PLx Pharma Winddown (PLXPQ) 10-Q 13 May 15 2015 Q1 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	3 Months Ended
	Mar. 31, 2015	13-May-15
Document and Entity Information
Entity Registrant Name	Dipexium Pharmaceuticals, Inc.
Entity Central Index Key	1497504
Document Type	10-Q
Document Period End Date	31-Mar-15
Amendment Flag	FALSE
Current Fiscal Year End Date	-19
Entity Current Reporting Status	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		8,566,047
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q1

CONDENSED_BALANCE_SHEETS

CONDENSED BALANCE SHEETS (USD $)	Mar. 31, 2015	Dec. 31, 2014
CURRENT ASSETS
Cash	$23,999,419	$27,040,325
Prepaid Expenses	133,421	120,128
TOTAL CURRENT ASSETS	24,132,840	27,160,453
OTHER ASSETS
Security Deposit	49,385	49,385
TOTAL OTHER ASSETS	49,385	49,385
TOTAL ASSETS	24,182,225	27,209,838
CURRENT LIABILITIES
Accounts Payable and Accrued Expenses	697,674	1,260,598
TOTAL LIABILITIES	697,674	1,260,598
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY
Common Stock : $.001 par value, 30,000,000 shares authorized, 8,564,675 and 8,538,329 shares issued and outstanding at March 31,2015 and December 31, 2014, respectively	8,564	8,538
Additional paid-in capital	49,981,969	48,259,451
Accumulated deficit	-26,505,982	-22,318,749
TOTAL SHAREHOLDERS' EQUITY	23,484,551	25,949,240
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$24,182,225	$27,209,838

CONDENSED_BALANCE_SHEETS_Paren

CONDENSED BALANCE SHEETS (Parenthetical) (USD $)	Mar. 31, 2015	Dec. 31, 2014
CONDENSED BALANCE SHEETS
Common Stock, par value (in dollars per share)	$0.00	$0.00
Common Stock, shares authorized	30,000,000	30,000,000
Common Stock, shares issued	8,564,675	8,538,329
Common Stock, shares outstanding	8,564,675	8,538,329

CONDENSED_STATEMENTS_OF_OPERAT

CONDENSED STATEMENTS OF OPERATIONS (USD $)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
OPERATING EXPENSES
Research and Development Expenses	$1,709,398	$1,816,690
General and Administrative Expenses	2,477,835	727,149
TOTAL OPERATING EXPENSES	4,187,233	2,543,839
LOSS FROM OPERATIONS	-4,187,233	-2,543,839
NET LOSS	($4,187,233)	($2,543,839)
LOSS PER SHARE
Basic and diluted net loss per common share/units (in dollars per share)	($0.49)	($0.44)
Weighted average common shares/units outstanding basic and diluted (in shares)	8,552,150	5,749,220

CONDENSED_STATEMENTS_OF_CHANGE

CONDENSED STATEMENTS OF CHANGES IN MEMBERS' & SHAREHOLDERS' EQUITY (USD $)	Common Stock	Additional paid-capital	Accumulated Deficit	Total
Balance (in shares) at Dec. 31, 2014	8,538,329			8,538,329
Balance at Dec. 31, 2014	$8,538	$48,259,451	($22,318,749)	$25,949,240
Increase (Decrease) in Stockholders' Equity
Share Based Payments to Vendors	12	78,822		78,834
Share Based Payments to Vendors (in units)	12,346
Share-Based Compensation	14	1,643,696		1,643,710
Share-Based Compensation (in shares)	14,000
Net Loss			-4,187,233	-4,187,233
Balance (in shares) at Mar. 31, 2015	8,564,675			8,564,675
Balance at Mar. 31, 2015	$8,564	$49,981,969	($26,505,982)	$23,484,551

CONDENSED_STATEMENTS_OF_CASH_F

CONDENSED STATEMENTS OF CASH FLOWS (USD $)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Operating Activities:
Net Loss	($4,187,233)	($2,543,839)
Adjustments to reconcile net loss to net cash used in operating activities:
Share Based Compensation	1,643,710	95,960
Share Based Payments to Vendors	78,834	380,200
(Increase) / Decrease In:
Prepaid Expenses	-13,293	-170,470
Accounts Payable and Accrued Expenses	-562,924	-13,128
Net Cash Used In Operating Activities	-3,040,906	-2,251,277
Financing Activities:
Proceeds from issuance of Common Stock, net of issuance costs		34,455,669
Net Cash Provided By Financing Activities		34,455,669
Net Increase (Decrease) In Cash	-3,040,906	32,204,392
Cash at Beginning of Year	27,040,325	3,861,145
Cash at End of Year	$23,999,419	$36,065,537

