Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended |
Dec. 31, 2014 | |
Document and Entity Information [Abstract] | |
Entity Registrant Name | DelMar Pharmaceuticals, Inc. |
Entity Central Index Key | 1498382 |
Amendment Flag | FALSE |
Document Type | POS AM |
Entity Filer Category | Smaller Reporting Company |
Document Period End Date | 31-Dec-14 |
Consolidated_Condensed_Interim
Consolidated Condensed Interim Balance Sheets (Unaudited) (USD $) | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current assets | ||||
Cash and cash equivalents | $3,958,439 | $4,759,711 | $4,136,803 | $17,782 |
Taxes and other receivables | 14,082 | 9,572 | 11,062 | 45,499 |
Prepaid expenses | 155,857 | 234,627 | 170,883 | 28,778 |
Deferred costs | 90,771 | |||
Assets, total | 4,128,378 | 5,003,910 | 4,318,748 | 182,830 |
Current liabilities | ||||
Accounts payable and accrued liabilities | 256,527 | 244,906 | 140,457 | 677,615 |
Related party payables | 37,659 | 54,960 | 109,030 | 447,777 |
Current liabilities, total | 294,186 | 299,866 | 249,487 | 1,125,392 |
Loan payable to Valent | 276,439 | 272,372 | 264,352 | |
Stock option liability | 180,350 | 217,759 | 212,561 | |
Derivative liability | 1,567,291 | 3,329,367 | 4,402,306 | 121,000 |
Liabilities, total | 2,041,827 | 4,123,431 | 5,136,726 | 1,510,744 |
Stockholders 'Equity | ||||
Preferred stock Authorized 5,000,000 shares, $0.001 par value Issued and outstanding 278,530 Series A shares at December 31, 2014(June 30, 2014 - none) | 278,530 | |||
1 special voting share at December 31, 2014 (June 30, 2014 - 1) | ||||
Common stock Authorized 200,000,000 shares, $0.001 par value Issued and outstanding 38,580,306 at December 31, 2014 (June 30, 2014 - 35,992,343) | 38,580 | 35,992 | 31,535 | 13,050 |
Additional paid-in capital | 16,625,081 | 13,286,278 | 8,791,715 | 2,326,885 |
Warrants | 6,187,805 | 6,200,445 | 6,202,100 | 153,106 |
Accumulated deficit | -21,064,623 | -18,663,414 | -15,864,506 | -3,842,133 |
Accumulated other comprehensive income | 21,178 | 21,178 | 21,178 | 21,178 |
Stockholders' equity, total | 2,086,551 | 880,479 | -817,978 | -1,327,914 |
Liabilities and equity, total | $4,128,378 | $5,003,910 | $4,318,748 | $182,830 |
Consolidated_Condensed_Interim1
Consolidated Condensed Interim Balance Sheets (Unaudited) (Parentheticals) (USD $) | 6 Months Ended | 12 Months Ended | |||
Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | |
Preferred stock, shares outstanding | 1 | 1 | |||
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 | $0.00 | $0.00 | |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | |
Preferred Stock Special Voting Shares Issued | 1 | 1 | |||
Common stock, par value (in dollars per share) | $0.00 | $0.00 | $0.00 | $0.00 | |
Common stock, shares authorized | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | |
Common stock, shares issued (in shares) | 38,580,306 | 35,992,343 | 31,534,819 | 13,050,000 | |
Common stock, shares outstanding (in shares) | 38,580,306 | 35,992,343 | |||
Series A Preferred Stock [Member] | |||||
Preferred Stock, Shares Issued | 278,530 | 278,530 | |||
Preferred stock, shares outstanding | 278,530 |
Consolidated_Condensed_Interim2
Consolidated Condensed Interim Statement of Loss and Comprehensive Loss (Unaudited) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Expenses | ||||||||
Research and development | $612,169 | $566,060 | $1,283,796 | ($992,922) | $1,126,295 | ($1,216,359) | ($2,342,654) | ($1,550,490) |
General and administrative | 656,229 | 636,182 | 1,101,229 | -1,756,859 | 1,377,550 | -2,574,757 | -3,952,307 | -1,154,604 |
Operating expenses, total | 1,268,398 | 1,202,242 | 2,385,025 | -2,749,781 | 2,503,845 | -3,791,116 | -6,294,961 | -2,705,094 |
Other (income) loss | ||||||||
Change in fair value of derivative liability | -435,200 | -372,487 | -66,606 | -166,388 | -8,466,826 | -7,142,775 | 1,324,051 | 318,502 |
