Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Oct. 31, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | ADVANCED MEDICAL ISOTOPE Corp | |
Entity Central Index Key | 1,449,349 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 53,768,563 | |
Trading Symbol | ADMD | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,017 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash | $ 22,110 | $ 27,889 |
Prepaid expenses | 6,767 | 11,990 |
Total current assets | 28,877 | 39,879 |
Fixed assets, net of accumulated depreciation | 1,473 | |
Other assets: | ||
Deposits | 669 | 644 |
Total other assets | 669 | 644 |
Total assets | 29,546 | 41,996 |
Current liabilities: | ||
Accounts payable and accrued expenses | 794,627 | 1,137,086 |
Related party accounts payable | 71,297 | 109,718 |
Accrued interest payable | 319,372 | 114,755 |
Payroll liabilities payable | 44,441 | 499,502 |
Convertible notes payable, net | 1,959,276 | 544,508 |
Derivative liability | 324,532 | |
Related party promissory note | 383,771 | 332,195 |
Total current liabilities | 3,572,784 | 3,062,296 |
Total liabilities | 3,572,784 | 3,062,296 |
Commitments and contingencies | ||
Stockholders' equity (deficit): | ||
Preferred stock, $.001 par value, 20,000,000 shares authorized; 3,583,860 and 3,773,592 shares issued and outstanding, respectively | 3,584 | 3,774 |
Paid in capital, preferred stock | 12,907,354 | 14,140,797 |
Common stock, $.001 par value; 2,000,000,000 shares authorized; 53,468,563 and 31,743,797 shares issued and outstanding, respectively | 53,469 | 31,744 |
Paid in capital, common stock | 45,155,762 | 40,672,825 |
Accumulated deficit | (61,663,407) | (57,869,440) |
Total stockholders' equity (deficit) | (3,543,238) | (3,020,300) |
Total liabilities and stockholders' equity (deficit) | $ 29,546 | $ 41,996 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, authorized | 20,000,000 | 20,000,000 |
Preferred stock, issued | 3,583,860 | 3,773,592 |
Preferred stock, outstanding | 3,583,860 | 3,773,592 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, authorized | 2,000,000,000 | 2,000,000,000 |
Common stock, issued | 53,468,563 | 31,743,797 |
Common stock, outstanding | 53,468,563 | 31,743,797 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Statement [Abstract] | ||||
Revenues | $ 4,054 | $ 4,054 | $ 8,108 | |
Operating expenses | ||||
Sales and marketing expenses | 52,620 | 65,995 | 93,870 | 213,539 |
Depreciation and amortization | 738 | 1,473 | 2,212 | |
Professional fees | 211,954 | 265,497 | 642,101 | 1,968,084 |
Reserved stock units granted | 169,650 | 169,650 | ||
Stock options granted | 24,283 | 27,427 | 79,582 | 612,343 |
Payroll expenses | 436,319 | 160,500 | 722,594 | 492,077 |
Loan fees | 8,664 | 603,861 | ||
General and administrative expenses | 66,973 | 137,593 | 240,469 | 683,788 |
Total operating expenses | 961,799 | 666,414 | 1,949,739 | 4,575,904 |
Operating loss | (961,799) | (666,414) | (1,945,685) | (4,567,796) |
Non-operating income (expense) | ||||
Interest expense | (527,188) | (85,830) | (1,836,279) | (535,563) |
Net gain on sale of assets | 2,800 | |||
Net gain (loss) on settlement of debt | (111,328) | (1,877,959) | ||
Loss on sale of stock | (54,561) | (54,561) | ||
Net gain (loss) on debt extinguishment | (369,428) | (423,291) | ||
Gain (loss) on derivative liability | 9 | 762,151 | 408,488 | (3,108,889) |
Non-operating income (expense), net | (896,607) | 510,432 | (1,848,282) | (5,576,972) |
Income (Loss) before Income Taxes | (1,858,406) | (155,982) | (3,793,967) | (10,144,768) |
Income Tax Provision | ||||
Net Income (Loss) | $ (1,858,406) | $ (155,982) | $ (3,793,967) | $ (10,144,168) |
Basic and Diluted Income (Loss) per Common Share | $ (0.04) | $ (0.01) | $ (0.08) | $ (0.51) |
Weighted average common shares outstanding | 52,471,896 | 19,999,985 | 45,777,689 | 19,987,347 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flow (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
CASH FLOW FROM OPERATING ACTIVITIES: | ||
Net Income (Loss) | $ (3,793,967) | $ (10,144,168) |
Adjustments to reconcile net income (loss) to net cash used by operating activities: | ||
Depreciation of fixed assets | 1,473 | 2,213 |
Amortization of licenses and intangible assets | ||
Amortization of convertible debt discount | 1,473,205 | 379,290 |
Gain on sale of assets | (2,800) | |
Preferred stock issued for loan fees | 603,861 | |
Common stock issued for services | 250,393 | |
Common stock issued for wages | 365,989 | |
Preferred stock for services | 357,403 | |
Preferred stock for wages | 64,982 | |
Restricted stock units granted | 169,650 | |
Stock options for services | 79,582 | 612,343 |
Warrants issued for services | 1,069,353 | |
(Gain) loss on derivative liability | (408,488) | 3,108,889 |
(Gain) loss on settlement of debt | 423,291 | 1,877,959 |
Changes in operating assets and liabilities: | ||
Prepaid expenses | 5,198 | (4,240) |
Accounts payable | 22,226 | 36,964 |
Related party accounts payable | (4,675) | (11,725) |
Payroll liabilities | (67,310) | 144,503 |
Accrued interest | 361,951 | 87,265 |
Net cash used by operating activities | (1,124,282) | 1,645,825 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Sale of fixed assets | 2,800 | |
Net cash from vesting activities | 2,800 | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Payments made for loan fees | (101,631) | |
Proceeds from shareholder advances | 137,000 | |
Proceeds from exercise of warrants | 250 | |
Payments on convertible debt | (10,000) | |
Proceeds from convertible debt | 1,080,334 | 1,476,558 |
Net cash provided by financing activities | 1,115,703 | 1,466,808 |
Net increase (decrease) in cash | (5,779) | (179,017) |
Cash, beginning of period | 27,889 | 179,032 |
CASH, END OF PERIOD | 22,110 | 15 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | ||