NATURE_OF_OPERATIONS

NATURE OF OPERATIONS	3 Months Ended
	Mar. 31, 2015
NATURE OF OPERATIONS
NATURE OF OPERATIONS
	NOTE 1 — NATURE OF OPERATIONS
	Business:
	Dipexium Pharmaceuticals, Inc. (the “Company”), a Delaware corporation, formerly Dipexium Pharmaceuticals, LLC, is a biopharmaceutical company addressing the need for new antibiotics to treat infectious diseases.  The Company was formed on January 14, 2010.  The Company is a late-stage pharmaceutical company focused on the development and commercialization of Locilex® (pexiganan cream 0.8%).
	On March 18, 2014, the Company completed a corporate conversion from a limited liability company to a corporation in conjunction with an initial public offering (“IPO”) of common stock.  As a result of the corporate conversion, holders of the Class A Membership Interests and warrants in Dipexium Pharmaceuticals, LLC, became holders of common stock of Dipexium Pharmaceuticals, Inc.
	The Company has experienced net losses and negative cash flows from operations since inception and expects these conditions to continue for the foreseeable future.  The Company has needed to raise capital from sales of its securities to sustain operations.  In March 2014, the Company completed an IPO of common stock with proceeds, net of issuance costs, of approximately $34.5 million.  As of March 31, 2015, the Company had a cash balance of approximately $24.0 million.  Based on the Company’s projected expenditures for 2015, management currently believes that its current cash balances should be sufficient to fund the Company’s operations into the second half of 2016.  Furthermore, if the Company’s assumptions underlying its estimated expenses prove to be wrong, it may have to raise additional capital sooner than anticipated.
	There can be no assurance that the Company’s research and development will be successfully completed or that any Company product will be approved or commercially viable.  The Company is subject to risks common to companies in the biopharmaceutical industry including, but not limited to, dependence on collaborative arrangements, development by the Company or its competitors of new technological innovations, dependence on key personnel, protection of proprietary technology, and compliance with Food and Drug Administration (“FDA”) and other governmental regulations and approval requirements.
	Unaudited Condensed Interim Financial Data
	The accompanying interim condensed financial statements are unaudited.  These unaudited condensed financial statements have been prepared in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”) for interim financial information.  Accordingly, they do not include all the information and footnotes required by Generally Accepted Accounting Principles (“GAAP”) for complete financial statements.  These unaudited interim condensed financial statements should be read in conjunction with the audited financial statements and accompanying notes for the year ended December 31, 2014.  The unaudited interim condensed financial statements have been prepared on the same basis as the annual financial statements included in the Company’s Annual Report for the year ended December 31, 2014, and, in the opinion of management, reflect all the adjustments (consisting of normal recurring adjustments) necessary to state fairly the Company’s financial position as of March 31, 2015, the results of operations and cash flows for the three months ended March 31, 2015 and 2014.  The December 31, 2014 balance sheet included herein was derived from the audited financial statements, but may not include all disclosures including notes required by GAAP for complete financial statements.

SUMMARY_OF_SIGNIFICANT_ACCOUNT

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2015
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
	NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
	Use of Estimates
	The preparation of financial statements in conformity with 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.
	Concentration of Credit Risk
	The Company maintains its cash balance in one financial institution.  The balance is insured up to the maximum allowable by the Federal Deposit Insurance Company (“FDIC”).  The Company has not experienced any losses in such accounts and does not believe it is exposed to any significant risk of loss on cash.  At times, the cash balance may exceed the maximum limit of the FDIC.
	Guaranteed Payments to Members
	Guaranteed payments to members of the Company prior to the March 2014 corporate conversion, that were designated to represent reasonable compensation for services rendered, were accounted for as Company expenses rather than an allocation of the Company’s net income.
	Research and Development
	In accordance with Accounting Standards Codification (“ASC”) 730, “Accounting for Research and Development Costs”, the Company expenses research and development costs when incurred.  At times the Company may make cash advances for research and development services.  These amounts are capitalized and expensed in the period the service is provided.  The Company incurred net research and development expenses in the amount of $1,709,398 and $1,816,690 for the three months ended March 31, 2015 and 2014, respectively.
	Although the Company manages the conduct of its clinical trials, it relies on third parties to conduct preclinical studies and to provide services, including data management, statistical analysis and electronic compilation for clinical trials, as well as for the manufacture of clinical trial supplies. At the end of each reporting period, the Company compares the payments made to each service provider to the estimated progress towards completion of the related project. Factors that are considered in preparing these estimates include the number of subjects enrolled in studies, milestones achieved and other criteria related to the efforts of the vendors. These estimates are subject to change as additional information becomes available. Depending on the timing of payments to vendors and estimated services provided, the Company records net prepaid or accrued expenses related to these costs.
	Share-Based Compensation
	The Company accounts for the cost of services performed by officers and directors received in exchange for an award of Company membership interests, common stock, or stock options, based on the grant-date fair value of the award.  In accordance with ASC 718 “Stock Compensation”, the Company recognizes compensation expense, net of estimated forfeitures, on a straight-line basis over the service period.
	Share-Based Payments to Vendors
	The Company accounts for the cost of services performed by vendors in exchange for an award of Company membership interests or common stock based on the grant-date fair value of the award or fair value of the services rendered; whichever is more readily determinable and adjusted to fair value at each reporting date.  Such fair value is measured as of the earlier of the date the other party becomes committed to provide goods or services or the date performance by the other party is complete.  The Company recognizes the expense in the same period and in the same manner as if the Company had paid cash for the services.
	Income Taxes
	Prior to the Company’s corporate conversion in March 2014, the Company was organized as a limited liability company.  As such, the Company was not a tax paying entity for Federal income tax purposes and, therefore, no income tax expense had been recorded in the financial statements.  Income or losses of the Company was passed through to members for inclusion in their respective income tax returns.
	Subsequent to the corporate conversion in March 2014, the Company became a taxable entity.  As such, the Company recognizes deferred tax assets and liabilities for temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities and the expected benefits of net operating loss carryforwards. The impact of changes in tax rates and laws on deferred taxes, if any, applied during the years in which temporary differences are expected to be settled, is reflected in the financial statements in the period of enactment. The measurement of deferred tax assets is reduced, if necessary, if, based on weight of the evidence, it is more likely than not that some, or all, of the deferred tax assets will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period that such tax rate changes are enacted. The Company had no material amounts recorded for uncertain tax positions, interest or penalties in the accompanying financial statements. The Company currently estimates an annual effective tax rate of 0% as the Company incurred losses for the three months ended March 31, 2015 and is forecasting additional losses through year end, resulting in an estimated net loss for both financial statement and tax purposes.  Therefore, no Federal or state income tax expense has been recorded in the financial statements.
	Based on the Company’s history of generating operating losses and its anticipation of operating losses continuing in the foreseeable future, the Company has determined that it would be more likely than not that the tax benefits from these net operating losses would not be realized and a full valuation allowance against all deferred tax assets has been recorded at December 31, 2014 and March 31, 2015.  In the event, the Company becomes profitable for a period of two or more years with future expectations at that time of profitability for future years prior to any significant change in its equity capitalization, the Company would have an opportunity to realize benefit from the deferred tax asset at such time in the future.