Change in fair value of derivative liability due to change in warrant terms | 143,532 | -23,658 | -111,179 | |||||
Loss on exchange of warrants | 92,843 | 92,843 | ||||||
Foreign exchange loss | 7,295 | 34,797 | 9,686 | 9,382 | 31,963 | 28,933 | -3,030 | 18,492 |
Interest expense | 2,044 | 2,091 | -4,067 | 4,073 | -3,947 | -8,020 | -7,521 | |
Interest income | -109 | -620 | -261 | 767 | -1,311 | 1,180 | 2,491 | |
Issuance of shares to Valent for future royalty reduction | 598,000 | 598,000 | ||||||
Change in fair value of derivative liability due to tender offer | -111,179 | |||||||
Derivative issuance costs | 2,713,220 | 2,713,220 | 24,742 | |||||
Nonoperating Income (Expense) | 191,639 | 336,266 | -14,095 | 49,127 | 8,432,101 | 10,427,829 | 1,995,728 | -304,731 |
Loss for the period | 1,076,759 | 865,976 | 2,399,120 | -2,798,908 | -5,928,256 | -14,218,945 | -8,290,689 | -2,400,363 |
Basic loss (income) per share | $0.03 | $0.03 | $0.06 | ($0.19) | ||||
Diluted loss (income) per share | $0.03 | $0.03 | $0.06 | $0 | ||||
Basic weighted average number of shares | 37,798,183 | 31,523,732 | 37,125,074 | 31,477,137 | ||||
Diluted weighted average number of shares | 37,798,183 | 31,523,732 | 37,125,074 | 41,742,401 | ||||
Basic and diluted loss per share | ($0.09) | ($0.51) | ($0.28) | ($0.18) | ||||
Weighted average number of shares | 32,468,861 | 27,727,845 | 29,667,324 | 13,232,349 | ||||
Comprehensive loss | ||||||||
Net loss | -1,076,759 | -865,976 | -2,399,120 | 2,798,908 | 5,928,256 | 14,218,945 | 8,290,689 | 2,400,363 |
Other comprehensive loss (income) | ||||||||
Translation to US dollar presentation currency | 21,121 | |||||||
Comprehensive loss | $2,798,908 | $14,218,945 | $8,290,689 | $2,421,484 |
Consolidated_Statement_of_Chan
Consolidated Statement of Changes in Stockholders' Equity (Deficiency) (USD $) | Total | Common stock | Additional paid-in capital | Accumulated other comprehensive income | Warrants | Accumulated deficit |
Balance at Dec. 31, 2011 | ($877,133) | $9,059 | $513,279 | $42,299 | ($1,441,770) | |
Balance (in shares) at Dec. 31, 2011 | 9,059,375 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of units net of cash issue costs (note 8) | 1,362,572 | 4,400 | 1,358,172 | |||
Issuance of units net of cash issue costs (note 8) (in shares) | 4,400,000 | |||||
Issuance of units for services (notes 8 and 10) | 117,275 | 360 | 116,915 | |||
Issuance of units for services (notes 8 and 10) (in shares) | 360,000 | |||||
Units cancelled (note 8) | -941,813 | -3,000 | -938,813 | |||
Units cancelled (note 8) (in shares) | -3,000,000 | |||||
Reclassification from additional paid-in capital to warrants upon the issuance of warrants (note 9) | -103,727 | 103,727 | ||||
Issuance of warrants for services (note 9) | 49,379 | 49,379 | ||||
Issuance of shares for settlement of accounts payable (notes 9 and 10) | 253,050 | 500 | 252,550 | |||
Issuance of shares for settlement of accounts payable (notes 9 and 10) (in shares) | 500,000 | |||||
Shares issued from Del Mar Employee Share Purchase Trust for services - net (note 9(b)) | 781,846 | 1,591 | 780,255 | |||
Shares issued from Del Mar Employee Share Purchase Trust for services - net (note 9(b)) (in shares) | 1,590,625 | |||||
Issuance of shares to Valent for future royalty reduction | ||||||
Issuance of warrants for patents (notes 4 and 8) | ||||||
Shares issued for services (note 9(h)) | 75,800 | 140 | 75,660 | |||
Shares issued for services (note 9(h)) (in shares) | 140,000 | |||||
Stock-based compensation (note 9) | 272,594 | 272,594 | ||||
Comprehensive income for the year | -21,121 | -21,121 | ||||
(Loss) income for the period | -2,400,363 | -2,400,363 | ||||
Balance at Dec. 31, 2012 | -1,327,914 | 13,050 | 2,326,885 | 21,178 | 153,106 | -3,842,133 |
Balance (in shares) at Dec. 31, 2012 | 13,050,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Effect of the Reverse Acquisition (note 4) | -2,041,680 | 3,250 | 1,686,754 | -3,731,684 | ||