Cash paid for income taxes |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies | NOTE 1: BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES The accompanying condensed financial statements of Advanced Medical Isotope Corporation (the “ Company In April of 2017, the Company filed a Certificate of Merger with the Delaware Division of Corporations in order to merge the Company’s wholly-owned subsidiary, IsoPet Solutions Corporation, with and into the Company. The Company therefore no longer prepares Consolidated Financial Statements. Use of Estimates The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that effect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Fair Value of Financial Instruments Fair value of financial instruments requires disclosure of the fair value information, whether or not recognized in the balance sheet, where it is practicable to estimate that value. As of September 30, 2017 and December 31, 2016, the balances reported for cash, prepaid expenses, accounts payable, and accrued expenses, approximate the fair value because of their short maturities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Financial Accounting Standards Board (“ FASB ASU Fair Value Measurements Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The Company measures certain financial instruments at fair value on a recurring basis. Assets and liabilities measured at fair value on a recurring basis were calculated using the Black-Scholes pricing model and are as follows at September 30, 2017 and December 31, 2016: September 30, 2017 Total Level 1 Level 2 Level 3 Liabilities: Derivative Liability $ $ $ $ Total Liabilities Measured at Fair Value $ - $ - $ - $ - December 31, 2016 Total Level 1 Level 2 Level 3 Liabilities: Derivative Liability $ 324,532 $ $ $ 324,532 Total Liabilities Measured at Fair Value $ 324,532 $ - $ - $ 324,532 Reclassifications Certain account balances from prior periods have been reclassified in the current period financial statements so as to conform to current period classifications. Recent Accounting Pronouncements There are no recently issued accounting pronouncements that the Company believes are applicable or would have a material impact on the financial statements of the Company. |
Going Concern
Going Concern | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | NOTE 2: GOING CONCERN The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. As shown in the accompanying financial statements, the Company has suffered recurring losses and has used significant cash in support of its operating activities and the Company’s cash position is not sufficient to support the Company’s operations. Historically, the Company has relied upon outside investor funds to maintain the Company’s operations and develop the Company’s business. The Company anticipates it will continue to require funding from investors for working capital, as well as business expansion during this fiscal year and it can provide no assurance that additional investor funds will be available on acceptable terms. These factors, among others, indicate that there is substantial doubt regarding the Company’s ability to continue as a going concern within one year of the date these financial statements are issued. In addition, the Company’s ability to continue as a going concern must be considered in light of the problems, expenses and complications frequently encountered by entrance into established markets and the competitive environment in which it operates. The Company anticipates a requirement of $1.5 million over the next twelve months to maintain current operating activities. The Company may also require up to approximately $4.6 million to retire outstanding debt and past due payables. As of September 30, 2017 the Company had convertible promissory notes in the aggregate principal amount of $3,188,081 outstanding (the “ Outstanding Notes Over the next 12 to 24 months, the Company believes it will cost approximately $5 million to $10 million to fund: (1) the Food and Drug Administration (“ FDA As of September 30, 2017, the Company has $22,110 cash on hand. There are currently commitments to vendors for products and services purchased, accrued compensation expenses and the Company’s current lease commitments that, in the absence of additional capital, would result in a liquidation of the Company. The current level of cash is not sufficient to cover the fixed and variable obligations of the Company. Assuming the Company is successful in its development efforts, the Company believes that it will be able to raise additional funds through strategic agreements or the sale of the Company’s securities to either current stockholders or new investors. However, there is no guarantee that the Company will be able to raise additional funds or to do so on favorable terms. The financial statements do not include any adjustments relating to the recoverability and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company’s continuation as a going concern is dependent upon its ability to generate sufficient cash flow to meet its obligations on a timely basis and ultimately to attain profitability. The Company plans to seek additional funding to maintain its operations through debt and equity financing and to improve operating performance through a focus on strategic products and increased efficiencies in business processes and improvements to the cost structure. There is no assurance that the Company will be successful in its efforts to raise additional working capital or achieve profitable operations. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
Fixed Assets
Fixed Assets | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Fixed Assets | NOTE 3: FIXED ASSETS Fixed assets consist of the following at September 30, 2017 and December 31, 2016: September 30, 2017 December 31, 2016 Production equipment $ 15,182 $ 1,938,532 Office equipment - 32,769 15,182 1,971,301 Less accumulated depreciation (15,182 ) (1,969,828 ) $ - $ 1,473 Depreciation expense for the above fixed assets for the three months ended September 30, 2017 and 2016, respectively was $0 and $738 and for the nine months ended September 30, 2017 and 2016, respectively, was $1,473 and $2,212. |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | NOTE 4: INTANGIBLE ASSETS Intangible assets consist of the following at September 30, 2017 and December 31, 2016: September 30, 2017 December 31, 2016 License Fee $ - $ 112,500 Less accumulated amortization - (112,500 ) Patents and intellectual property - - Intangible assets net of accumulated amortization $ - $ - The Company did not incur any amortization expense during the three and nine months ended September 30, 2017 and 2016. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 5: RELATED PARTY TRANSACTIONS Related Party Convertible Notes Payable In March 2017, the Company combined Outstanding Notes owed to a director and major stockholder, along with $51,576 of accrued interest payable, into one promissory note (the “ Related Party Note Rent Expenses The Company was renting office space from a significant shareholder and director of the Company on a month-to-month basis with a monthly payment of $1,500. This rental agreement was terminated as of April 1, 2017. Rental expense was $0 and $4,500 for each of the three months ended September 30, 2017 and 2016 and is recorded in general and administrative expense. Rental expense was $4,500 and $13,500 for the nine months ending September 30, 2017 and 2016, respectively, and is recorded in general and administrative expense. |
Convertible Notes Payable
Convertible Notes Payable | 9 Months Ended |
Sep. 30, 2017 | |
Convertible Notes Payable [Abstract] | |
Convertible Notes Payable | NOTE 6: CONVERTIBLE NOTES PAYABLE As of September 30, 2017 and December 31, 2016, the Company had the following convertible notes outstanding: September 30, 2017 December 31, 2016 Principal (net) Accrued Interest Principal (net) Accrued Interest July and August 2012 $1,060,000 Notes convertible into common stock at $4.60 per share, 12% interest, due December 2013 and January 2014, respectively $ 45,000 $ 27,861 $ 95,000 50,365 May through October 2015 $605,000 Notes convertible into preferred stock at $1 per share, 8-10% interest, due September 30, 2015 - 17,341 - 17,341 October through December 2015 $613,000 Notes convertible into preferred stock at $1 per share, 8% interest, due June 30, 2016, net of debt discount of $0 and $560,913, respectively - 5,953 - 5,953 January through March 2016 $345,000 Notes convertible into preferred stock at $1 per share, 8% interest, due June 30, 2016 - 696 - 696 November 2016 $979,162 Notes convertible into common stock at a variable conversion price, 10% interest, due May 2017, net of debt discounts of $0 and $540,720, respectively - - 438,442 12,397 January and March 2017 $335,838 Notes convertible into common stock at a variable conversion price, 10% interest, due May 2017, net of debt discounts of $0 and $0, respectively - - - - May 2017 $2,378,155 Notes convertible into common stock after December 15, 2017 at a $0.20 conversion price (subject to adjustment), 7.5% interest, due May 2018, net of debt discounts of $933,417 and $0, respectively 1,444,738 178,304 - - May 2017 $648,039 Notes convertible into common stock after December 15, 2017 at a $0.12 conversion price (subject to adjustment), 7.5% interest, due May 2018, net of debt discounts of $252,412 and $0, respectively 395,627 52,831 - - May 2017 $110,312 Notes convertible after December 31, 2017 into common stock at a $0.13 conversion price (subject to adjustment), 7.5% interest, due May 2018, net of debt discounts of $42,976 and $0, respectively 67,336 15,773 - - Penalties on notes in default 6,575 - 11,066 - Total Convertible Notes Payable, Net $ 1,959,276 $ 298,759 $ 544,508 $ 86,752 During the nine months ending September 30, 2017, the Company received proceeds from the issuance of 10% Convertible Notes (“ Convertible Notes Debentures The Company recorded $322,381 of conversions on certain outstanding notes, $272,381 of which was voluntarily allowed by the Company despite the conversion feature of the notes not yet being in effect, and a total gain on settlement of $135,432 representing the write-off of outstanding note principal and debt discount. The Company also recorded amortization of $1,473,208 on outstanding note debt discounts. Lastly, the Company paid $101,631 in cash for loan fees and issued 743,699 shares of the Company’s Series A Convertible Preferred Stock (“ Series A Preferred |
Common Stock Options, Warrants,
Common Stock Options, Warrants, and Restricted Stock Units | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Common Stock Options, Warrants, and Restricted Stock Units | NOTE 7: COMMON STOCK OPTIONS, WARRANTS, AND RESTRICTED STOCK UNITS The Company recognizes in the financial statements compensation related to all stock-based awards, including stock options, warrants, and restricted stock units (“RSUs”) based on their estimated grant-date fair value. The Company has estimated expected forfeitures and is recognizing compensation expense only for those awards expected to vest. All compensation is recognized by the time the award vests. Common Stock Options The following schedule summarizes the changes in the Company’s stock options: Weighted Weighted Options Outstanding Average Average Number Exercise Remaining Aggregate Exercise Of Price Contractual Intrinsic Price Shares Per Share Life Value Per Share Balance at December 31, 2016 2,402,500 $ 0.50-15 4.05 years $ - $ 0.81 Options granted - $ - - $ - Options exercised - $ - - $ - Options expired (1,180,000 ) $ 0.50-1.00 - $ 0.53 Balance at September 30, 2017 1,222,500 $ 0.50-15 3.16 years $ - $ 1.08 Exercisable at September 30, 2017 1,030,829 $ 0.50-15 3.06 years $ - $ 1.18 During the nine months ended September 30, 2017 the Company recognized $79,582 worth of expense related to the vesting of its previously issued stock options. As of September 30, 2017, the Company had $69,681 worth of expense yet to be recognized for options not yet vested. Common Stock Warrants The following schedule summarizes the changes in the Company’s stock warrants: Weighted Weighted Warrants Outstanding Average Average Number Exercise Remaining Aggregate Exercise Of Price Contractual Intrinsic Price Shares Per Share Life Value Per Share Balance at December 31, 2016 3,579,505 $ 0.10-10 0.52 years $ 749 $ 4.45 Warrants granted - $ - - $ - Warrants exercised - $ - - $ - Warrants expired/cancelled (3,274,055 ) $ 0.10-4.60 - $ 4.62 Balance at September 30, 2017 305,450 $ 0.40-10 1.44 years $ - $ 2.64 Exercisable at September 30, 2017 305,450 $ 0.40-10 1.44 years $ - $ 2.64 Restricted Stock Units The following schedule summarizes the changes in the Company’s restricted stock units: Weighted Number Average Of Grant Date Shares Fair Value Balance at December 31, 2016 - $ - RSU’s granted 12,560,000 $ 0.07 RSU’s vested - $ - RSU’s forfeited - $ - Balance at September 30, 2017 12,560,000 $ 0.07 During the nine months ended September 30, 2017 the Company recognized $169,650 worth of expense related to the vesting of its RSU’s. As of September 30, 2017, the Company had $759,790 worth of expense yet to be recognized for RSU’s not yet vested. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 8: STOCKHOLDERS’ EQUITY Common Stock The Company has 2,000,000,000 shares of common stock authorized, with a par value of $0.001, and as of September 30, 2017, the Company has 53,468,563 shares issued and outstanding. During the nine months ending September 30, 2017, the Company issued 3,040,239 shares of its common stock valued at $334,048 for the settlement of debt, 2,220,944 shares of its common stock valued at $250,392 for services, and 13,367,100 shares of its common stock valued at $3,361,540 for conversions of 1,276,710 shares of Series A Preferred. Additionally, during the nine months ending September 30, 2017 the Company issued 3,096,483 shares of common stock valued at $309,450 and 343,279 shares of Series A Preferred valued at $1,011,797 for the reduction of $272,976 of accounts payable, the reduction of $387,751 of accrued payroll, while recording $294,530 as a gain on extinguishment of debt and $365,990 worth of services. Preferred Stock As of September 31, 2017 the Company has 20,000,000 shares of Series A Preferred authorized with a par value of $0.001. The Company’s Board of Directors is authorized to provide for the issuance of shares of preferred stock in one or more series, to establish the number of shares in each series, and to determine the designations, preferences and rights through a resolution of the Board of Directors. Effective June of 2015, the Board of Directors designated the Series A Preferred as a new series of preferred stock. As of September 30, 2017, the Company has 5,000,000 shares of Series A Preferred authorized, with a par value of $0.001, and has 3,583,860 shares issued and outstanding. Each Series A Preferred share is convertible into shares of the Company’s common stock. Each holder of Series A Preferred is entitled to the equivalent of five votes for every conversion share, where the conversion shares are the number of common stock the Series A Preferred would be convertible into. The holders of the Series A Preferred have a liquidation preference equal to $5.00 per share. During the nine months ending September 30, 2017 the Company issued 743,699 shares of Series A Preferred valued at $1,116,110 as loan fees in connection with the issuance of the Debentures, and 343,279 shares of Series A Preferred valued at $1,011,797 for accrued payroll and accounts payable. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 9 Months Ended |
Sep. 30, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | NOTE 9: SUPPLEMENTAL CASH FLOW INFORMATION During the nine months ending September 30, 2017, the Company had the following non-cash investing and financing activities: ● Increased convertible notes payable by $69,279, increased related party notes payable by $51,576, and decreased accrued interest by $120,855 for the reclassification of accrued interest to principal. ● Increased derivative liabilities for $99,661 to record a debt discount on convertible notes payable. ● Increased convertible notes payable and decreased loan from shareholder by $137,000 to roll proceeds from shareholder advances to a formal convertible note payable. ● Issued 743,699 shares of Series A Preferred for loan fees that increased the convertible note debt discount by $1,116,110. ● Issued 13,367,100 shares of common stock in exchange for 1,276,710 shares of Series A Preferred decreasing preferred stock by $3,361,540, increasing common stock by $13,367, and increasing paid in capital by $3,348,173. ● Issued 3,096,483 shares of common stock valued at $309,450 and 343,279 shares of Series A Preferred valued at $1,011,797 for the reduction of $272,976 of accounts payable, the reduction of $387,751 of accrued payroll, while recording $294,530 as a gain on extinguishment of debt and $365,990 worth of services. ● Issued 3,040,239 shares of common stock valued at $334,048 for the reduction of $322,381 of convertible notes payable and $36,479 of accrued interest, reducing debt discount by $159,299, and recording $134,487 as a gain on extinguishment of debt. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 10: COMMITMENTS AND CONTINGENCIES Effective June 21, 2017, the Company entered into a separation agreement with an individual previously associated with the Company, at times as a consultant and as an employee at other times. Pursuant to the agreement, the Company agreed to pay regular bi-weekly checks beginning July 7, 2017 and ending September 15, 2017, for a total of six checks in the aggregate amount of $28,846. This obligation was fully paid as of September 30, 2017. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 11: SUBSEQUENT EVENTS In October 2017 the Company exchanged 300,000 common stock shares for 30,000 Series A Preferred shares. In November 2017 the Company received $150,000 in exchange for a 10% convertible promissory note due April 15, 2018. The Company issued 100,000 Series A Preferred shares as an origination fee on this note. The Company has evaluated subsequent events pursuant to ASC Topic 855 and has determined that there are no additional subsequent events to disclose. |
Basis of Presentation and Sig17