ACCOUNTS_PAYABLE_AND_ACCRUED_E

ACCOUNTS PAYABLE AND ACCRUED EXPENSES	3 Months Ended
	Mar. 31, 2015
ACCOUNTS PAYABLE AND ACCRUED EXPENSES
ACCOUNTS PAYABLE AND ACCRUED EXPENSES
	NOTE 3 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES
	Accounts payable and accrued expenses at March 31, 2015 and December 31, 2014 were as follows:
		March 31, 2015		December 31, 2014
	Accrued compensation expense	$	31,460	$	511,769
	Accrued research and development	576,599		641,997
	Accrued professional fees	30,075		23,901
	Other accounts payable and accrued expenses	59,540		82,931
	Totals	$	697,674	$	1,260,598

ISSUANCE_OF_MEMBERSHIP_INTERES

ISSUANCE OF MEMBERSHIP INTERESTS and COMMON STOCK	3 Months Ended
	Mar. 31, 2015
ISSUANCE OF MEMBERSHIP INTERESTS and COMMON STOCK
ISSUANCE OF MEMBERSHIP INTERESTS and COMMON STOCK
	NOTE 4 — ISSUANCE OF MEMBERSHIP INTERESTS and COMMON STOCK
	On March 18, 2014, the Company completed an IPO issuing 3,162,500 shares of common stock at a price of $12 per share, resulting in net proceeds of $34,455,669 after deducting underwriting discounts of $2,656,500 and offering costs $837,831.  The then outstanding Class A Membership Interests were converted to shares of common stock using a conversion ratio of 7 to 1, resulting in the conversion of 767,911 Class A Membership Interests into an aggregate of 5,375,377 shares of common stock.
	In January 2015, the Company entered into a new amendment to the Product Development Agreement with RRD International, LLC dated January 2014, pursuant to which RRD International, LLC will continue to provide certain strategic product development services to the Company for an additional six month term. These product development services include the development, planning and execution of a fully integrated product development strategy and implementation of that strategy either directly or with third party vendors. As consideration for services rendered, the Company has agreed to pay RRD International, LLC a total of $600,000, consisting of $450,000 in cash and $150,000 in restricted shares of the Company’s common stock (12,346 shares). Terms of services to be provided after June 2015, if any, will be negotiated at a later date. The Company will recognize the costs incurred in connection with this agreement as research and development expenses as services are rendered.  The Company recorded research and development expense relating to this agreement of $303,834, including the cash payments and stock issuance, for the three months ended March 31, 2015.