Effect of the Reverse Acquisition (note 4) (in shares) | 3,250,007 | |||||
Issuance of units net of cash issue costs (note 8) | 5,867,377 | 13,125 | 5,854,252 | |||
Issuance of units net of cash issue costs (note 8) (in shares) | 13,125,002 | |||||
Issuance of warrants for services (note 9) | 124,020 | |||||
Issuance of placement agent warrants as issue costs for the $0.80 unit issuance (note 9(f)) | 2,201,008 | -4,087,586 | 6,288,594 | |||
Issuance of shares to Valent for future royalty reduction | 598,000 | 1,150 | 596,850 | |||
Issuance of common shares to Valent for future royalty reduction (note 9 (g) (in shares) | 1,150,000 | |||||
Exercise of placement agent warrants (note 9) | 124 | 239,476 | -239,600 | |||
Exercise of placement agent warrants (note 9) (in shares) | 123,810 | |||||
Exercise of CA$0.50 unit warrants (notes 8 and 9) | 241,715 | 221 | 241,494 | |||
Exercise of CA$0.50 unit warrants (notes 8 and 9) (in shares) | 221,000 | |||||
Shares issued for services (note 9(h)) | 1,043,557 | 615 | 1,042,942 | |||
Shares issued for services (note 9(h)) (in shares) | 615,000 | |||||
Stock-based compensation (note 9) | 890,648 | 890,648 | ||||
Comprehensive income for the year | ||||||
(Loss) income for the period | -8,290,689 | -8,290,689 | ||||
Balance at Dec. 31, 2013 | -817,978 | 31,535 | 8,791,715 | 21,178 | 6,202,100 | -15,864,506 |
Balance (in shares) at Dec. 31, 2013 | 31,534,819 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of warrants for patents (notes 4 and 8) | ||||||
Exercise of Investor Warrants net of cash issue costs (note 9) | 2,477,090 | 3,929 | 2,473,161 | |||
Exercise of Investor Warrants net of cash issue costs (note 9) (in shares) | 3,929,524 | |||||
Reclassification of derivative liability to equity upon exercise of Investor Warrants (note 8) | 1,110,548 | 1,110,548 | ||||
Exercise of CA$0,50 broker warrants (note 8) | 3,660 | 8 | 4,751 | -1,099 | ||
Exercise of CA$0,50 broker warrants (note 8) (in shares) | 8,000 | |||||
Exercise of CA$0.50 unit warrants (notes 8 and 9) | 17,600 | 20 | 17,580 | |||
Exercise of CA$0.50 unit warrants (notes 8 and 9) (in shares) | 20,000 | |||||
Expiry of broker warrants (note 9) | 556 | -556 | ||||
Shares issued for services (note 9(h)) | 587,000 | 500 | 587,000 | |||
Shares issued for services (note 9(h)) (in shares) | 500,000 | |||||
Stock-based compensation (note 9) | 300,967 | 300,967 | ||||
Comprehensive income for the year | ||||||
(Loss) income for the period | -2,798,908 | -2,798,908 | ||||
Balance at Jun. 30, 2014 | 880,479 | 35,992 | 13,286,278 | 21,178 | 6,200,445 | -18,663,414 |
Balance (in shares) at Jun. 30, 2014 | 35,992,343 | 35,992,343 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Shares issued for services (note 9(h)) | 187 | 181,000 | ||||
Shares issued for services (note 9(h)) (in shares) | 187,000 | |||||
Stock-based compensation (note 9) | 78,694 | 78,694 | ||||
(Loss) income for the period | 2,399,120 | |||||
Balance at Dec. 31, 2014 | $2,086,551 | $38,580 | $16,625,081 | $6,187,805 | ||
Balance (in shares) at Dec. 31, 2014 | 38,580,306 |
Consolidated_Statement_of_Chan1
Consolidated Statement of Changes in Stockholders' Equity (Deficiency) (Parentheticals) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
Issuance of units/warrants at net of cash issue costs | 0.5 | |
CA | ||
Issuance of units/warrants at net of cash issue costs | 0.5 | 0.5 |
Exercise of broker warrants | 0.5 | |
Issuance of units | ||
Issuance of units/warrants at net of cash issue costs | 0.8 | |
Placement agent | ||
Issuance of units/warrants at net of cash issue costs | 0.8 |
Consolidated_Condensed_Interim3
Consolidated Condensed Interim Statement of Cash Flows (Unaudited) (USD $) | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Cash flows from operating activities | ||||||