Basis of Presentation and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that effect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value of financial instruments requires disclosure of the fair value information, whether or not recognized in the balance sheet, where it is practicable to estimate that value. As of September 30, 2017 and December 31, 2016, the balances reported for cash, prepaid expenses, accounts payable, and accrued expenses, approximate the fair value because of their short maturities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Financial Accounting Standards Board (“ FASB ASU Fair Value Measurements Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The Company measures certain financial instruments at fair value on a recurring basis. Assets and liabilities measured at fair value on a recurring basis were calculated using the Black-Scholes pricing model and are as follows at September 30, 2017 and December 31, 2016: September 30, 2017 Total Level 1 Level 2 Level 3 Liabilities: Derivative Liability $ $ $ $ Total Liabilities Measured at Fair Value $ - $ - $ - $ - December 31, 2016 Total Level 1 Level 2 Level 3 Liabilities: Derivative Liability $ 324,532 $ $ $ 324,532 Total Liabilities Measured at Fair Value $ 324,532 $ - $ - $ 324,532 |
Reclassifications | Reclassifications Certain account balances from prior periods have been reclassified in the current period financial statements so as to conform to current period classifications. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements There are no recently issued accounting pronouncements that the Company believes are applicable or would have a material impact on the financial statements of the Company. |
Basis of Presentation and Sig18
Basis of Presentation and Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Schedule of Fair Value of Financial Instruments | The Company measures certain financial instruments at fair value on a recurring basis. Assets and liabilities measured at fair value on a recurring basis were calculated using the Black-Scholes pricing model and are as follows at September 30, 2017 and December 31, 2016: September 30, 2017 Total Level 1 Level 2 Level 3 Liabilities: Derivative Liability $ $ $ $ Total Liabilities Measured at Fair Value $ - $ - $ - $ - December 31, 2016 Total Level 1 Level 2 Level 3 Liabilities: Derivative Liability $ 324,532 $ $ $ 324,532 Total Liabilities Measured at Fair Value $ 324,532 $ - $ - $ 324,532 |
Fixed Assets (Tables)
Fixed Assets (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Fixed Assets | Fixed assets consist of the following at September 30, 2017 and December 31, 2016: September 30, 2017 December 31, 2016 Production equipment $ 15,182 $ 1,938,532 Office equipment - 32,769 15,182 1,971,301 Less accumulated depreciation (15,182 ) (1,969,828 ) $ - $ 1,473 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets consist of the following at September 30, 2017 and December 31, 2016: September 30, 2017 December 31, 2016 License Fee $ - $ 112,500 Less accumulated amortization - (112,500 ) Patents and intellectual property - - Intangible assets net of accumulated amortization $ - $ - |
Convertible Notes Payable (Tabl
Convertible Notes Payable (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Convertible Notes Payable [Abstract] | |
Schedule of Convertible Notes Payable | As of September 30, 2017 and December 31, 2016, the Company had the following convertible notes outstanding: September 30, 2017 December 31, 2016 Principal (net) Accrued Interest Principal (net) Accrued Interest July and August 2012 $1,060,000 Notes convertible into common stock at $4.60 per share, 12% interest, due December 2013 and January 2014, respectively $ 45,000 $ 27,861 $ 95,000 50,365 May through October 2015 $605,000 Notes convertible into preferred stock at $1 per share, 8-10% interest, due September 30, 2015 - 17,341 - 17,341 October through December 2015 $613,000 Notes convertible into preferred stock at $1 per share, 8% interest, due June 30, 2016, net of debt discount of $0 and $560,913, respectively - 5,953 - 5,953 January through March 2016 $345,000 Notes convertible into preferred stock at $1 per share, 8% interest, due June 30, 2016 - 696 - 696 November 2016 $979,162 Notes convertible into common stock at a variable conversion price, 10% interest, due May 2017, net of debt discounts of $0 and $540,720, respectively - - 438,442 12,397 January and March 2017 $335,838 Notes convertible into common stock at a variable conversion price, 10% interest, due May 2017, net of debt discounts of $0 and $0, respectively - - - - May 2017 $2,378,155 Notes convertible into common stock after December 15, 2017 at a $0.20 conversion price (subject to adjustment), 7.5% interest, due May 2018, net of debt discounts of $933,417 and $0, respectively 1,444,738 178,304 - - May 2017 $648,039 Notes convertible into common stock after December 15, 2017 at a $0.12 conversion price (subject to adjustment), 7.5% interest, due May 2018, net of debt discounts of $252,412 and $0, respectively 395,627 52,831 - - May 2017 $110,312 Notes convertible after December 31, 2017 into common stock at a $0.13 conversion price (subject to adjustment), 7.5% interest, due May 2018, net of debt discounts of $42,976 and $0, respectively 67,336 15,773 - - Penalties on notes in default 6,575 - 11,066 - Total Convertible Notes Payable, Net $ 1,959,276 $ 298,759 $ 544,508 $ 86,752 |
Common Stock Options, Warrant22
Common Stock Options, Warrants, and Restricted Stock Units (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Schedule Summarizes Changes in Stock Option | The following schedule summarizes the changes in the Company’s stock options: Weighted Weighted Options Outstanding Average Average Number Exercise Remaining Aggregate Exercise Of Price Contractual Intrinsic Price Shares Per Share Life Value Per Share Balance at December 31, 2016 2,402,500 $ 0.50-15 4.05 years $ - $ 0.81 Options granted - $ - - $ - Options exercised - $ - - $ - Options expired (1,180,000 ) $ 0.50-1.00 - $ 0.53 Balance at September 30, 2017 1,222,500 $ 0.50-15 3.16 years $ - $ 1.08 Exercisable at September 30, 2017 1,030,829 $ 0.50-15 3.06 years $ - $ 1.18 |
Schedule Summarizes Changes in Stock Warrants | The following schedule summarizes the changes in the Company’s stock warrants: Weighted Weighted Warrants Outstanding Average Average Number Exercise Remaining Aggregate Exercise Of Price Contractual Intrinsic Price Shares Per Share Life Value Per Share Balance at December 31, 2016 3,579,505 $ 0.10-10 0.52 years $ 749 $ 4.45 Warrants granted - $ - - $ - Warrants exercised - $ - - $ - Warrants expired/cancelled (3,274,055 ) $ 0.10-4.60 - $ 4.62 Balance at September 30, 2017 305,450 $ 0.40-10 1.44 years $ - $ 2.64 Exercisable at September 30, 2017 305,450 $ 0.40-10 1.44 years $ - $ 2.64 |