SHAREBASED_COMPENSATION_and_ST

SHARE-BASED COMPENSATION and STOCK OPTIONS	3 Months Ended
	Mar. 31, 2015
SHARE-BASED COMPENSATION and STOCK OPTIONS
SHARE-BASED COMPENSATION and STOCK OPTIONS
	NOTE 5 — SHARE-BASED COMPENSATION and STOCK OPTIONS
	The Company granted restricted Class A Membership Interests awards to board members in exchange for services.  These membership interests awards were originally scheduled to vest over a period of 3 or 4 years, with the first year beginning on the date the member joined the board.  Accelerated vesting will occur upon a change of control or other business combination.  The fair value of the membership interests granted was equal to the per-membership interest value of the most recent private placement ($50 per membership interest).  Total compensation expense in the amount of $25,000 and $37,500 has been recorded as director fees for the three months ended March 31, 2015 and 2014, respectively.
	The following table summarizes the non-vested Class A Membership Interests at March 31, 2015 giving effect to the corporate conversion and the associated activity for the year ended December 31, 2014 and the three months ended March 31, 2015:
		Class A
		Membership Interests
		converted to Common Stock 7:1 ratio
	Nonvested at January 1, 2014	77,000
	Granted	—
	Forfeited	(21,000	)
	Vested	(14,000	)
	Nonvested at December 31, 2014	42,000
	Granted	—
	Forfeited	—
	Vested	(14,000	)
	Nonvested at March 31, 2015	28,000
	In December 2013, 1,000 Membership Interests were issued to a member of board of directors which vested February 2014.
	As of March 31, 2015, there was $195,833 of total unrecognized compensation cost related to these awards. That cost is expected to be recognized over a weighted average period of 2.0 years.
	In November 2013, the board of directors adopted the 2013 Equity Incentive Plan.  The plan became effective as of the completion of the corporate conversion and the closing of the IPO.  The Equity Incentive Plan reserves an aggregate number of common shares equal to 20% of the issued and outstanding common stock.  The purpose of the plan is to attract and retain directors, officers, and employees whose services are considered valuable to the Company.
	In March 2014, effective at the closing of the Company’s IPO, the Company granted stock options to purchase 853,787 common shares (10% of the common stock outstanding) to four of its executives.  The options were issued pursuant to the 2013 Equity Incentive Plan at an exercise price of $13.93 and vest over thirty-six (36) equal monthly installments.  In April 2014, an employee received 7,500 stock options at an exercise price of $10.46 vesting over a three (3) year period.
	In January 2015, the Company granted stock options to purchase 251,000 common shares to its five employees, outside directors, and certain non-employee consultants.  The options were issued pursuant to the 2013 Equity Incentive Plan at an exercise price of $11.35, with one-half of the options vesting upon issuance and the balance vesting evenly over the subsequent 24 months. A portion of the January stock option grant, 35,000 options, was granted to non-employees for services rendered.  As such, the Company expensed $353,150, the entire portion of those grants, at the grant date.
	Compensation expense associated with these awards is recognized over the vesting period based on the fair value of the option at the grant date determined based on the Black-Scholes model. Option valuation models require the input of highly subjective assumptions including the expected price volatility.  The Company’s employee stock options have characteristics significantly different from those of traded options, and changes in the subjective input assumptions can materially affect the fair value estimate.
	Because there is no public market for the Company’s stock options and very little historical experience with the Company’s stock, similar public companies were used for comparison and expectations as to the price volatility assumptions required for fair value computation using the Black-Scholes methodology.
	The Company determined the fair value of the option awards using the Black-Scholes option pricing model and the following weighted average assumptions:
		Three Months Ended		Three Months Ended
		March 31, 2015		March 31, 2014
	Expected term	4.6 years		4.2 years
	Volatility	60.20%		59.60%
	Dividend yield	0%		0%
	Risk free interest rate	1.31%		1.22%
	ASC 718 requires stock compensation expense to be recorded net of estimated forfeitures.  The Company currently estimates there will be no forfeitures of options.
	A summary of the Company’s stock option activity is as follows:
		Three Months Ended		Weighted Average
		March 31, 2015		Exercise Price
	Outstanding at the beginning of the period	861,287		$	13.90
	Granted	251,000		$	11.35
	Forfeited	—
	Outstanding and expected to vest at the end of the period	1,112,287		$	13.32
	Compensation expense relating to options for the three months ended March 31, 2015 and 2014 was $1,618,710 and $58,460, respectively.  The total compensation expense not yet recognized as of March 31, 2015 was $4,030,224.  The weighted average vesting period over which the total compensation expense will be recorded related to unvested options not yet recognized as of March 31, 2015 was approximately 1.9 years. The weighted average grant date fair value is $6.27. The intrinsic value of the stock options as of March 31, 2015 was $598,642, with a remaining weighted average contractual life of 6.14 years.

SHAREBASED_PAYMENTS_TO_VENDORS

SHARE-BASED PAYMENTS TO VENDORS	3 Months Ended
	Mar. 31, 2015
SHARE-BASED PAYMENTS TO VENDORS
SHARE-BASED PAYMENTS TO VENDORS
	NOTE 6 — SHARE-BASED PAYMENTS TO VENDORS
	In January 2014, the Company entered into a Product Development Agreement with RRD International, LLC, pursuant to which RRD International, LLC provides certain strategic product development services to the Company during the term of the agreement which was calendar year 2014.  These product development services include the development, planning and execution of a fully integrated product development strategy and implementation of that strategy either directly or with third party vendors.  As consideration for services rendered, the Company agreed to pay RRD International, LLC partially in cash and by issuing 7,604 of the Company’s Class A Membership Interests.  The Company expensed the fair value of the Class A Membership Interests, $50 per Class A Membership Interest, based on the most recent private placement.
	In January 2015, the Company entered into a new amendment to the Product Development Agreement with RRD International, LLC dated January 2014, pursuant to which RRD International, LLC will continue to provide certain strategic product development services to the Company for an additional six month term.  As consideration for services rendered, the Company has agreed to pay RRD International, LLC a total of $600,000, consisting of $450,000 in cash and $150,000 in restricted shares of the Company’s common stock (12,346 shares). Terms of services to be provided after June 2015, if any, will be negotiated at a later date.

LEASE_OF_OFFICE_SPACE

LEASE OF OFFICE SPACE	3 Months Ended
	Mar. 31, 2015
LEASE OF OFFICE SPACE
LEASE OF OFFICE SPACE
	NOTE 7 — LEASE OF OFFICE SPACE
	Effective May 2014, the Company entered into a sublease agreement for office space with current monthly payments of $12,717.  The term of the sublease ends on March 30, 2016 with inflationary escalations in 2015 and the first three months of 2016.  Total minimum sublease payments for the remaining term of the sublease is $153,747.