(Loss) income for the period | $2,399,120 | ($2,798,908) | ($5,928,256) | ($14,218,945) | ($8,290,689) | ($2,400,363) |
Items not affecting cash | ||||||
Accrued interest | 2,091 | 4,067 | 4,073 | 3,947 | 8,020 | 7,521 |
Change in fair value of derivative liability | 66,606 | 166,388 | 8,466,826 | 7,142,775 | -1,324,051 | -318,502 |
Change in fair value of derivative liability due to change in warrant terms | 23,658 | 111,179 | ||||
Loss on exchange of warrants | -92,843 | |||||
Warrants issued for services | 124,020 | 124,020 | 49,379 | |||
Share-based compensation | 260,510 | 893,665 | 626,279 | 1,520,487 | 2,146,766 | 1,130,240 |
Change in fair value of derivative liability due to tender offer | -111,179 | |||||
Shares issued to Valent for royalty reduction | 598,000 | 598,000 | ||||
Non-cash derivative issue costs | 2,201,008 | 2,201,008 | ||||
Units issued for services | 180,144 | |||||
Warrants issued for patents | ||||||
Prototype drug product | ||||||
Net income (loss) after adjustments of non-cash items | -2,133,940 | -1,845,967 | -1,784,198 | -2,752,728 | -4,536,926 | -1,351,581 |
Changes in non-cash working capital | ||||||
Taxes and other receivables | -4,510 | 1,490 | 5,832 | 28,605 | 34,437 | -6,697 |
Prepaid expenses | 78,770 | -63,744 | 50,379 | -192,484 | -142,105 | -14,581 |
Accounts payable and accrued liabilities | 11,621 | 104,449 | -290,770 | -246,388 | -537,158 | 865,007 |
Related party payables | -17,301 | -54,070 | -127,432 | -211,315 | -338,747 | -70,183 |
Changes in non-cash working capital, net | 68,580 | -361,991 | ||||
Net cash flows from operating activities | -2,065,360 | -1,857,842 | -2,146,189 | -3,374,310 | -5,520,499 | -578,035 |
Cash flows from financing activities | ||||||
Net proceeds from the exercise of warrants | 1,266,177 | 2,480,750 | ||||
Series A preferred stock dividend | -2,089 | |||||
Net proceeds from the issuance of units | 9,639,520 | 9,639,520 | 671,570 | |||
Deferred costs | -90,771 | |||||
Net proceeds from the issuance of common shares | ||||||
Net cash flows from financing activities | 1,264,088 | 2,480,750 | 9,639,520 | 9,639,520 | 580,799 | |
Increase (decrease) in cash and cash equivalents | -801,272 | 622,908 | -2,146,189 | 6,265,210 | 4,119,021 | 2,764 |
Cash and cash equivalents - beginning of period | 4,759,711 | 4,136,803 | 6,282,992 | 17,782 | 17,782 | 15,018 |
Cash and cash equivalents - end of period | 3,958,439 | 4,759,711 | 4,136,803 | 6,282,992 | 4,136,803 | 17,782 |
Supplementary information | ||||||
Issuance of preferred shares for the settlement of the loan payable to Valent (note 3) | 278,530 | |||||
Reclassification of derivative liability to equity upon the exercise of Investor Warrants (note 5) | 391,422 | |||||
Reclassification of derivative liability to equity upon the exchange of Investor Warrants (note 5) | -305,112 | |||||
Reclassification of derivative liability to equity upon the amendment of Dividend Warrants (note 5) | -975,278 | |||||
Reclassification of stock option liability upon the forfeiture of stock options (note 6) | 38,038 | |||||
Issuance of shares for the settlement of accounts payable (notes 7 and 10) | 253,050 | |||||
Issuance of units for the settlement of accounts payable (notes 8 and 10) | ||||||
Non-cash share issuance costs (note 9) | 6,288,594 | 6,288,594 | ||||
Cashless exercise of Placement Agent Warrants (note 9) | 239,600 | |||||
Settlement of accounts payable with a loan payable (note 5) | ||||||
Exercise of CA$0.50 warrants for no additional consideration (note 9) | 17,600 | 241,715 | ||||
Deferred costs (note 9(f)) | $90,771 | $90,771 |
Consolidated_Statement_of_Cash
Consolidated Statement of Cash Flows (Parentheticals) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
Issuance of units/warrants at net of cash issue costs | 0.5 | |
CA | ||
Issuance of units/warrants at net of cash issue costs | 0.5 | 0.5 |
Change_in_Fiscal_Year_End
Change in Fiscal Year End | 6 Months Ended | |
