outstanding as of December 31, 2015. Common shares Common shares issued for non-monetary consideration are recorded at fair market value based upon the trading price of our shares on the share issuance date. Common shares issued for monetary consideration are recorded at the amount received, less issuance costs. Foreign currency translation Our functional currency is the U.S. dollar. All of our foreign subsidiaries are direct and integral components of the Company and are dependent upon the economic environment of our functional currency. Therefore, the functional currency of our foreign entities is considered to be the U.S. dollar in accordance with ASC Topic 830, Foreign Currency Matters, and accordingly, translation gains and losses are reported in the loss for that period. Assets and liabilities of these foreign operations are translated using period-end exchange rates and revenues and expenses are translated using average exchange rates during each period. Depreciation Depreciation is based on the straight-line method. We depreciate computer equipment, furniture and fixtures and geological equipment over a period of three years. We depreciate vehicles over a period of five years. Stock-based compensation The fair value of share-based compensation awards issued to employees and directors of the Company is measured at the date of grant and amortized over the requisite service period, which is generally the vesting period. The Company uses the Black-Scholes option valuation model to calculate the fair value of awards granted. The fair value of share-based compensation awards issued to non-employees is determined on the measurement date of such awards. The measurement date is typically the vesting date. Upon vesting, the fair value of share-based compensation awards issued to non-employees is calculated using the Black-Scholes option valuation model, and the amount is recorded as an expense with a corresponding increase in additional paid-in-capital. When a share-based compensation award is exercised and the resulting common shares are issued, the fair value of such award as determined on the date of grant or date of vesting (in the case of a non-employee exercise) is transferred to common shares. In the case of a share-based compensation award that is either cancelled or forfeited prior to vesting, the amortized expense associated with the unvested awards is reversed. Income taxes The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under the asset and liability method, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recognized if it is more likely than not that the entire or some portion of the deferred tax asset will not be recognized. Loss per share The loss per share is computed using the weighted average number of shares outstanding during the period. To calculate diluted loss per share, the Company uses the treasury stock method and the if-converted method. Diluted loss per share is not presented, as the effect on the basic loss per share would be anti-dilutive. At December 31, 2015 and 2014, we had 8,928,181 and 5,818,057 in potentially dilutive securities, respectively. Fair value of financial instruments Our financial instruments may at times consist of cash and cash equivalents, short-term investments, marketable securities, accounts receivable, restricted cash, derivative liabilities, accounts payable and accrued liabilities. U.S. GAAP defines fair value as the price that would be received to sell an asset or be paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price) and establishes a fair-value hierarchy that prioritizes the inputs used to measure fair value using the following definitions (from highest to lowest priority): Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2 Observable inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data by correlation or other means. Level 3 Prices or valuation techniques requiring inputs that are both significant to the fair-value measurement and unobservable. The Company continually monitors its cash positions with, and the credit quality of, the financial institutions with which it invests. The Company maintains balances in various U.S. financial institutions in excess of U.S. federally insured limits. The following table presents information about financial instruments recognized at fair value on a recurring basis as of December 31, 2015 and 2014, and indicates the fair value hierarchy: December 31, 2015 December 31, 2014 Level 1 Level 2 Total Level 1 Level 2 Total Assets Cash and cash equivalents $ 3,881 $ - $ 3,881 $ 10,139 $ - $ 10,139 Total financial assets $ 3,881 $ - $ 3,881 $ 10,139 $ - $ 10,139 Liabilities Accounts payable and accrued liabilities $ 909 $ - $ 909 $ 1,098 $ - $ 1,098 Asset retirement obligation - 357 357 - 366 366 Total financial assets and liabilities $ 4,790 $ 357 $ 5,147 $ 11,237 $ 366 $ 11,603 |
4. MINERAL PROPERTIES
4. MINERAL PROPERTIES | 12 Months Ended |
Dec. 31, 2015 | |
Extractive Industries [Abstract] | |
MINERAL PROPERTIES | The amounts shown represent acquisition costs, and do not necessarily represent present or future values as these are entirely dependent upon the economic recovery of future ore reserves. A summary of current property interests is as follows: Bear Lodge Property, Wyoming, USA The Company, through our indirectly held, wholly owned subsidiary, Rare Element Resources, Inc., holds a 100% interest in a group of unpatented mining claims and owns 634 acres (257 hectares) of fee property, together which contain (1) the Bear Lodge REE Project that contains REE mineralization; and (2) the Sundance Gold Project that contains gold mineralization. The property is situated in the Bear Lodge Mountains of Crook County, in northeast Wyoming. These claims were, in part, acquired from Freeport-McMoRan Copper & Gold Inc. (Freeport) by way of a Mineral Lease and Option for Deed. On June 1, 2006, Rare Element Resources, Inc. and Newmont North America Exploration Limited (Newmont) On May 12, 2010, Newmont terminated the option and the Company retained its 100% interest in the mining claims of the entire property. In addition, 327 contiguous claims wholly owned by Newmont outside the Venture were transferred to the Company. In consideration for transferring these claims, Newmont was granted a 0.5% net smelter royalty (NSR) royalty, for precious and base metals only, on the claims transferred to the Company by Newmont. The Company also assumed certain obligations to honor an arrangement between Newmont and Bronco Creek Exploration Company, a wholly owned subsidiary of Eurasian Minerals Inc. (Bronco Creek), on Newmonts formerly wholly owned claims, pursuant to which Bronco Creek will continue to receive minor payments and retain a 0.05% NSR royalty on these claims. The Bear Lodge Property comprises 499 unpatented mining claims located on land administered by the USFS and 634 acres (257 hectares) of fee property for a total of approximately 9,000 acres (3,642 hectares). |
5. EQUIPMENT AND LAND
5. EQUIPMENT AND LAND | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