Schedule Summarizes Changes in Restricted Stock Units | The following schedule summarizes the changes in the Company’s restricted stock units: Weighted Number Average Of Grant Date Shares Fair Value Balance at December 31, 2016 - $ - RSU’s granted 12,560,000 $ 0.07 RSU’s vested - $ - RSU’s forfeited - $ - Balance at September 30, 2017 12,560,000 $ 0.07 |
Basis of Presentation and Sig23
Basis of Presentation and Significant Accounting Policies - Schedule of Fair Value of Financial Instruments (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Derivative Liability | $ 324,532 | |
Total Liabilities Measured at Fair Value | 324,532 | |
Level 1 [Member] | ||
Derivative Liability | ||
Total Liabilities Measured at Fair Value | ||
Level 2 [Member] | ||
Derivative Liability | ||
Total Liabilities Measured at Fair Value | ||
Level 3 [Member] | ||
Derivative Liability | 324,532 | |
Total Liabilities Measured at Fair Value | $ 324,532 |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | 9 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | |
Current operation activities | $ 1,500,000 | |
Retire outstanding debt | 4,600,000 | |
Convertible promissory notes principal amount | 3,188,081 | |
Convertible promissory notes | 45,000 | |
Cash on hand | 22,110 | $ 27,889 |
Minimum [Member] | ||
Capital | 5,000,000 | |
Maximum [Member] | ||
Capital | $ 10,000,000 |
Fixed Assets (Details Narrative
Fixed Assets (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 0 | $ 738 | $ 1,473 | $ 2,213 |
Fixed Assets - Schedule of Fixe
Fixed Assets - Schedule of Fixed Assets (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Total fixed assets | $ 15,182 | $ 1,971,301 |
Less accumulated depreciation | (15,182) | (1,969,828) |
Net fixed assets | 1,473 | |
Production Equipment [Member] | ||
Total fixed assets | 15,182 | 1,938,532 |
Office Equipment [Member] | ||
Total fixed assets | $ 32,769 |
Intangible Assets (Details Narr
Intangible Assets (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization expense of intangible assets |
Intangible Assets - Schedule o
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
License Fee | $ 112,500 | |
Less accumulated amortization | (112,500) | |
Patents and intellectual property | ||
Intangible assets net of accumulated amortization |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Mar. 31, 2017 | Dec. 31, 2016 | |
Accrued interest payable | $ 298,759 | $ 298,759 | $ 86,752 | |||
Related party transaction accrued interest rate | 10.00% | |||||
Related party promissory note | 383,771 | $ 383,771 | $ 332,195 | |||
Payment of rent | $ 1,500 | |||||
Expire Date | Apr. 1, 2017 | |||||
Rental expense | $ 0 | $ 4,500 | $ 4,500 | $ 13,500 | ||
Related Party Note [Member] | ||||||
Note maturity date | Dec. 31, 2017 | |||||
Director [Member] | ||||||
Accrued interest payable | $ 51,576 |
Convertible Notes Payable (Deta
Convertible Notes Payable (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Proceeds from convertible note payable | $ 1,080,334 | $ 1,476,558 | |||
Accrued interest payable | $ 298,759 | 298,759 | $ 86,752 | ||
Debt original issue discounts | 3,188,081 | 3,188,081 | |||
Payment of convertible note payable | 10,000 | ||||
Gain on settlement of debt | $ (369,428) | (423,291) | |||
Amortization of debt | $ 1,473,205 | $ 379,290 | |||
Number of shares issued | 3,096,483 | ||||
Series A Preferred Stock [Member] | |||||
Number of shares issued | 13,367,100 | ||||
Convertible Notes [Member] | |||||
Debt instrument percentage | 10.00% | 10.00% | |||
Advances from shareholders | $ 137,000 | $ 137,000 | |||
Accrued interest payable | 69,279 | 69,279 | |||
Increase in debt discount | 99,661 | ||||
Debt original issue discounts | $ 757,696 | 757,696 | |||
Loan fees | $ 386,758 | ||||
Convertible Debentures [Member] | |||||
Original issue discount | 7.50% | 7.50% | |||
Proceeds from convertible note payable | $ 1,080,334 | ||||
Debt convertible outstanding amount | $ 1,358,750 | ||||
Debt original issue discounts | $ 757,696 | 757,696 | |||
Loan fees | 386,758 | ||||
Outstanding Notes [Member] | |||||
Debt convertible outstanding amount | 272,381 | ||||
Loan fees | 101,631 | ||||
Payment of convertible note payable | 322,381 | ||||
Gain on settlement of debt | 135,432 | ||||
Amortization of debt | 1,473,208 | ||||
Outstanding Notes [Member] | Series A Preferred Stock [Member] | |||||
Increase in debt discount | $ 1,116,110 | ||||
Number of shares issued | 743,699 |
Convertible Notes Payable - Sch
Convertible Notes Payable - Schedule of Convertible Notes Payable (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Principal (net) | $ 1,959,276 | $ 544,508 |
Accrued Interest | 298,759 | 86,752 |
Penalties on notes past due principal (net) | 6,575 | 11,066 |
Penalties on notes in default accrued interest | ||
Convertible Notes Payable One [Member] | ||
Principal (net) | 45,000 | 95,000 |
Accrued Interest | 27,861 | 50,365 |
Convertible Notes Payable Two [Member] | ||
Principal (net) | ||
Accrued Interest | 17,341 | 17,341 |
Convertible Notes Payable Three [Member] | ||
Principal (net) | ||
Accrued Interest | 5,953 | 5,953 |
Convertible Notes Payable Four [Member] | ||
Principal (net) | ||
Accrued Interest | 696 | 696 |
Convertible Notes Payable Five [Member] | ||
Principal (net) | 438,442 | |
Accrued Interest | 12,397 | |
Convertible Notes Payable Six [Member] | ||
Principal (net) | ||
Accrued Interest | ||
Convertible Notes Payable Seven [Member] | ||
Principal (net) | 1,444,738 | |
Accrued Interest | 178,304 | |
Convertible Notes Payable Eight [Member] | ||
Principal (net) | 395,627 | |
Accrued Interest | 52,831 | |
Convertible Notes Payable Nine [Member] | ||
Principal (net) | 67,336 | |
Accrued Interest | $ 15,773 |
Convertible Notes Payable - S32
Convertible Notes Payable - Schedule of Convertible Notes Payable (Details) (Parenthetical) - USD ($) | 9 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | |
Debt principal amount | $ 3,188,081 | |
Convertible Notes Payable One [Member] | ||
Debt principal amount | $ 1,060,000 | |
Debt conversion price per share | $ 4.60 | |
Debt interest rate | 12.00% | |
Debt maturity date description | December 2013 and January 2014 | |
Convertible Notes Payable Two [Member] | ||