LEGAL_MATTERS

LEGAL MATTERS	3 Months Ended
	Mar. 31, 2015
LEGAL MATTERS
LEGAL MATTERS
	NOTE 8 — LEGAL MATTERS
	The Company and its two original executives were three of some 30 defendants in a lawsuit filed by a former stockholder of Genaera Corporation, which was the predecessor of the Genaera Liquidating Trust, the party from which the Company purchased the worldwide rights to pexiganan, the active ingredient of the Product Locilex ™ on April 8, 2010. The complaint was filed on June 8, 2012 in the United States District Court for the Eastern District of Pennsylvania (Civil Action No. 12-3265) by Alan W. Schmidt, individually and on behalf of former Genaera Corporation shareholders. Among others, the suit was filed against the Company, as well as John A. Skolas and Argyce LCC, who were responsible for the administration of the Trust and who sold pexiganan to the Company via a public auction. The defendants listed in the complaint included several individuals and companies formerly associated with Genaera Corporation, the Trust and/or Argyce LLC. Also included in the defendant group were several other pharmaceutical companies that were involved in acquiring the former drug-related assets of the Genaera Corporation.
	The complaint alleged, among other things, the Company and its two executives aided and abetted a breach of fiduciary duty alleged to have been committed by the former director and officers of Genaera Corporation before it was approved for dissolution by its shareholders and also Argyce, LLC, the trustee of the Liquidating Trust. Plaintiff claims that the Company and its executives aided and abetted a breach of the duties of the board of directors and the trustee under common law and under a certain trust agreement allegedly signed between Argyce, LLC, as the trustee, and the Liquidating Trust. With regard to the claims made against the Company and two executives, the plaintiff alleged, in pertinent part, that the Company’s acquisition of the pexiganan rights was for alleged inadequate consideration, and that the Company and its management aided and abetted a breach of fiduciary duty by the Genaera Corporation defendants who were formerly associated with Genaera Corporation and/or the Trust.
	The Company and its two executives filed a motion to dismiss the complaint within the prescribed time period. All of the other defendants in this litigation also filed motions to dismiss, and a court order granted each and every motion to dismiss, with prejudice, without leave to refile, on August 12, 2013 based on the argument that Plaintiff’s claims were time barred. Plaintiff appealed the dismissal to the United States Third Circuit Court of Appeals seeking reversal of the dismissal. On October 17, 2014, the Third Circuit Appellate Court, in a 2-1 decision with a strong dissenting opinion, reversed the trial court’s dismissal of Plaintiff’s claims based on the expiration of the applicable statutes of limitation. In a 2-1 decision, the Third Circuit held that more information was necessary to determine when Plaintiff should have been on notice of his claims to determine the applicability of the discovery rule, which could serve to extend the time frame in which Plaintiff could bring his claims. Due to the strong dissent, all Defendants filed the necessary documents requesting a petition for rehearing en banc, by the majority of the Third Circuit justices who are in active service. The Third Circuit denied the request for en banc hearing and remanded this case to District Court.
	This matter has now been remanded to District Court and all Defendants have again moved to dismiss the complaint for reasons other than being time barred.  The Company and the executives move for dismissal based on Plaintiff’s inability to make a case for aiding and abetting a breach of fiduciary duty because there was no underlying breach and such an aiding and abetting claim requires an element of knowing participation in the fiduciary breach which cannot be established by Plaintiff.  Defendants have filed their moving papers, and await Plaintiff’s response.  The Company anticipates hearing on these motions in late summer.  The Company intends to vigorously defend Plaintiff’s claims on the factual record, which it believes will prove that the Company is not liable to the Plaintiff in any regard.

RELATED_PARTY_TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2015
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS
	NOTE 9 — RELATED PARTY TRANSACTIONS
	The individual employed as the Company’s Vice President, Finance and Corporate Development as of the closing of the initial public offering, is the owner of Aumoe Partners, LLC (“Aumoe”), which was engaged in January 2012 to perform certain financial advisory services.
	The Company incurred $0 and $22,500 in fees to Aumoe for the three months ended March 31, 2015 and 2014, respectively, which were recorded in general and administrative expenses.

NET_LOSS_PER_SHARE

NET LOSS PER SHARE	3 Months Ended
	Mar. 31, 2015
NET LOSS PER SHARE
NET LOSS PER SHARE
	NOTE 10 — NET LOSS PER SHARE
	Basic and diluted net loss per common share for the three months ended March 31, 2015 and 2014 was determined by dividing net loss by the weighted average common shares outstanding during the period.  The Company’s potentially dilutive shares, which include 1,112,287 of stock options, 28,000 unvested common shares, and 31,500 warrants, have not been included in the computation of diluted net loss per share for all periods as the result would be antidilutive.  On March 18, 2014, the Company completed a corporate conversion from a limited liability company to a corporation (the “Conversion”).  Accordingly, the outstanding Class A Membership Interests were converted to shares of common stock using a conversion ratio of 7 to 1, resulting in the conversion of its 767,911 Class A Membership Interests into an aggregate of 5,375,377 shares of common stock.  The effects of this Conversion on the Company’s net loss per share have been reflected for all periods presented retroactively.