EQUIPMENT AND LAND | At December 31, 2015 and 2014, equipment consisted of the following: December 31, 2015 December 31, 2014 Cost Accumulated depreciation Net book value Cost Accumulated depreciation Net book value Computer equipment $ 186 $ 178 $ 8 $ 189 $ 168 $ 21 Furniture 106 72 34 111 64 47 Geological equipment 488 371 117 488 319 169 Vehicles 221 153 68 221 114 107 $ 1,001 $ 774 $ 227 $ 1,009 $ 665 $ 344 Depreciation expense for the year ended December 31, 2015 and 2014 was $118 and $210, respectively. We evaluate the recoverability of the carrying value of equipment when events and circumstances indicate that such assets might be impaired. On April 29, 2013, we completed a land acquisition from the state of Wyoming in conjunction with a third-party land exchange, resulting in an additional 640 acres being owned by the Company and subject to a royalty retained by the state of Wyoming. The royalty is a non-participating interest at the royalty rate commensurate with the state or federal royalty rate, whichever is higher, for any such mineral(s), at the time of development. The property is immediately adjacent to our mine site, and the cash consideration paid was $980. |
6. ADDITIONAL PAID IN CAPITAL
6. ADDITIONAL PAID IN CAPITAL | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
ADDITIONAL PAID IN CAPITAL | Stock-based compensation We have options outstanding and exercisable that were issued under two plans, the Fixed Stock Option Plan (FSOP) and the 10% Rolling Stock Option Plan (RSOP). The FSOP was originally approved by shareholders on December 11, 2002 and subsequently approved by shareholders on December 7, 2009, following certain amendments to the FSOP. The FSOP expired upon the adoption of the 10% Rolling Stock Option Plan, which was approved by shareholders on December 2, 2011, and as such, we may no longer grant options under the FSOP. However, the terms of the FSOP continue to govern all prior awards granted under such plan until such awards have been cancelled, forfeited or exercised in accordance with the terms thereof. Under the FSOP, we could grant stock options for up to 5,779,347 common shares to eligible directors, officers, employees or consultants. The maximum term of an option was five years. The exercise price of an option was not less than the closing price on the last trading day preceding the grant date . On December 2, 2011, at the Annual General Meeting, our shareholders approved by way of an ordinary resolution the terms of a new plan, the RSOP, which established the maximum number of common shares which may be issued under the RSOP as a variable amount equal to 10% of the issued and outstanding common shares on a non-diluted basis. Under the RSOP, our Board of Directors may from time to time grant stock options to individual eligible directors, officers, employees or consultants. The maximum term of any stock option is 10 years. The exercise price of a stock option is not less than the closing price on the last trading day preceding the grant date . The fair value of stock option awards granted to directors, officers or employees of the Company are estimated on the grant date using the Black-Scholes option pricing model and the closing price of our common shares on the grant date as quoted on the stock exchange where the majority of the trading volume and value of the shares occurs, which was the NYSE MKT during 2015. The significant assumptions used to estimate the fair value of stock option awards using the Black-Scholes model are as follows: For the years ended December 31, 2015 2014 Risk-free interest rate 1.0 1.1% 0.93 0.99% Expected volatility 73 80% 74 79% Expected dividend yield Nil Nil Expected term in years 3.4 3.5 3.3 Estimated forfeiture rate 3.4 3.6% 3.7% The fair value of stock option awards granted to consultants of the Company is estimated on the vesting date using the Black-Scholes option pricing model and the closing price of our common shares as quoted on the vesting date on the stock exchange where the majority of the trading volume and value of the shares occurs, which was the NYSE MKT during 2015. The significant assumptions used to estimate the fair value of stock option awards using the Black-Scholes models are as follows: For the years ended December 31, 2015 2014 Risk-free interest rate n/a 0.99% Expected volatility n/a 74-79% Expected dividend yield n/a Nil Expected term in years n/a 3.3 Estimated forfeiture rate n/a 3.7% The following table summarizes stock option activity for each of the years ended December 31, 2015 and 2014: For the years ended December 31, 2015 2014 Number of Stock Options Weighted Average Exercise Price Number of Stock Options Weighted Average Exercise Price Outstanding, beginning of period 4,345,500 $5.16 4,700,500 $5.51 Granted 999,000 0.45 275,000 1.28 Exercised (12,600) 0.32 (150,000) 0.50 Cancelled/Expired (753,200) 3.17 (480,000) 4.52 Outstanding, end of period 4,578,700 $3.99 4,345,500 $5.16 Exercisable, end of period 3,896,500 $4.61 3,950,500 $5.54 Weighted-average fair value per share of options granted during period $0.24 $0.65 The following table summarizes information about stock options outstanding and exercisable at December 31, 2015: Outstanding Stock Options Exercisable Stock Options Range of Exercise Prices Number Outstanding Weighted-Average Remaining Contractual Life (in years) Weighted-Average Exercise Price Number Exercisable Weighted-Average Remaining Contractual Life (in years) Weighted-Average Exercise Price $0.32 $2.00 1,608,700 3.81 $ 0.78 926,500 3.41 $ 1.01 $2.01 $4.00 737,000 1.90 3.30 737,000 1.90 3.30 $4.01 $6.00 943,000 1.05 4.91 943,000 1.05 4.91 $6.01 $8.00 1,175,000 0.27 7.41 1,175,000 0.27 7.41 $8.01 + 115,000 0.03 10.91 115,000 0.03 10.91 4,578,700 1.93 $ 3.99 3,896,500 1.51 $ 4.61 A summary of stock option activity as of December 31, 2015 and changes during the year then ended are presented below. Non-vested Stock Options Number Outstanding Weighted Average Grant Date Fair Value Non-vested at December 31, 2014 395,000 $ 0.71 Granted 999,000 0.24 Vested (709,100) 0.49 Cancelled/forfeited (2,700) 0.44 Non-vested at December 31, 2015 682,200 0.25 The stock-based compensation cost recognized in our consolidated statements of operations and comprehensive loss for the years ended December 31, 2015 and 2014 was $254 and $517, respectively. As of December 31, 2015, there was $71 of unrecognized compensation cost related to 682,200 unvested stock options. This cost is expected to be recognized over a weighted-average remaining period of approximately 0.65 years. The total intrinsic value of options exercised in each of the periods ended December 31, 2015 and 2014 was $2 and $167, respectively. At December 31, 2015, there was no aggregate intrinsic value of outstanding and exercisable stock options. Options and Warrants The Company issued warrants, each exercisable for one of the Companys common shares, to investors in connection with registered direct offerings of the Company that closed on September 27, 2013 and April 29, 2015. In addition, the Company issued warrants to a placement agent in connection with each offering, under the same terms as those issued to investors. The exercise price and exercise period are outlined below: Financing Investor Warrants Placement Agent Warrants Total Warrants Exercise Price Expiration Date September 27, 2013 offering 1,338,688 133,869 1,472,557 $4.15 9/27/16 April 29, 2015 offering 2,615,385 261,539 2,876,924 $0.85 4/29/18 Total Warrants Outstanding as of December 31, 2015 4,349,481 The value of the warrants issued to the placement agent (non-employee) for its services in connection with the April 29, 2015 offering was offset against the proceeds of the financing. The Company used a Black-Scholes model with inputs including a market price of the Companys common shares of $0.72, an exercise price of $0.85, a three-year term, volatility of 81.0%, a risk-free rate of 0.91% and no assumed dividends. The value of the warrants issued to the placement agent for its services in connection with the April 29, 2015 offering was estimated at $91. The value of the warrants issued to the placement agent (non-employee) for its services in connection with the September 27, 2013 offering was offset against the proceeds of the financing. The Company used a Black-Scholes model with inputs including a market price of the Companys common shares of $2.61, an exercise price of $4.15, a three-year term, volatility of 80.9%, a risk-free rate of 0.62% and assumed no dividends. The value of the warrants issued for services was estimated at $143. The following table summarizes activity for options and warrants for the years ended December 31, 2015 and 2014: For the year ended December 31, For the year ended December 31, 2014 2015 Number of Options and Warrants Weighted-Average Exercise Price (USD$) Number of Options and Warrants Weighted-Average Exercise Price (USD$) Outstanding, beginning of period 1,472,557 $ 4.15 1,472,557 $ 4.15 Granted 2,876,924 0.85 - - Exercised - - - - Expired - - - - Outstanding, end of period 4,349,481 $ 1.97 1,472,557 $ 4.15 |