Jun. 30, 2014 | ||
Change In Fiscal Year End [Abstract] | ||
Change in fiscal year end | 1 | Change in fiscal year end |
On July 21, 2014, the Board of Directors of DelMar Pharmaceuticals, Inc. (“the Company”) approved a change in the Company’s fiscal year end from December 31 to June 30. As a result of this change, the Company has prepared consolidated financial statements for the six-month transition period ended June 30, 2014. References to any of the Company’s 2013 or earlier fiscal years mean the fiscal year ending December 31 of that calendar year. |
Nature_of_Operations_and_Liqui
Nature of Operations and Liquidity Risk | 6 Months Ended | |||
Dec. 31, 2014 | Jun. 30, 2014 | |||
Nature of Operations and Liquidity Risk [Abstract] | ||||
Nature of operations and liquidity risk | 2 | Nature of operations and liquidity risk | 2 | Nature of operations and liquidity risk |
Nature of operations | Nature of operations | |||
The Company is a Nevada corporation formed on June 24, 2009 under the name Berry Only Inc. Prior to the Reverse Acquisition (note 4), Berry did not have any significant assets or operations. DelMar Pharmaceuticals, Inc. is the parent company of Del Mar Pharmaceuticals (BC) Ltd. (“DelMar (BC)”), a British Columbia, Canada corporation incorporated on April 6, 2010, which is an early stage company with a focus on the development of drugs for the treatment of cancer. The Company is also the parent company to 0959454 B.C. Ltd., a British Columbia corporation (“Callco”), and 0959456 B.C. Ltd., a British Columbia corporation (“Exchangeco”). Callco and Exchangeco were formed to facilitate the Reverse Acquisition (note 4). | The Company is a Nevada corporation formed on June 24, 2009 under the name Berry Only Inc. Prior to the Reverse Acquisition (note 4), Berry did not have any significant assets or operations. DelMar Pharmaceuticals, Inc. is the parent company of Del Mar Pharmaceuticals (BC) Ltd. (“DelMar (BC)”), a British Columbia, Canada corporation incorporated on April 6, 2010, which is an early stage company with a focus on the development of drugs for the treatment of cancer. The Company is also the parent company to 0959454 B.C. Ltd., a British Columbia corporation (“Callco”), and 0959456 B.C. Ltd., a British Columbia corporation (“Exchangeco”). Callco and Exchangeco were formed to facilitate the Reverse Acquisition (note 4). | |||
Pursuant to the Reverse Acquisition, the Company acquired (either directly or indirectly (through Exchangeco)) all of the issued and outstanding shares of DelMar (BC) on January 25, 2013 (note 4). As a result of the shareholders of DelMar (BC) owning a controlling interest in the Company subsequent to the Reverse Acquisition, for accounting purposes the transaction is a capital transaction with DelMar (BC) being the accounting acquirer even though the legal acquirer is Berry. Therefore, the historic financial statements of DelMar (BC) are presented as the comparative balances for the periods prior to the Reverse Acquisition. | Pursuant to the Reverse Acquisition, the Company acquired (either directly or indirectly (through Exchangeco)) all of the issued and outstanding shares of DelMar (BC) on January 25, 2013 (note 4). As a result of the shareholders of DelMar (BC) owning a controlling interest in the Company subsequent to the Reverse Acquisition, for accounting purposes the transaction is a capital transaction with DelMar (BC) being the accounting acquirer even though the legal acquirer is Berry. Therefore, the historic financial statements of DelMar (BC) are presented as the comparative balances for the periods prior to the Reverse Acquisition. | |||
References to the Company refer to the Company and its wholly-owned subsidiaries, DelMar (BC), Callco and Exchangeco. References to Berry relate to the Company prior to the Reverse Acquisition. | References to the Company refer to the Company and its wholly-owned subsidiaries, DelMar (BC), Callco and Exchangeco. References to Berry relate to the Company prior to the Reverse Acquisition. | |||