RECENT_ACCOUNTING_PRONOUNCEMEN

RECENT ACCOUNTING PRONOUNCEMENTS	3 Months Ended
	Mar. 31, 2015
RECENT ACCOUNTING PRONOUNCEMENTS
RECENT ACCOUNTING PRONOUNCEMENTS
	NOTE 11 — RECENT ACCOUNTING PRONOUNCEMENTS
	In August 2014, the Financial Accounting Standards Board issued Accounting Standards Update 2014-15, Presentation of Financial Statements—Going Concern, which requires management of an entity to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued or available to be issued. This update will become effective beginning January 1, 2017, with early adoption permitted. The Company is currently evaluating the provisions of this amendment.

SUMMARY_OF_SIGNIFICANT_ACCOUNT1

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2015
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Use of Estimates
	Use of Estimates
	The preparation of financial statements in conformity with 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.
Concentration of Credit Risk
	Concentration of Credit Risk
	The Company maintains its cash balance in one financial institution.  The balance is insured up to the maximum allowable by the Federal Deposit Insurance Company (“FDIC”).  The Company has not experienced any losses in such accounts and does not believe it is exposed to any significant risk of loss on cash.  At times, the cash balance may exceed the maximum limit of the FDIC.
Guaranteed Payments to Members
	Guaranteed Payments to Members
	Guaranteed payments to members of the Company prior to the March 2014 corporate conversion, that were designated to represent reasonable compensation for services rendered, were accounted for as Company expenses rather than an allocation of the Company’s net income.
Research and Development
	Research and Development
	In accordance with Accounting Standards Codification (“ASC”) 730, “Accounting for Research and Development Costs”, the Company expenses research and development costs when incurred.  At times the Company may make cash advances for research and development services.  These amounts are capitalized and expensed in the period the service is provided.  The Company incurred net research and development expenses in the amount of $1,709,398 and $1,816,690 for the three months ended March 31, 2015 and 2014, respectively.
	Although the Company manages the conduct of its clinical trials, it relies on third parties to conduct preclinical studies and to provide services, including data management, statistical analysis and electronic compilation for clinical trials, as well as for the manufacture of clinical trial supplies. At the end of each reporting period, the Company compares the payments made to each service provider to the estimated progress towards completion of the related project. Factors that are considered in preparing these estimates include the number of subjects enrolled in studies, milestones achieved and other criteria related to the efforts of the vendors. These estimates are subject to change as additional information becomes available. Depending on the timing of payments to vendors and estimated services provided, the Company records net prepaid or accrued expenses related to these costs.
Share-Based Compensation
	Share-Based Compensation
	The Company accounts for the cost of services performed by officers and directors received in exchange for an award of Company membership interests, common stock, or stock options, based on the grant-date fair value of the award.  In accordance with ASC 718 “Stock Compensation”, the Company recognizes compensation expense, net of estimated forfeitures, on a straight-line basis over the service period.
Share-Based Payments to Vendors
	Share-Based Payments to Vendors
	The Company accounts for the cost of services performed by vendors in exchange for an award of Company membership interests or common stock based on the grant-date fair value of the award or fair value of the services rendered; whichever is more readily determinable and adjusted to fair value at each reporting date.  Such fair value is measured as of the earlier of the date the other party becomes committed to provide goods or services or the date performance by the other party is complete.  The Company recognizes the expense in the same period and in the same manner as if the Company had paid cash for the services.
Income Taxes
	Income Taxes
	Prior to the Company’s corporate conversion in March 2014, the Company was organized as a limited liability company.  As such, the Company was not a tax paying entity for Federal income tax purposes and, therefore, no income tax expense had been recorded in the financial statements.  Income or losses of the Company was passed through to members for inclusion in their respective income tax returns.
	Subsequent to the corporate conversion in March 2014, the Company became a taxable entity.  As such, the Company recognizes deferred tax assets and liabilities for temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities and the expected benefits of net operating loss carryforwards. The impact of changes in tax rates and laws on deferred taxes, if any, applied during the years in which temporary differences are expected to be settled, is reflected in the financial statements in the period of enactment. The measurement of deferred tax assets is reduced, if necessary, if, based on weight of the evidence, it is more likely than not that some, or all, of the deferred tax assets will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period that such tax rate changes are enacted. The Company had no material amounts recorded for uncertain tax positions, interest or penalties in the accompanying financial statements. The Company currently estimates an annual effective tax rate of 0% as the Company incurred losses for the three months ended March 31, 2015 and is forecasting additional losses through year end, resulting in an estimated net loss for both financial statement and tax purposes.  Therefore, no Federal or state income tax expense has been recorded in the financial statements.
	Based on the Company’s history of generating operating losses and its anticipation of operating losses continuing in the foreseeable future, the Company has determined that it would be more likely than not that the tax benefits from these net operating losses would not be realized and a full valuation allowance against all deferred tax assets has been recorded at December 31, 2014 and March 31, 2015.  In the event, the Company becomes profitable for a period of two or more years with future expectations at that time of profitability for future years prior to any significant change in its equity capitalization, the Company would have an opportunity to realize benefit from the deferred tax asset at such time in the future.