7. RELATED PARTY TRANSACTIONS
7. RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | There were no related party transactions during the years ended December 31, 2015 and 2014. |
8. INCOME TAX
8. INCOME TAX | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAX | We recognize future tax assets and liabilities for each tax jurisdiction based on the difference between the financial reporting and tax bases of assets and liabilities using the enacted tax rates expected to be in effect when the taxes are paid or recovered. A valuation allowance is provided against net future tax assets for which we do not consider the realization of such assets to meet the required more likely than not standard. Our future tax assets and liabilities at December 31, 2015 and 2014 include the following components: As of December 31, As of December 31, 2015 2014 Deferred tax assets: Current: Accrued vacation $ 26 $ 39 Reclamation provision 52 57 78 96 Non-current: Noncapital loss carryforwards, Canada 2,640 2,546 Capital loss carryforwards, Canada 7 7 Net operating loss carryforwards, U.S. 14,784 11,053 Mineral properties 13,017 14,244 Reclamation provision 70 69 Equipment 131 115 Share based compensation 3,362 4,020 Research and development 2,358 1,882 36,369 33,936 Deferred tax assets 36,447 34,032 Valuation allowance (36,447) (34,032) Net $ - $ - Deferred tax liabilities: Non-Current: Other - - Deferred tax liabilities - - Net deferred tax asset/(liability) - - The composition of our valuation allowance by tax jurisdiction is summarized as follows: As of December 31, 2015 2014 Canada $ 3,148 $ 3,055 United States 33,299 30,977 Total valuation allowance $ 36,447 $ 34,032 The valuation allowance increased $2,415 from the period ended December 31, 2014 to the calendar year ended December 31, 2015. This was the result of an increase in the net deferred tax assets, primarily net operating loss (NOL) carryforwards, equity compensation for U.S. residents, exploration spending on mineral properties, research and experimental spending, and change in tax rates. Because we are unable to determine whether it is more likely than not that the net deferred tax assets will be realized, we continue to record a 100% valuation against the net deferred tax assets. At December 31, 2015, we had U.S. NOL carryforwards of approximately $43,482, which expire from 2018 to 2035. In addition, we had Canadian non-capital loss carryforwards of approximately CDN$10,784, which expire from 2016 to 2035. As of December 31, 2015, there were Canadian capital loss carryforwards of CDN$59. A full valuation allowance has been recorded against the tax effected U.S. and Canadian loss carryforwards as we do not consider realization of such assets to meet the required more likely than not standard. Section 382 of the Internal Revenue Code could apply and limit our ability to utilize a portion of the U.S. NOL carryforwards. No Section 382 study has been completed; therefore, the actual usage of U.S. NOL carryforwards has not been determined. Deferred tax assets relating to equity compensation have been reduced to reflect tax deductions in excess of previously recorded tax benefits through the year ended December 31, 2015. Our NOL carryforwards referenced above at December 31, 2015 and 2014 include $538 of income tax deductions in excess of previously recorded tax benefits. Although these additional tax deductions are reflected in the NOL carryforwards referenced above, the related tax benefit of $140 will not be recognized until the deductions reduce taxes payable. Accordingly, since the tax benefit does not reduce our current taxes payable for the periods ending December 31, 2015 or 2014, these tax benefits are not reflected in the deferred tax assets presented above. The tax benefit of these excess deductions will be reflected as a credit to additional paid-in capital when recognized. For financial reporting purposes, income/(loss) from continuing operations before income taxes consists of the following components: For the years ended December 31, 2015 2014 Canada $ (617) $ (623) United States (9,061) (13,406) $ (9,678) $ (14,029) The provision for income taxes includes the following components: As of December 31, 2015 2014 Current Canada $ - $ - United States - - - - Deferred Canada $ - $ - United States - - - - Income tax expense (recovery) $ - $ - A reconciliation of expected income tax on net income at statutory rates is as follows: As of December 31, As of December 31, 2015 2014 Net income (loss) $ (9,678) $ (14,029) Statutory tax rate 26.00% 26.00% Tax expense (recovery) at statutory rate (2,516) (3,648) Foreign tax rates (591) (928) Change in tax rates 166 27 Share issuance costs amortization (103) (220) Stock-based compensation 569 155 Nondeductible expenses 17 5 Prior year true-up for loss carryovers 43 20 Prior year true-up for property basis adjustments - (63) Unrecognized benefit of non-capital losses - - Other - - Change in valuation allowance 2,415 4,652 Income tax expense (recovery) $ - $ - We do not have any unrecognized income tax benefits. Should we incur interest and penalties relating to tax uncertainties, such amounts would be classified as a component of the interest expense and operating expense, respectively. Rare Element and its wholly owned subsidiary, Rare Element Holdings Ltd., file income tax returns in the Canadian federal jurisdiction and provincial jurisdictions, and its wholly owned subsidiary, Rare Element Resources, Inc., files in the U.S. federal jurisdiction and various state jurisdictions. The years still open for audit are generally the current year plus the previous three. However, because we have NOLs carrying forward, certain items attributable to closed tax years are still subject to adjustment by applicable taxing authorities through an adjustment to tax losses carried forward to open years. |
9. COMMITMENTS AND CONTINGENCIE
9. COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | Future commitments At December 31, 2015, our contractual obligations consisted of operating lease obligations of $114 associated with our Lakewood, Colorado corporate office as well as facilities in Sundance, Wyoming. Potential environmental contingency Our exploration and development activities are subject to various federal and state laws and regulations governing the protection of the environment. These laws and regulations are continually changing and generally becoming more restrictive. The Company conducts its operations so as to protect public health and the environment and believes its operations are materially in compliance with all applicable laws and regulations. We have made, and expect to make in the future, expenditures to comply with such laws and regulations. The ultimate amount of reclamation and other future site-restoration costs to be incurred for existing mining interests is uncertain. |