The Company is focused on the discovery and development of new medicines with the potential to treat cancer patients who have failed modern targeted or biologic therapy. The Company has initiated a clinical trial with its lead drug candidate VAL-083 for the treatment of refractory glioblastoma multiforme (“GBM”). The Phase I/II study is an open-label, single arm dose-escalation study designed to evaluate the safety, tolerability, pharmacokinetics and anti-tumor activity of VAL-083 in patients with histologically confirmed initial diagnosis of primary WHO Grade IV malignant glioma, now recurrent. Patients with prior low-grade glioma or anaplastic glioma are eligible to participate in the study, if histologic assessment of their condition demonstrates transformation to GBM. | The Company is focused on the discovery and development of new medicines with the potential to treat cancer patients who have failed modern targeted or biologic therapy. The Company has initiated a clinical trial with its lead drug candidate VAL-083 for the treatment of refractory glioblastoma multiforme (“GBM”). The Phase I/II study is an open-label, single arm dose-escalation study designed to evaluate the safety, tolerability, pharmacokinetics and anti-tumor activity of VAL-083 in patients with histologically confirmed initial diagnosis of primary WHO Grade IV malignant glioma, now recurrent. Patients with prior low-grade glioma or anaplastic glioma are eligible to participate in the study, if histologic assessment of their condition demonstrates transformation to GBM. | |||
The address of the Company’s administrative offices is Suite 720 - 999 West Broadway, Vancouver, British Columbia, V5Z 1K5 with clinical operations located at 3485 Edison Way, Suite R, Menlo Park, California, 94025. | The address of the Company’s administrative offices is Suite 720 - 999 West Broadway, Vancouver, British Columbia, V5Z 1K5 with clinical operations located at 3485 Edison Way, Suite R, Menlo Park, California, 94025. | |||
Liquidity risk | Liquidity risk | |||
For the six-month period ended June 30, 2014, the Company reported a loss of $2,798,908 and an accumulated deficit of $18,663,414 at that date. As at June 30, 2014, the Company has cash and cash equivalents on hand of $4,759,711. The Company does not have the prospect of achieving revenues in the near future and the Company will require additional funding to maintain its research and development projects and for general operations. The expenses to be incurred in developing and pursuing our Company’s business plan have a large degree of uncertainty. There is a great degree of uncertainly with respect to the expenses the Company will incur in executing its business plan. In addition, the Company has not begun to commercialize or generate revenues from any product candidate. | For the six-month period ended June 30, 2014, the Company reported a loss of $2,798,908 and an accumulated deficit of $18,663,414 at that date. As at June 30, 2014, the Company has cash and cash equivalents on hand of $4,759,711. The Company does not have the prospect of achieving revenues in the near future and the Company will require additional funding to maintain its research and development projects and for general operations. The expenses to be incurred in developing and pursuing our Company’s business plan have a large degree of uncertainty. There is a great degree of uncertainly with respect to the expenses the Company will incur in executing its business plan. In addition, the Company has not begun to commercialize or generate revenues from any product candidate. | |||