ACCOUNTS_PAYABLE_AND_ACCRUED_E1

ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables)	3 Months Ended
	Mar. 31, 2015
ACCOUNTS PAYABLE AND ACCRUED EXPENSES
Schedule of accounts payable and accrued expenses
		March 31, 2015		December 31, 2014
	Accrued compensation expense	$	31,460	$	511,769
	Accrued research and development	576,599		641,997
	Accrued professional fees	30,075		23,901
	Other accounts payable and accrued expenses	59,540		82,931
	Totals	$	697,674	$	1,260,598

SHAREBASED_COMPENSATION_and_ST1

SHARE-BASED COMPENSATION and STOCK OPTIONS (Tables)	3 Months Ended
	Mar. 31, 2015
SHARE-BASED COMPENSATION and STOCK OPTIONS
Summary of the non-vested Class A Membership Interests which were converted to Common Stock at a conversion ratio of seven to one, and the associated activity
		Class A
		Membership Interests
		converted to Common Stock 7:1 ratio
	Nonvested at January 1, 2014	77,000
	Granted	—
	Forfeited	(21,000	)
	Vested	(14,000	)
	Nonvested at December 31, 2014	42,000
	Granted	—
	Forfeited	—
	Vested	(14,000	)
	Nonvested at March 31, 2015	28,000
Schedule of weighted average assumptions used in determining the fair value of the option awards using the Black-Scholes option pricing model
		Three Months Ended		Three Months Ended
		March 31, 2015		March 31, 2014
	Expected term	4.6 years		4.2 years
	Volatility	60.20%		59.60%
	Dividend yield	0%		0%
	Risk free interest rate	1.31%		1.22%
Summary of stock option activity
		Three Months Ended		Weighted Average
		March 31, 2015		Exercise Price
	Outstanding at the beginning of the period	861,287		$	13.90
	Granted	251,000		$	11.35
	Forfeited	—
	Outstanding and expected to vest at the end of the period	1,112,287		$	13.32

NATURE_OF_OPERATIONS_Details

NATURE OF OPERATIONS (Details) (USD $)	0 Months Ended	3 Months Ended
	Mar. 18, 2014	Mar. 31, 2014	Mar. 31, 2015	Dec. 31, 2014
NATURE OF OPERATIONS
Proceeds from initial public offering of common stock, net of transaction costs	$34,455,669	$34,455,669
Cash balance			$23,999,419	$27,040,325

SUMMARY_OF_SIGNIFICANT_ACCOUNT2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
	item
Concentration of Credit Risk
Number of financial institutions in which the entity maintains its cash balance	1
Research and Development
Net research and development expenses	$1,709,398	$1,816,690
Federal Income Taxes
Income tax expense	0
Estimated annual effective tax rate (as a percent)	0.00%
Current federal income tax expense	0
Current state income tax expense	$0

ACCOUNTS_PAYABLE_AND_ACCRUED_E2

ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) (USD $)	Mar. 31, 2015	Dec. 31, 2014
ACCOUNTS PAYABLE AND ACCRUED EXPENSES
Accrued compensation expense	$31,460	$511,769
Accrued research and development	576,599	641,997
Accrued professional fees	30,075	23,901
Other accounts payable and accrued expenses	59,540	82,931
Total	$697,674	$1,260,598

ISSUANCE_OF_MEMBERSHIP_INTERES1

ISSUANCE OF MEMBERSHIP INTERESTS and COMMON STOCK (Details) (USD $)	0 Months Ended	3 Months Ended		1 Months Ended
	Mar. 18, 2014	Mar. 31, 2015	Mar. 31, 2014	Jan. 31, 2015	Jan. 31, 2014	Dec. 31, 2014
Issuance of membership interests and common stock
Conversion ratio	7
Shares of common stock issued in IPO	3,162,500
Share price of common stock (in dollars per share)	$12
Net proceeds from IPO	$34,455,669		$34,455,669
Underwriting discounts	2,656,500
Offering costs	837,831
Shares of common stock issued upon conversion of membership interests	5,375,377
Common Stock, Shares, Issued		8,564,675				8,538,329
Research and Development Expenses		1,709,398	1,816,690
RRD International, LLC
Issuance of membership interests and common stock
Term of services				6 months
Total product development expense				600,000
Cash portion				450,000
Consulting expense				150,000
Share Based Payments to Vendors (in units)				12,346
Research and Development Expenses		$303,834
Class A Membership Interests
Issuance of membership interests and common stock
Conversion ratio	7
Membership interests converted into shares of common stock	767,911
Class A Membership Interests | RRD International, LLC
Issuance of membership interests and common stock
Share Based Payments to Vendors (in units)					7,604

SHAREBASED_COMPENSATION_and_ST2

SHARE-BASED COMPENSATION and STOCK OPTIONS (Details) (USD $)	1 Months Ended	3 Months Ended		12 Months Ended
	Dec. 31, 2013	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014
Restricted Class A Membership Interests awards
Share-based compensation and stock options
Fair value of the membership interests granted (in dollars per share)		$50
Total compensation expense recorded as director fees		$25,000	$37,500
Additional disclosures
Number of Membership Interests issued but not vested	1,000
Restricted Class A Membership Interests awards | Minimum
Share-based compensation and stock options
Vesting period		3 years
Restricted Class A Membership Interests awards | Maximum
Share-based compensation and stock options
Vesting period		4 years
Non-vested Class A Membership Interests awards converted to Common Stock awards
Non-vested Class A Membership interests converted to common stock at a conversion ratio and the associated activity
Nonvested at the beginning of the period (in shares)		42,000	77,000	77,000
Forfeited (in shares)				-21,000
Vested (in shares)		-14,000		-14,000
Nonvested at the end of the period (in shares)		28,000		42,000
Additional disclosures
Total unrecognized compensation cost		$195,833
Weighted average period over which total unrecognized compensation cost is expected to be recognized		2 years