10. SUPPLEMENTAL DISCLOSURE WIT
10. SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS | 12 Months Ended |
Dec. 31, 2015 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS | Supplemental cash flow information for the respective periods is as follows: For the years ended December 31, 2015 2014 Other Information Interest received $ 35 $ 77 |
11. RETIREMENT PLAN
11. RETIREMENT PLAN | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
RETIREMENT PLAN | Beginning on January 1, 2012, the Company began sponsoring a qualified tax-deferred savings plan in accordance with the provisions of Section 401(k) of the U.S. Internal Revenue Code, which was available to permanent, full-time U.S. employees after the first day of the month following their hire date. Employees could contribute up to 100% of their compensation, but not to exceed the maximum allowable contribution amount under IRS rules. In the past, we matched 100% of an employees contributions up to 3% and 50% of an employees contribution between 3% and 5% for a total contribution of up to 4%; however, we ceased matching employee contributions to the plan as of May 15, 2015. The Companys contributions vested immediately. Our expense to match employee contributions made during the years ended December 31, 2015 and 2014, was $29 and $86, respectively. The Company terminated the qualified tax-deferred savings plan as of January 31, 2016 and is in the process of an orderly distribution of the assets to the participants. |
12. SEGMENT INFORMATION
12. SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | The Company operates in a single reportable operating segment, being the exploration of mineral properties. |
13. QUARTERLY FINANCIAL INFORMA
13. QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | Summarized quarterly results for the years ended December 31, 2015 and 2014 (in thousands, except per share amounts): For the year ended December 31, 2015 4th Quarter 3rd Quarter 2nd Quarter 1st Quarter Total revenue $ - $ - $ - $ - Net loss $ (2,534) $ (2,572) $ (2,097) $ (2,475) Basic and diluted loss per share $ (0.05) $ (0.05) $ (0.04) $ (0.05) For the year ended December 31, 2014 4th Quarter 3rd Quarter 2nd Quarter 1st Quarter Total revenue $ - $ - $ - $ - Net loss $ (2,937) $ (3,601) $ (3,060) $ (4,431) Basic and diluted loss per share $ (0.06) $ (0.08) $ (0.06) $ (0.09) |
14. SUBSEQUENT EVENTS
14. SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | On January 8, 2016, Rare Element Resources, Inc., a wholly owned subsidiary of the Company, entered into an amended consulting agreement with a former executive to include a monthly consulting retainer of $23. The modified agreement includes a contingent payout based upon the former executives salary upon termination, or $209, less any consulting fees paid in the first three months of 2016, should two or more of the remaining executive team members receive severance payments in accordance with their agreements. On January 11, 2016, Rare Element Resources, Inc., a wholly owned subsidiary of the Company, entered into an Amendment to Severance Compensation Agreement with each of Randall J. Scott, the Companys President and Chief Executive Officer, Paul H. Zink, the Companys Senior Vice President and Chief Financial Officer, and George Byers, the Companys Vice President of Government and Community Relations. On January 18, 2016, Rare Element Resources, Inc. entered into an Amendment to Employment Agreement with Jaye T. Pickarts, the Companys Chief Operating Officer. Pursuant to each amendment, any potential severance compensation payable to the officer under the applicable Severance Compensation Agreement or Employment Agreement as a result of a qualifying termination prior to a change in control (in each case, as defined in the applicable Severance Compensation Agreement or Employment Agreement) will be reduced by the amount of salary paid to such officer during his employment with the Company in the first three months of 2016. This potential decrease in severance compensation would not reduce any severance compensation payable as a result of a qualifying termination on or after a change in control, or if, in the discretion of the Board of Directors, the Company achieves key objectives in the first quarter of 2016. On February 1, 2016, the Company announced its intention to voluntarily delist its common shares from the NYSE MKT and seek to have its common shares traded on the OTC marketplace. The Companys common shares were listed on the NYSE MKT through February 26, 2016 and since February 29, 2016, have been trading on the OTCQB Venture Marketplace under the ticker symbol REEMF. On March 18, the Company notified certain executive officers and employees of their termination of employment, subject to benefits contained within their Severance and Compensation Agreements. The liability associated with the payments upon a qualified termination totals $974, which is to be paid on or before April 30, 2016. For further details regarding compensation agreements, see Part III, Item 11 Employment and Severance Compensation Agreements. Concurrently, the Company entered into consulting agreements with several of its departing executives and employees to allow the Company to meet its objectives. On March 18, the Company entered into a Second Amendment to Severance Compensation Agreement with Randall J. Scott, the Companys President and Chief Executive Officer, which extended the term of his January 11, 2016 amendment through June 30, 2016. |
3. SUMMARY OF SIGNIFICANT ACC21
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Use of estimates | The preparation of 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 date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. The amounts which involve significant estimates include asset retirement obligations, stock-based compensation, derivative liabilities, and impairments. |
Cash and cash equivalents | Cash and cash equivalents consist of cash and liquid investments with an original maturity of three months or less. At December 31, 2015 and 2014, cash and cash equivalents consisted of $3,881 and $10,139, respectively, of funds held in bank accounts with financial institutions in both Canada and the United States. |
Short-term investments | Short-term investments generally represent investments in guaranteed interest contracts and time deposits which have original maturities in excess of three months but less than 12 months. These investments are accounted for at amortized cost. |