Consequently, management is pursuing various financing alternatives to fund the Company’s operations so it can continue as a going concern (note 8) in the medium to longer term. On June 6, 2014 and on August 8, 2014 the Company received an aggregate $2,725,916 in net proceeds from the exercise of warrants. We believe, based on our current estimates, that we will be able to fund our operations until at least the end of December 2015. | Consequently, management is pursuing various financing alternatives to fund the Company’s operations so it can continue as a going concern (note 8) in the medium to longer term. On June 6, 2014 and on August 8, 2014 the Company received an aggregate $2,725,916 in net proceeds from the exercise of warrants. We believe, based on our current estimates, that we will be able to fund our operations until at least the end of December 2015. | |||
There is no assurance that our cost estimates will prove to be accurate or that unforeseen events, problems or delays will not occur that would require us to seek additional debt and/or equity funding. The ability of the Company to meet its obligations and continue the research and development of its product candidate is dependent on its ability to continue to raise adequate financing. There can be no assurance that such financing will be available to the Company in the amount required at any time or for any period or, if available, that it can be obtained on terms satisfactory to the Company. The Company may tailor its drug candidate program based on the amount of funding the Company raises. | There is no assurance that our cost estimates will prove to be accurate or that unforeseen events, problems or delays will not occur that would require us to seek additional debt and/or equity funding. The ability of the Company to meet its obligations and continue the research and development of its product candidate is dependent on its ability to continue to raise adequate financing. There can be no assurance that such financing will be available to the Company in the amount required at any time or for any period or, if available, that it can be obtained on terms satisfactory to the Company. The Company may tailor its drug candidate program based on the amount of funding the Company raises. |
Significant_Accounting_Policie
Significant Accounting Policies | 6 Months Ended | |||||||||||||||
Dec. 31, 2014 | Jun. 30, 2014 | |||||||||||||||
Significant Accounting Policies [Abstract] | ||||||||||||||||
Significant accounting policies | 2 | Significant accounting policies | 3 | Significant accounting policies | ||||||||||||
Basis of presentation | Basis of presentation | |||||||||||||||
The consolidated condensed interim financial statements of the Company have been prepared in accordance with United States Generally Accepted Accounting Principles (“U.S. GAAP”) and are presented in United States dollars. The Company’s functional currency is the United States dollar. | The financial statements of the Company have been prepared in accordance with United States generally accepted accounting principles (“US GAAP”) and are presented in United States dollars. The Company’s functional currency is the United States dollar. | |||||||||||||||
In the quarter ended March 31, 2013, the Company’s functional currency changed from Canadian dollars to United States dollars as a result of various objective factors. Therefore translation of goods and services in a foreign currency are re-measured to the functional currency of the Company with gains and losses on re-measurement recorded in the consolidated condensed interim statement of loss. Any gains and losses that were previously recorded in accumulated other comprehensive income are unchanged from the date of the change of functional currency which was January 1, 2013. | The principal accounting policies applied in the preparation of these consolidated financial statements are set out below and have been consistently applied to all periods presented. | |||||||||||||||