Debt principal amount | $ 605,000 | |
Debt conversion price per share | $ 1 | |
Debt maturity date description | September 30, 2015 | |
Convertible Notes Payable Two [Member] | Minimum [Member] | ||
Debt interest rate | 8.00% | |
Convertible Notes Payable Two [Member] | Maximum [Member] | ||
Debt interest rate | 10.00% | |
Convertible Notes Payable Three [Member] | ||
Debt principal amount | $ 613,000 | |
Debt conversion price per share | $ 1 | |
Debt interest rate | 8.00% | |
Debt maturity date description | June 30, 2016 | |
Debt discount | $ 0 | $ 560,913 |
Convertible Notes Payable Four [Member] | ||
Debt principal amount | $ 345,000 | |
Debt conversion price per share | $ 1 | |
Debt interest rate | 8.00% | |
Debt maturity date description | June 30, 2016 | |
Convertible Notes Payable Five [Member] | ||
Debt principal amount | $ 979,162 | |
Debt interest rate | 10.00% | |
Debt maturity date description | May 2,017 | |
Debt discount | $ 0 | 540,720 |
Convertible Notes Payable Six [Member] | ||
Debt principal amount | $ 335,838 | |
Debt interest rate | 10.00% | |
Debt maturity date description | May 2,017 | |
Debt discount | $ 0 | 0 |
Convertible Notes Payable Seven [Member] | ||
Debt principal amount | $ 2,378,155 | |
Debt conversion price per share | $ 0.20 | |
Debt interest rate | 7.50% | |
Debt maturity date description | May 2,018 | |
Debt discount | $ 933,417 | 0 |
Convertible Notes Payable Eight [Member] | ||
Debt principal amount | $ 648,039 | |
Debt conversion price per share | $ 0.12 | |
Debt interest rate | 7.50% | |
Debt maturity date description | May 2,018 | |
Debt discount | $ 252,412 | 0 |
Convertible Notes Payable Nine [Member] | ||
Debt principal amount | $ 110,312 | |
Debt conversion price per share | $ 0.13 | |
Debt interest rate | 7.50% | |
Debt maturity date description | May 2,018 | |
Debt discount | $ 42,976 | $ 0 |
Common Stock Options, Warrants
Common Stock Options, Warrants and Restricted Stock Units (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Stock options expense | $ 24,283 | $ 27,427 | $ 79,582 | $ 612,343 |
Common Stock Option [Member] | ||||
Stock options expense | 79,582 | |||
Stock options expense yet to be recognized | 69,681 | 69,681 | ||
Restricted Stock Units [Member] | ||||
Stock options expense | 169,650 | |||
Stock options expense yet to be recognized | $ 759,790 | $ 759,790 |
Common Stock Options, Warrant34
Common Stock Options, Warrants and Restricted Stock Units - Schedule Summarizes Changes in Stock Option (Details) - Stock Options | 9 Months Ended |
Sep. 30, 2017USD ($)$ / sharesshares | |
Number of Shares Options Outstanding Beginning Balance | shares | 2,402,500 |
Number of Options Granted | shares | |
Number of Options Exercised | shares | |
Number of Options Expired | shares | (1,180,000) |
Number of Shares Options Outstanding Ending Balance | shares | 1,222,500 |
Number of Shares Options Exercisable | shares | 1,030,829 |
Weighted Average Remaining Contractual Life (in years) Outstanding, Beginning | 4 years 18 days |
Weighted Average Remaining Contractual Life (in years) Outstanding, Ending | 3 years 1 month 27 days |
Weighted Average Remaining Contractual Life (in years) Exercisable | 3 years 22 days |
Aggregate Intrinsic Value Outstanding | $ | |
Aggregate Intrinsic Value Exercisable | $ | |
Weighted Average Exercise Price Per Share Outstanding Beginning | $ 0.81 |
Weighted Average Exercise Price Per Share Options Granted | |
Weighted Average Exercise Price Per Share Options Exercised | |
Weighted Average Exercise Price Per Share Options Expired | 0.53 |
Weighted Average Exercise Price Per Share Outstanding Ending | 1.08 |
Weighted Average Exercise Price Per Share Exercisable | 1.18 |
Minimum [Member] | |
Weighted Average Exercise Price Outstanding Beginning Balance | 0.50 |
Weighted Average Exercise Price Granted | |
Weighted Average Exercise Price Exercised | |
Weighted Average Exercise Price Expired | 0.50 |
Weighted Average Exercise Price Outstanding Ending Balance | 0.50 |
Exercise Price Per Share Exercisable | 0.50 |
Maximum [Member] | |
Weighted Average Exercise Price Outstanding Beginning Balance | 15 |
Weighted Average Exercise Price Granted | |
Weighted Average Exercise Price Exercised | |
Weighted Average Exercise Price Expired | 1 |
Weighted Average Exercise Price Outstanding Ending Balance | 15 |
Exercise Price Per Share Exercisable | $ 15 |
Common Stock Options, Warrant35
Common Stock Options, Warrants and Restricted Stock Units - Schedule Summarizes Changes in Stock Warrants (Details) - Warrants [Member] | 9 Months Ended |
Sep. 30, 2017USD ($)$ / sharesshares | |
Number of Shares, Warrants Outstanding Beginning | shares | 3,579,505 |
Number of Shares, Warrants Granted | shares | |
Number of Shares, Warrants Exercised | shares | |
Number of Shares, Warrants expired/cancelled | shares | (3,274,055) |
Number of Shares, Warrants Outstanding Ending | shares | 305,450 |
Number of Shares, Warrants Exercisable Ending | shares | 305,450 |
Weighted Average Remaining Contractual Life (in years) Warrants Outstanding, Beginning | 6 months 7 days |
Weighted Average Remaining Contractual Life (in years) Warrants Outstanding Ending | 1 year 5 months 9 days |
Weighted Average Remaining Contractual Life (in years) Warrants Exercisable | 1 year 5 months 9 days |
Aggregate Intrinsic Value Outstanding | $ | $ 749 |
Aggregate Intrinsic Value Outstanding | $ | |
Aggregate Intrinsic Value Exercisable | $ | |
Weighted Average Exercise Price Per Share Exercise Price Warrants Beginning | $ 4.45 |
Weighted Average Exercise Price Per Share Exercise Price Warrants Granted | |
Weighted Average Exercise Price Per Share Exercise Price Warrants Exercised | |
Weighted Average Exercise Price Per Share Exercise Price Warrants Expired/cancelled | 4.62 |
Weighted Average Exercise Price Per Share Exercise Price Warrants Ending | 2.64 |
Weighted Average Exercise Price Per Share Exercise Price Warrants Exercisable | 2.64 |
Minimum [Member] | |
Weighted Average Exercise Price Outstanding | 0.10 |
Exercise Price Per Share Warrants Granted | |
Exercise Price Per Share Warrants Exercised | |
Exercise Price Per Share Warrants Expired/cancelled | 0.10 |
Weighted Average Exercise Price Outstanding | 0.40 |