Mineral properties | Mineral property acquisition costs, including indirectly related acquisition costs, are capitalized when incurred. Acquisition costs include cash consideration and the fair market value of common shares issued as consideration. Properties acquired under option agreements, whereby payments are made at the sole discretion of the Company, are capitalized as mineral property acquisition costs at such time as the payments are made. Exploration costs are expensed as incurred. When it is determined that a mining deposit can be economically and legally extracted or produced based on established proven and probable reserves under SEC Industry Guide 7, development costs related to such reserves and incurred after such determination will be considered for capitalization. The establishment of proven and probable reserves is based on results of feasibility studies, which indicate whether a property is economically feasible. Upon commencement of commercial production, capitalized costs will be amortized over their estimated useful lives or units of production, whichever is a more reliable measure. Capitalized amounts relating to a property that is abandoned or otherwise considered uneconomic for the foreseeable future will be written off. |
Restricted cash | The Company maintains at times cash deposits and/or surety bonds, as required by regulatory bodies as assurance for the funding of future reclamation costs associated with the Companys asset retirement obligation. These funds held in cash deposits and/or used as collateral for surety bonds are restricted to that purpose and are not available for the Companys use until the reclamation obligations have been fulfilled. Restricted cash is classified as a non-current asset. |
Asset retirement obligations | Our mining and exploration activities are subject to various laws and regulations, including legal and contractual obligations to reclaim, remediate, or otherwise restore properties at the time the property is removed from service. Asset retirement obligations are recognized when incurred and recorded as liabilities at fair value. The reclamation obligation is based on when spending for an existing disturbance will occur. We reclaim the disturbance from our exploration programs on an ongoing basis; therefore, the portion of our asset retirement obligation corresponding to our exploration programs will be settled in the near term and is classified as a current liability. The remaining reclamation associated with environmental monitoring programs is classified as a long-term liability; however, because we have not declared proven and probable reserves under SEC Industry Guide 7, the timing of these reclamation activities is uncertain. The fair value of the outstanding liability at the end of the period approximates the cost of the asset retirement obligation. For exploration stage properties that do not qualify for asset capitalization, the costs associated with the obligation are charged to operations. For development and production stage properties, the costs will be added to the capitalized costs of the property and amortized using the units-of-production method. We review, on a quarterly basis, unless otherwise deemed necessary, the asset retirement obligation in connection with the Bear Lodge Property. Asset retirement obligations are secured by surety bonds held for the benefit of the state of Wyoming in amounts determined by applicable federal and state regulatory agencies. Changes in our asset retirement obligations are summarized in the following table: Year ended December 31, 2015 2014 Balance, beginning of period $ 366 $ 415 Additions 16 19 Releases (25) (66) Revisions to cost estimates - (2) Balance, end of period $ 357 $ 366 |
Derivative instruments | From time to time, the Company may use derivative financial instruments to manage its foreign currency risks. All derivative financial instruments are classified as current liabilities and are accounted for at trade date. Embedded derivatives are separated from the host contract and accounted for separately if the economic characteristics and risks of the host contract and the embedded derivative are not closely related. The Company re-measures all derivative financial instruments as of the date of the balance sheet based on fair values derived from option pricing models. Gains or losses arising from changes in fair value of derivatives are recognized in the Consolidated Statements of Loss, except for derivatives that are highly effective and qualify for cash flow or net investment hedge accounting. The Company does not have any derivatives that are highly effective and qualify for cash flow or net investment hedging. There were no derivatives outstanding as of December 31, 2015. |
Common shares | Common shares issued for non-monetary consideration are recorded at fair market value based upon the trading price of our shares on the share issuance date. Common shares issued for monetary consideration are recorded at the amount received, less issuance costs. |
Foreign currency translation | Our functional currency is the U.S. dollar. All of our foreign subsidiaries are direct and integral components of the Company and are dependent upon the economic environment of our functional currency. Therefore, the functional currency of our foreign entities is considered to be the U.S. dollar in accordance with ASC Topic 830, Foreign Currency Matters, and accordingly, translation gains and losses are reported in the loss for that period. Assets and liabilities of these foreign operations are translated using period-end exchange rates and revenues and expenses are translated using average exchange rates during each period. |
Depreciation | Depreciation is based on the straight-line method. We depreciate computer equipment, furniture and fixtures and geological equipment over a period of three years. We depreciate vehicles over a period of five years. |
Stock-based compensation | The fair value of share-based compensation awards issued to employees and directors of the Company is measured at the date of grant and amortized over the requisite service period, which is generally the vesting period. The Company uses the Black-Scholes option valuation model to calculate the fair value of awards granted. The fair value of share-based compensation awards issued to non-employees is determined on the measurement date of such awards. The measurement date is typically the vesting date. Upon vesting, the fair value of share-based compensation awards issued to non-employees is calculated using the Black-Scholes option valuation model, and the amount is recorded as an expense with a corresponding increase in additional paid-in-capital. When a share-based compensation award is exercised and the resulting common shares are issued, the fair value of such award as determined on the date of grant or date of vesting (in the case of a non-employee exercise) is transferred to common shares. In the case of a share-based compensation award that is either cancelled or forfeited prior to vesting, the amortized expense associated with the unvested awards is reversed. |
Income taxes | The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under the asset and liability method, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recognized if it is more likely than not that the entire or some portion of the deferred tax asset will not be recognized. |
Loss per share | The loss per share is computed using the weighted average number of shares outstanding during the period. To calculate diluted loss per share, the Company uses the treasury stock method and the if-converted method. Diluted loss per share is not presented, as the effect on the basic loss per share would be anti-dilutive. At December 31, 2015 and 2014, we had 8,928,181 and 5,818,057 in potentially dilutive securities, respectively. |