SHAREBASED_COMPENSATION_and_ST3

SHARE-BASED COMPENSATION and STOCK OPTIONS (Details 2) (USD $)	1 Months Ended				3 Months Ended
	Jan. 31, 2015	Apr. 30, 2014	Mar. 31, 2014	Nov. 30, 2013	Mar. 31, 2015	Mar. 31, 2014
			item
Company's stock option activity
Outstanding at the beginning of the year (in shares)	861,287				861,287
Granted (in shares)					251,000
Outstanding at the end of the year (in shares)					1,112,287
Weighted Average Exercise Price
Outstanding at the beginning of the period (in dollars per share)	$13.90				$13.90
Grant price (in dollars per share)					$11.35
Outstanding at the end of the period (in dollars per share)					$13.32
Exercise price (in dollars per share)					$13.32
Employee stock options
Share-based compensation and stock options
Percentage of the issued and outstanding common stock reserved under the Equity Incentive Plan				20.00%
Awards granted as percentage of common stock outstanding			10.00%
Number of executives to whom awards are granted			4
Number of equal monthly installments in which awards issued under the 2013 Equity Incentive Plan will vest			36
Weighted average assumptions used in determining the fair value of the option awards using the Black-Scholes option pricing model
Expected term					4 years 7 months 6 days	4 years 2 months 12 days
Volatility (as a percent)					60.20%	59.60%
Dividend yield (as a percent)					0.00%	0.00%
Risk free interest rate (as a percent)					1.31%	1.22%
Weighted average grant date fair value (in dollars per share)					$6.27
Company's stock option activity
Outstanding at the beginning of the year (in shares)		853,787
Granted (in shares)	251,000	7,500
Outstanding at the end of the year (in shares)			853,787			853,787
Weighted Average Exercise Price
Outstanding at the beginning of the period (in dollars per share)		$13.93
Grant price (in dollars per share)	$11.35
Outstanding at the end of the period (in dollars per share)		$10.46	$13.93			$13.93
Employees	5
Vesting percentage upon issuance	50.00%
Compensation expense					$1,618,710	$58,460
Total compensation expense not yet recognized					4,030,224
Weighted average vesting period over which the total compensation expense will be recorded					1 year 10 months 24 days
Vesting period	24 months	3 years
Intrinsic value					598,642
Remaining weighted average contractual life					6 years 1 month 21 days
Exercise price (in dollars per share)		$10.46	$13.93			$13.93
Non Employee Member | Employee stock options
Company's stock option activity
Granted (in shares)	35,000
Weighted Average Exercise Price
Compensation expense	$353,150

SHAREBASED_PAYMENTS_TO_VENDORS1

SHARE-BASED PAYMENTS TO VENDORS (Details) (RRD International, LLC, USD $)	1 Months Ended
	Jan. 31, 2015	Jan. 31, 2014
Share-based payments to vendors
Membership Interests granted (in units)	12,346
Term of services	6 months
Total product development expense	$600,000
Cash portion	450,000
Consulting expense	$150,000
Class A Membership Interests
Share-based payments to vendors
Membership Interests granted (in units)		7,604
Value of recent private placement taken as fair value for the grant of the membership interests (in dollars per share)		$50

LEASE_OF_OFFICE_SPACE_Details

LEASE OF OFFICE SPACE (Details) (USD $)	1 Months Ended
	31-May-14	Mar. 31, 2015
LEASE OF OFFICE SPACE
Monthly payments of lease under agreement	$12,717
Total minimum sublease payments		$153,747

LEGAL_MATTERS_Details

LEGAL MATTERS (Details) (Lawsuit filed by a former stockholder of Genaera Corporation for breach of fiduciary duty)	0 Months Ended
	Jun. 08, 2012
	item
Lawsuit filed by a former stockholder of Genaera Corporation for breach of fiduciary duty
Legal matters
Number of defendants represented by original executives	2
Number of defendants represented by executives and the Company	3
Number of defendants in a lawsuit	30

RELATED_PARTY_TRANSACTIONS_Det

RELATED PARTY TRANSACTIONS (Details) (Aumoe, USD $)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Aumoe
Related party transactions
Fees for services rendered by the related party	$0	$22,500

NET_LOSS_PER_SHARE_Details

NET LOSS PER SHARE (Details)	0 Months Ended	3 Months Ended
	Mar. 18, 2014	Mar. 31, 2015
Proforma net loss per share
Conversion ratio used to convert Class A Membership Interests on proforma basis to common shares to calculate the weighted average common shares	7
Shares of common stock issued upon conversion of membership interests	5,375,377
Class A Membership Interests
Proforma net loss per share
Conversion ratio used to convert Class A Membership Interests on proforma basis to common shares to calculate the weighted average common shares	7
Membership interests converted into shares of common stock	767,911
Stock options
Proforma net loss per share
Potentially dilutive shares not been included in the computation of diluted net loss per share as the result would be antidilutive		1,112,287
Warrants
Proforma net loss per share
Potentially dilutive shares not been included in the computation of diluted net loss per share as the result would be antidilutive		31,500
Unvested common shares
Proforma net loss per share
Potentially dilutive shares not been included in the computation of diluted net loss per share as the result would be antidilutive		28,000