Exercise Price Per Share Exercisable | 0.40 |
Maximum [Member] | |
Weighted Average Exercise Price Outstanding | 10 |
Exercise Price Per Share Warrants Granted | |
Exercise Price Per Share Warrants Exercised | |
Exercise Price Per Share Warrants Expired/cancelled | 4.60 |
Weighted Average Exercise Price Outstanding | 10 |
Exercise Price Per Share Exercisable | $ 10 |
Common Stock Options, Warrant36
Common Stock Options, Warrants and Restricted Stock Units - Schedule Summarizes Changes in Restricted Stock Units (Details) - Restricted Stock Units [Member] | 9 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Number of Shares, RSU's Outstanding Beginning | shares | |
Number of Shares, RSU's Granted | shares | 12,560,000 |
Number of Shares, RSU's Vested | shares | |
Number of Shares, RSU's Forfeited | shares | |
Number of Shares, RSU's Outstanding Ending | shares | 12,560,000 |
Weighted Average Grant Date Fair Value, RSU's Outstanding Beginning | $ / shares | |
Weighted Average Grant Date Fair Value, RSU's Granted | $ / shares | 0.07 |
Weighted Average Grant Date Fair Value, RSU's Vested | $ / shares | |
Weighted Average Grant Date Fair Value, RSU's Forfeited | $ / shares | |
Weighted Average Grant Date Fair Value, RSU's Outstanding Ending | $ / shares | $ 0.07 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Common stock shares authorized | 2,000,000,000 | 2,000,000,000 | |
Common stock par value | $ 0.001 | $ 0.001 | |
Common stock shares issued | 53,468,563 | 31,743,797 | |
Common stock shares outstanding | 53,468,563 | 31,743,797 | |
Number of shares issued | 3,096,483 | ||
Number of shares issued, value | $ 309,450 | ||
Common stock issued for services, value | $ (250,393) | ||
Preferred stock shares authorized | 20,000,000 | 20,000,000 | |
Preferred stock par value | $ 0.001 | $ 0.001 | |
Preferred stock shares issued | 3,583,860 | 3,773,592 | |
Preferred stock shares outstanding | 3,583,860 | 3,773,592 | |
Common Stock [Member] | |||
Number of shares issued | 3,040,239 | ||
Number of shares issued, value | $ 334,048 | ||
Common stock issued for services | 2,220,944 | ||
Common stock issued for services, value | $ 250,392 | ||
Gain on extinguishment of debt | $ 134,487 | ||
Series A Preferred Stock [Member] | |||
Number of shares issued | 13,367,100 | ||
Number of shares issued, value | $ 3,361,540 | ||
Common stock issued for services, value | $ 365,990 | ||
Common stock issued for debt conversions, shares | 1,276,710 | ||
Number of shares issued for debt, shares | 343,279 | ||
Number of shares issued for debt | $ 1,011,797 | ||
Number of shares issued for reduction of accounts payable | 272,976 | ||
Number of shares issued for reduction of accrued payroll | 387,751 | ||
Gain on extinguishment of debt | $ 294,530 | ||
Preferred stock shares authorized | 5,000,000 | ||
Preferred stock par value | $ 0.001 | ||
Preferred stock shares issued | 3,583,860 | ||
Preferred stock shares outstanding | 3,583,860 | ||
Preferred stock liquidation perference per share | $ 5 | ||
Settlement of Debt [Member] | |||
Number of shares issued | 3,040,239 | ||
Number of shares issued, value | $ 334,048 | ||
Debentures [Member] | Series A Preferred Stock [Member] | |||
Number of shares issued | 743,699 | ||
Number of shares issued, value | $ 1,116,110 | ||
Issuance of shares during period | 343,279 | ||
Accrued payroll and accounts payable | $ 1,011,797 |
Supplemental Cash Flow Inform38
Supplemental Cash Flow Information (Details Narrative) - USD ($) | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Increase in convertible note payable | $ 69,279 | ||
Increase in related party debt | 51,576 | ||
Decrease in accrued interest | 120,855 | ||
Increase decrease in derivative liabilities | 99,661 | ||
Increased convertible notes payable and decreased loan from shareholder | $ 137,000 | ||
Number of preferred stock shares issued for loan fees on convertible promissory notes | 743,699 | ||
Number of preferred stock issued for loan fees on convertible promissory notes | $ 1,116,110 | ||
Number of shares issued | 3,096,483 | ||
Number of shares issued, value | $ 309,450 | ||
Stock issued during services | (250,393) | ||
Accrued interest | $ 319,372 | $ 114,755 | |
Series A Preferred Stock [Member] | |||
Number of shares issued | 13,367,100 | ||
Issued shares of common stock in exchange for preferred stock | 1,276,710 | ||
Decrease in preferred stock | $ 3,361,540 | ||
Increase in common stock | 13,367 | ||
Increase in additional paid in capital | 3,348,173 | ||
Number of shares issued, value | $ 3,361,540 | ||
Number of shares issued for debt, shares | 343,279 | ||
Number of shares issued for debt | $ 1,011,797 | ||
Number of shares issued for reduction of accounts payable | 272,976 | ||
Number of shares issued for reduction of accrued payroll | 387,751 | ||
Gain loss on extinguishment of debt | 294,530 | ||
Stock issued during services | $ 365,990 | ||
Common Stock [Member] | |||
Number of shares issued | 3,040,239 | ||
Number of shares issued, value | $ 334,048 | ||
Gain loss on extinguishment of debt | 134,487 | ||
Stock issued during services | 250,392 | ||
Reduction amount | 322,381 | ||
Accrued interest | 36,479 | ||
Reduction in debt discount | $ 159,299 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Consultant [Member] | |
Aggregated amount | $ 28,846 |
Employee [Member] | |
Aggregated amount | $ 28,846 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | 1 Months Ended | 9 Months Ended | |
Nov. 30, 2017 | Oct. 31, 2017 | Sep. 30, 2017 | |
Debt principal amount | $ 3,188,081 | ||
Number of shares issued | 3,096,483 | ||
Common Stock [Member] | |||
Number of shares issued | 3,040,239 | ||
Series A Preferred Stock [Member] | |||
Number of shares issued up on conversion | 343,279 | ||
Number of shares issued | 13,367,100 | ||
Subsequent Event [Member] | |||
Debt principal amount | $ 150,000 | ||
Debt interest rate | 10.00% | ||
Debt maturity date | Apr. 15, 2018 | ||
Subsequent Event [Member] | Common Stock [Member] | |||
Number of shares issued up on conversion | 300,000 | ||
Subsequent Event [Member] | Series A Preferred Stock [Member] | |||
Number of shares issued up on conversion | 30,000 | ||
Number of shares issued | 100,000 |