Fair value of financial instruments | Our financial instruments may at times consist of cash and cash equivalents, short-term investments, marketable securities, accounts receivable, restricted cash, derivative liabilities, accounts payable and accrued liabilities. U.S. GAAP defines fair value as the price that would be received to sell an asset or be paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price) and establishes a fair-value hierarchy that prioritizes the inputs used to measure fair value using the following definitions (from highest to lowest priority): Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2 Observable inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data by correlation or other means. Level 3 Prices or valuation techniques requiring inputs that are both significant to the fair-value measurement and unobservable. The Company continually monitors its cash positions with, and the credit quality of, the financial institutions with which it invests. The Company maintains balances in various U.S. financial institutions in excess of U.S. federally insured limits. The following table presents information about financial instruments recognized at fair value on a recurring basis as of December 31, 2015 and 2014, and indicates the fair value hierarchy: December 31, 2015 December 31, 2014 Level 1 Level 2 Total Level 1 Level 2 Total Assets Cash and cash equivalents $ 3,881 $ - $ 3,881 $ 10,139 $ - $ 10,139 Total financial assets $ 3,881 $ - $ 3,881 $ 10,139 $ - $ 10,139 Liabilities Accounts payable and accrued liabilities $ 909 $ - $ 909 $ 1,098 $ - $ 1,098 Asset retirement obligation - 357 357 - 366 366 Total financial assets and liabilities $ 4,790 $ 357 $ 5,147 $ 11,237 $ 366 $ 11,603 |
3. SUMMARY OF SIGNIFICANT ACC22
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Current and non-current asset retirement obligations | Year ended December 31, 2015 2014 Balance, beginning of period $ 366 $ 415 Additions 16 19 Releases (25) (66) Revisions to cost estimates - (2) Balance, end of period $ 357 $ 366 |
Financial instruments recognized at fair value on a recurring basis | December 31, 2015 December 31, 2014 Level 1 Level 2 Total Level 1 Level 2 Total Assets Cash and cash equivalents $ 3,881 $ - $ 3,881 $ 10,139 $ - $ 10,139 Total financial assets $ 3,881 $ - $ 3,881 $ 10,139 $ - $ 10,139 Liabilities Accounts payable and accrued liabilities $ 909 $ - $ 909 $ 1,098 $ - $ 1,098 Asset retirement obligation - 357 357 - 366 366 Total financial assets and liabilities $ 4,790 $ 357 $ 5,147 $ 11,237 $ 366 $ 11,603 |
5. EQUIPMENT AND LAND (Tables)
5. EQUIPMENT AND LAND (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF EQUIPMENT AND LAND | December 31, 2015 December 31, 2014 Cost Accumulated depreciation Net book value Cost Accumulated depreciation Net book value Computer equipment $ 186 $ 178 $ 8 $ 189 $ 168 $ 21 Furniture 106 72 34 111 64 47 Geological equipment 488 371 117 488 319 169 Vehicles 221 153 68 221 114 107 $ 1,001 $ 774 $ 227 $ 1,009 $ 665 $ 344 |
6. ADDITIONAL PAID-IN CAPITAL (
6. ADDITIONAL PAID-IN CAPITAL (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Additional Paid in Capital [Abstract] | |
Fair value assumptions | For the years ended December 31, 2015 2014 Risk-free interest rate 1.0 1.1% 0.93 0.99% Expected volatility 73 80% 74 79% Expected dividend yield Nil Nil Expected term in years 3.4 3.5 3.3 Estimated forfeiture rate 3.4 3.6% 3.7% For the years ended December 31, 2015 2014 Risk-free interest rate n/a 0.99% Expected volatility n/a 74-79% Expected dividend yield n/a Nil Expected term in years n/a 3.3 Estimated forfeiture rate n/a 3.7% |
Stock option activity | For the years ended December 31, 2015 2014 Number of Stock Options Weighted Average Exercise Price Number of Stock Options Weighted Average Exercise Price Outstanding, beginning of period 4,345,500 $5.16 4,700,500 $5.51 Granted 999,000 0.45 275,000 1.28 Exercised (12,600) 0.32 (150,000) 0.50 Cancelled/Expired (753,200) 3.17 (480,000) 4.52 Outstanding, end of period 4,578,700 $3.99 4,345,500 $5.16 Exercisable, end of period 3,896,500 $4.61 3,950,500 $5.54 Weighted-average fair value per share of options granted during period $0.24 $0.65 |
Stock options outstanding | Outstanding Stock Options Exercisable Stock Options Range of Exercise Prices Number Outstanding Weighted-Average Remaining Contractual Life (in years) Weighted-Average Exercise Price Number Exercisable Weighted-Average Remaining Contractual Life (in years) Weighted-Average Exercise Price $0.32 $2.00 1,608,700 3.81 $ 0.78 926,500 3.41 $ 1.01 $2.01 $4.00 737,000 1.90 3.30 737,000 1.90 3.30 $4.01 $6.00 943,000 1.05 4.91 943,000 1.05 4.91 $6.01 $8.00 1,175,000 0.27 7.41 1,175,000 0.27 7.41 $8.01 + 115,000 0.03 10.91 115,000 0.03 10.91 4,578,700 1.93 $ 3.99 3,896,500 1.51 $ 4.61 |
Non-vested Stock option activity | Non-vested Stock Options Number Outstanding Weighted Average Grant Date Fair Value Non-vested at December 31, 2014 395,000 $ 0.71 Granted 999,000 0.24 Vested (709,100) 0.49 Cancelled/forfeited (2,700) 0.44 Non-vested at December 31, 2015 682,200 0.25 |
Exercise price and exercise period | Financing Investor Warrants Placement Agent Warrants Total Warrants Exercise Price Expiration Date September 27, 2013 offering 1,338,688 133,869 1,472,557 $4.15 9/27/16 April 29, 2015 offering 2,615,385 261,539 2,876,924 $0.85 4/29/18 Total Warrants Outstanding as of December 31, 2015 4,349,481 |
Options and warrants | For the year ended December 31, For the year ended December 31, 2014 2015 Number of Options and Warrants Weighted-Average Exercise Price (USD$) Number of Options and Warrants Weighted-Average Exercise Price (USD$) Outstanding, beginning of period 1,472,557 $ 4.15 1,472,557 $ 4.15 Granted 2,876,924 0.85 - - Exercised - - - - Expired - - - - Outstanding, end of period 4,349,481 $ 1.97 1,472,557 $ 4.15 |
8. INCOME TAX (Tables)
8. INCOME TAX (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Deferred tax assets and liabilities | As of December 31, As of December 31, 2015 2014 Deferred tax assets: Current: Accrued vacation $ 26 $ 39 Reclamation provision 52 57 78 96 Non-current: Noncapital loss carryforwards, Canada 2,640 2,546 Capital loss carryforwards, Canada 7 7 Net operating loss carryforwards, U.S. 14,784 11,053 Mineral properties 13,017 14,244 Reclamation provision 70 69 Equipment 131 115 Share based compensation 3,362 4,020 Research and development 2,358 1,882 36,369 33,936 Deferred tax assets 36,447 34,032 Valuation allowance (36,447) (34,032) Net $ - $ - Deferred tax liabilities: Non-Current: Other - - Deferred tax liabilities - - Net deferred tax asset/(liability) - - |
Valuation allowance by tax jurisdiction | As of December 31, 2015 2014 Canada $ 3,148 $ 3,055 United States 33,299 30,977 Total valuation allowance $ 36,447 $ 34,032 |
Income/(loss) from continuing operations before income taxes | For the years ended December 31, 2015 2014 Canada $ (617) $ (623) United States (9,061) (13,406) $ (9,678) $ (14,029) |
Income tax provision | As of December 31, 2015 2014 Current Canada $ - $ - United States - - - - Deferred Canada $ - $ - United States - - - - Income tax expense (recovery) $ - $ - |
Income tax reconciliation | As of December 31, As of December 31, 2015 2014 Net income (loss) $ (9,678) $ (14,029) Statutory tax rate 26.00% 26.00% Tax expense (recovery) at statutory rate (2,516) (3,648) Foreign tax rates (591) (928) Change in tax rates 166 27 Share issuance costs amortization (103) (220) Stock-based compensation 569 155 Nondeductible expenses 17 5 Prior year true-up for loss carryovers 43 20 Prior year true-up for property basis adjustments - (63) Unrecognized benefit of non-capital losses - - Other - - Change in valuation allowance 2,415 4,652 Income tax expense (recovery) $ - $ - |
10. SUPPLEMENTAL DISCLOSURE W26
10. SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Supplemental Disclosure With Respect To Cash Flows Tables | |
Supplemental cash flow information | For the years ended December 31, 2015 2014 Other Information Interest received $ 35 $ 77 |
13. QUARTERLY FINANCIAL INFOR27
13. QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Tables | |
Summarized quarterly results | For the year ended December 31, 2015 4th Quarter 3rd Quarter 2nd Quarter 1st Quarter Total revenue $ - $ - $ - $ - Net loss $ (2,534) $ (2,572) $ (2,097) $ (2,475) Basic and diluted loss per share $ (0.05) $ (0.05) $ (0.04) $ (0.05) For the year ended December 31, 2014 4th Quarter 3rd Quarter 2nd Quarter 1st Quarter Total revenue $ - $ - $ - $ - Net loss $ (2,937) $ (3,601) $ (3,060) $ (4,431) Basic and diluted loss per share $ (0.06) $ (0.08) $ (0.06) $ (0.09) |
3. SUMMARY OF SIGNIFICANT ACC28
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Asset Retirement Obligation [Abstract] | ||
Balance, beginning of period | $ 366 | $ 415 |
Additions | 16 | 19 |
Releases | $ (25) | (66) |
Revisions to cost estimates | (2) | |
Balance, end of period | $ 357 | $ 366 |
3. SUMMARY OF SIGNIFICANT ACC29
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Assets | |||
Cash and cash equivalents | $ 3,881 | $ 10,139 | $ 23,902 |
Total financial assets | 3,881 | 10,139 | |
Liabilities | |||
Accounts payable and other accrued liabilities | 909 | 1,098 | |
Asset retirement obligation | 357 | 366 | $ 415 |
Total financial assets and liabilities | 5,147 | 11,603 | |
Level 1 | |||
Assets | |||
Cash and cash equivalents | 3,881 | 10,139 | |
Total financial assets | 3,881 | 10,139 | |
Liabilities | |||
Accounts payable and other accrued liabilities | $ 909 | $ 1,098 | |
Asset retirement obligation | |||
Total financial assets and liabilities | $ 4,790 | $ 11,237 | |
Level 2 | |||
Assets | |||
Cash and cash equivalents | |||
Total financial assets | |||
Liabilities | |||
Accounts payable and other accrued liabilities | |||
Asset retirement obligation | $ 357 | $ 366 | |
Total financial assets and liabilities | $ 357 | $ 366 |
3. SUMMARY OF SIGNIFICANT ACC30
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accounting Policies [Abstract] | |||
Cash and cash equivalents | $ 3,881 | $ 10,139 | $ 23,902 |
Potentially dilutive securities | 8,928,181 | 5,818,057 |
5. EQUIPMENT AND LAND (Details)
5. EQUIPMENT AND LAND (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Cost | $ 1,001 | $ 1,009 |
Accumulated depreciation | 774 | 665 |
Net book value | 227 | 344 |
Computer equipment | ||
Cost | 186 | 189 |
Accumulated depreciation | 178 | 168 |
Net book value | 8 | 21 |
Furniture | ||
Cost | 106 | 111 |
Accumulated depreciation | 72 | 64 |
Net book value | 34 | 47 |
Geological equipment | ||
Cost | 488 | 488 |
Accumulated depreciation | 371 | 319 |
Net book value | 117 | 169 |
Vehicles | ||
Cost | 221 | 221 |
Accumulated depreciation | 153 | 114 |
Net book value | $ 68 | $ 107 |
5. EQUIPMENT AND LAND (Details
5. EQUIPMENT AND LAND (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 118 | $ 210 |
6. ADDITIONAL PAID-IN CAPITAL33
6. ADDITIONAL PAID-IN CAPITAL (Details) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Directors, Officers or Employees | ||
Expected volatiility, minimum | 73.00% | 74.00% |
Expected volatiility, maximum | 80.00% | 79.00% |
Expected dividend yield | 0.00% | 0.00% |
Estimated forfeiture rate | 3.70% | |
Directors, Officers or Employees | Minimum [Member] | ||
Risk free interest rate, minimum | 1.00% | 0.93% |
Expected term in years | 3 years 4 months 24 days | 3 years 3 months 18 days |
Estimated forfeiture rate | 3.40% | |
Directors, Officers or Employees | Maximum [Member] | ||
Risk free interest rate, minimum | 1.10% | 0.99% |
Expected term in years | 3 years 6 months | 3 years 3 months 18 days |
Estimated forfeiture rate | 3.60% | |
Consultants | ||
Risk free interest rate, minimum | 0.00% | 0.99% |
Expected volatiility, minimum | 0.00% | 74.00% |
Expected volatiility, maximum | 0.00% | 79.00% |
Expected dividend yield | 0.00% | 0.00% |
Expected term in years | 3 years 3 months 18 days | |
Estimated forfeiture rate | 0.00% | 3.70% |
6. ADDITIONAL PAID-IN CAPITAL34
6. ADDITIONAL PAID-IN CAPITAL (Details 1) - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Number of Options | ||
Number of Options Outstanding, Ending | 4,578,700 | |
Number of Options Exercisable | 3,896,500 | |
Weighted Average Exercise Price | ||
Weighted Average Exercise Price Outstanding, Ending | $ 3.99 | |
Weighted Average Exercise Price Exercisable | $ 4.61 | |
Stock Option [Member] | ||
Number of Options | ||
Number of Options Outstanding, Beginning | 4,345,500 | 4,700,500 |
Number of Options Granted | 999,000 | 275,000 |
Number of Options Exercised | (12,600) | (150,000) |
Number of Options Cancelled/Forfeited/Expired | (753,200) | (480,000) |
Number of Options Outstanding, Ending | 4,578,700 | 4,345,500 |
Number of Options Exercisable | 3,896,500 | 3,950,500 |
Weighted Average Exercise Price | ||
Weighted Average Exercise Price Outstanding, Beginning | $ 5.16 | $ 5.51 |
Weighted Average Exercise Price Granted | 0.45 | 1.28 |
Weighted Average Exercise Price Exercised | 0.32 | 0.50 |
Weighted Average Exercise Price Cancelled/Forfeited/Expired | 3.17 | 4.52 |
Weighted Average Exercise Price Outstanding, Ending | 3.99 | 5.16 |
Weighted Average Exercise Price Exercisable | 4.61 | 5.54 |
Weighted-average fair value per share of options granted during the period | $ 0.24 | $ 0.65 |
6. ADDITIONAL PAID-IN CAPITAL35
6. ADDITIONAL PAID-IN CAPITAL (Details 2) | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Outstanding Stock Options | |
Number of Options Outstanding, Ending | shares | 4,578,700 |
Weighted-Average Remaining Contractual Life (in years) | 1 year 11 months 5 days |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 3.99 |
Exercisable Stock Options | |
Number of Options Exercisable | shares | 3,896,500 |
Weighted-Average Remaining Contractual Life (in years) | 1 year 6 months 4 days |
Weighted Average Exercise Price Exercisable | $ / shares | $ 4.61 |
$0.32 - $2.00 | |
Outstanding Stock Options | |
Number of Options Outstanding, Ending | shares | 1,608,700 |
Weighted-Average Remaining Contractual Life (in years) | 3 years 9 months 22 days |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 0.78 |
Exercisable Stock Options | |
Number of Options Exercisable | shares | 926,500 |
Weighted-Average Remaining Contractual Life (in years) | 3 years 4 months 28 days |
Weighted Average Exercise Price Exercisable | $ / shares | $ 1.01 |
$2.01 - $4.00 | |
Outstanding Stock Options | |
Number of Options Outstanding, Ending | shares | 737,000 |
Weighted-Average Remaining Contractual Life (in years) | 1 year 10 months 24 days |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 3.30 |
Exercisable Stock Options | |
Number of Options Exercisable | shares | 737,000 |
Weighted-Average Remaining Contractual Life (in years) | 1 year 10 months 24 days |
Weighted Average Exercise Price Exercisable | $ / shares | $ 3.30 |
$4.01 - $6.00 | |
Outstanding Stock Options | |
Number of Options Outstanding, Ending | shares | 943,000 |
Weighted-Average Remaining Contractual Life (in years) | 1 year 18 days |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 4.91 |
Exercisable Stock Options | |
Number of Options Exercisable | shares | 943,000 |
Weighted-Average Remaining Contractual Life (in years) | 1 year 18 days |
Weighted Average Exercise Price Exercisable | $ / shares | $ 4.91 |
$6.01 - $8.00 | |
Outstanding Stock Options | |
Number of Options Outstanding, Ending | shares | 1,175,000 |
Weighted-Average Remaining Contractual Life (in years) | 3 months 7 days |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 7.41 |
Exercisable Stock Options | |
Number of Options Exercisable | shares | 1,175,000 |
Weighted-Average Remaining Contractual Life (in years) | 3 months 7 days |
Weighted Average Exercise Price Exercisable | $ / shares | $ 7.41 |
$8.01 + | |
Outstanding Stock Options | |
Number of Options Outstanding, Ending | shares | 115,000 |
Weighted-Average Remaining Contractual Life (in years) | 11 days |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 10.91 |
Exercisable Stock Options | |
Number of Options Exercisable | shares | 115,000 |
Weighted-Average Remaining Contractual Life (in years) | 11 days |
Weighted Average Exercise Price Exercisable | $ / shares | $ 10.91 |
6. ADDITIONAL PAID-IN CAPITAL36
6. ADDITIONAL PAID-IN CAPITAL (Details 3) | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Number Outstanding | |
Non-vested at December 31, 2014 | shares | 395,000 |
Granted | shares | 999,000 |
Vested | shares | (709,100) |
Cancelled/forfeited | shares | (2,700) |
Non-vested at December 31, 2015 | shares | 682,200 |
Weighted Average Grant Date Fair Value | |
Non-vested at December 31, 2014 | $ / shares | $ 0.71 |
Granted | $ / shares | 0.24 |
Vested | $ / shares | 0.49 |
Cancelled/forfeited | $ / shares | 0.44 |
Non-vested at December 31, 2015 | $ / shares | $ 0.25 |
6. ADDITIONAL PAID-IN CAPITAL37
6. ADDITIONAL PAID-IN CAPITAL (Details 4) - $ / shares | 1 Months Ended | ||
Apr. 29, 2015 | Sep. 27, 2013 | Dec. 31, 2015 | |
Total Warrants | 2,876,924 | 1,472,557 | 4,349,481 |
Exercise Price | $ 0.85 | $ 4.15 | |
Expiration Date | Apr. 29, 2018 | Sep. 27, 2016 | |
Investor Warrants | |||
Total Warrants | 2,615,385 | 1,338,688 | |
Placement Agent Warrants | |||
Total Warrants | 261,539 | 133,869 |
6. ADDITIONAL PAID-IN CAPITAL38
6. ADDITIONAL PAID-IN CAPITAL (Details 5) - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Number of Options | ||
Number of Options Outstanding, Ending | 4,578,700 | |
Weighted Average Exercise Price | ||
Weighted Average Exercise Price Outstanding, Ending | $ 3.99 | |
Option and Warrants [Member] | ||
Number of Options | ||
Number of Options Outstanding, Beginning | 1,472,557 | 1,472,557 |
Number of Options Granted | 2,876,924 | |
Number of Options Exercised | ||
Number of Options Expired | ||
Number of Options Outstanding, Ending | 4,349,481 | 1,472,557 |
Weighted Average Exercise Price | ||
Weighted Average Exercise Price Outstanding, Beginning | $ 4.15 | $ 4.15 |
Weighted Average Exercise Price Granted | $ 0.85 | |
Weighted Average Exercise Price Exercised | ||
Weighted Average Exercise Price Expired | ||
Weighted Average Exercise Price Outstanding, Ending | $ 1.97 | $ 4.15 |
6. ADDITIONAL PAID IN CAPITAL
6. ADDITIONAL PAID IN CAPITAL (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Additional Paid in Capital [Abstract] | ||
Stock-based compensation cost | $ 254 | $ 517 |
Unvested stock options | 682,200 | 395,000 |
Unrecognized compensation cost | $ 71 | |
Period for recognition of compensation cost | 7 months 24 days | |
Total intrinsic value of options exercised | $ 2 | $ 167 |
8. INCOME TAX (Details)
8. INCOME TAX (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current: | ||
Accrued vacation | $ 26 | $ 39 |
Reclamation provision | 52 | 57 |
Total Deferred tax assets current | 78 | 96 |
Non-Current: | ||
Net operating loss carryforwards, US | 14,784 | 11,053 |
Mineral properties | 13,017 | 14,244 |
Reclamation provision | 70 | 69 |
Equipment | 131 | 115 |
Share based compensation | 3,362 | 4,020 |
Research and development | 2,358 | 1,882 |
Total Deferred tax assets non-current | 36,369 | 33,936 |
Deferred tax assets | 36,447 | 34,032 |
Valuation allowance | (36,447) | (34,032) |
Net | 0 | 0 |
Deferred tax liabilities Non-Current: | ||
Other | 0 | 0 |
Deferred tax liabilities | 0 | 0 |
Net deferred tax asset/(liability) | 0 | 0 |
Canada | ||
Non-Current: | ||
Noncapital loss carryforwards, Canada | 2,640 | 2,546 |
Capital loss, carryforwards, Canada | 7 | 7 |
US | ||
Non-Current: | ||
Net operating loss carryforwards, US | $ 14,784 | $ 11,053 |
8. INCOME TAX (Details 1)
8. INCOME TAX (Details 1) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Income Tax Disclosure [Abstract] | ||
Canada | $ 3,148 | $ 3,055 |
United States | 33,299 | 30,977 |
Total valuation allowance | $ 36,447 | $ 34,032 |
8. INCOME TAX (Details 2)
8. INCOME TAX (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest [Abstract] | ||||||||||
Canada | $ (617) | $ (623) | ||||||||
United States | (9,061) | (13,406) | ||||||||
Net loss | $ (2,534) | $ (2,572) | $ (2,097) | $ (2,475) | $ (2,937) | $ (3,601) | $ (3,060) | $ (4,431) | $ (9,678) | $ (14,029) |
8. INCOME TAX (Details 3)
8. INCOME TAX (Details 3) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Current | ||
Canada | $ 0 | $ 0 |
United States | 0 | 0 |
Total, current | 0 | 0 |
Deferred | ||
Canada | 0 | 0 |
United States | 0 | 0 |
Total, deferred | 0 | 0 |
Income tax expense (recovery) | $ 0 | $ 0 |
8. INCOME TAX (Details 4)
8. INCOME TAX (Details 4) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||||||||||
Net income (loss) | $ (2,534) | $ (2,572) | $ (2,097) | $ (2,475) | $ (2,937) | $ (3,601) | $ (3,060) | $ (4,431) | $ (9,678) | $ (14,029) |
Statutory tax rate | 26.00% | 26.00% | ||||||||
Tax expense (recovery) at statutoy rate | $ (2,516) | $ (3,648) | ||||||||
Foreign tax rates | (591) | (928) | ||||||||
Change in tax rates | 166 | 27 | ||||||||
Share issuance costs amortization | (103) | (220) | ||||||||
Stock based compensation | 569 | 155 | ||||||||
Nondeductible expenses | 17 | 5 | ||||||||
Prior year true-up for loss carryovers | 43 | 20 | ||||||||
Prior year true-up for property basis adjustments | 0 | (63) | ||||||||
Unrecognized benefit of non capital losses | 0 | 0 | ||||||||
Other | 0 | 0 | ||||||||
Change in valuation allowance | 2,415 | 4,652 | ||||||||
Income tax expense (recovery) | $ 0 | $ 0 |
8. INCOME TAX (Details Narrativ
8. INCOME TAX (Details Narrative) $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Increase in valuation allowance | $ 2,415 |
Deferred tax assets valuation, percentage | 100.00% |
Net operating loss carryforwards | $ 43,482 |
Tax deductions in excess of previous tax benefits | 538 |
Tax benefit related to net operating loss carryforward | 140 |
Canadian Dollars | |
Net operating loss carryforwards | 10,784 |
Capital carryforward | $ 59 |
9. COMMITMENTS AND CONTINGENC46
9. COMMITMENTS AND CONTINGENCIES (Details Narrative) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Operating lease obligations | $ 114 |
10. SUPPLEMENTAL DISCLOSURE W47
10. SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Other Information | ||
Interest received | $ 35 | $ 77 |
11. RETIREMENT PLAN (Details Na
11. RETIREMENT PLAN (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Contribution Pension and Other Postretirement Plans Disclosure [Abstract] | ||
Employee contribution match | $ 29 | $ 86 |
13. QUARTERLY FINANCIAL INFOR49
13. QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||
Total revenue | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | ||
Net loss | $ (2,534) | $ (2,572) | $ (2,097) | $ (2,475) | $ (2,937) | $ (3,601) | $ (3,060) | $ (4,431) | $ (9,678) | $ (14,029) |
Basic and diluted loss per share | $ (0.05) | $ (0.05) | $ (0.04) | $ (0.05) | $ (0.06) | $ (0.08) | $ (0.06) | $ (0.09) | $ (0.19) | $ (0.29) |