The accompanying consolidated condensed interim financial statements include the accounts of the Company and its wholly-owned subsidiaries, DelMar BC, Callco, and Exchangeco. All intercompany balances and transactions have been eliminated. | Consolidation | |||||||||||||||
The principal accounting policies applied in the preparation of these financial statements are set out below and have been consistently applied to all periods presented. | The consolidated financial statements include the accounts of Del Mar Pharmaceuticals (BC) Ltd., Callco, and Exchangeco as of and for the period ended June 30, 2014. Inter-company balances and transactions have been eliminated on consolidation. | |||||||||||||||
Unaudited interim financial data | Use of estimates | |||||||||||||||
The accompanying unaudited December 31, 2014 consolidated condensed interim balance sheet, the consolidated condensed interim statements of loss and comprehensive loss for the three and six months ended December 31, 2014 and 2013, and consolidated condensed cash flows for the six months ended December 31, 2014 and 2013, and the related interim information contained within the notes to the consolidated condensed interim financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission for interim financial information. Accordingly, they do not include all of the information and the notes required by U.S. GAAP for complete financial statements. These consolidated condensed interim financial statements should read in conjunction with the audited financial statements of the Company as at June 30, 2014 and December 31, 2013 filed in our Form 10-KT filed with the Securities and Exchange Commission on August 28, 2014. In the opinion of management, the unaudited consolidated condensed interim financial statements reflect all adjustments, consisting of normal and recurring adjustments, necessary for the fair statement of the Company’s financial position at December 31, 2014 and results of its operations for the three and six months ended December 31, 2014 and 2013, and its cash flows for the six months ended December 31, 2014 and 2013. The results for three and six months ended December 31, 2014 are not necessarily indicative of the results to be expected for the fiscal year ending June 30, 2015 or for any other future annual or interim period. | The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions about future events that affect the reported amounts of assets, liabilities, expenses, contingent assets and contingent liabilities as at the end or during the reporting period. Actual results could significantly differ from those estimates. Significant areas requiring management to make estimates include the derivative liability and the valuation of equity instruments issued for services. Further details of the nature of these assumptions and conditions may be found in the relevant notes to the consolidated financial statements. | |||||||||||||||
Use of estimates | a) | Fair value of derivative liability | ||||||||||||||
The preparation of consolidated condensed interim financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions about future events that affect the reported amounts of assets, liabilities, expenses, contingent assets and contingent liabilities as at the end or during the reporting period. Actual results could significantly differ from those estimates. Significant areas requiring management to make estimates include the derivative liability and the valuation of equity instruments, including stock options, issued for services. We have updated our estimates and models for the issuance of any new awards issued during the period. | The derivative is not traded in an active market and the fair value is determined using valuation techniques. The Company uses judgment to select a variety of methods to make assumptions that are based on specific management plans and market conditions at the end of each reporting period. The Company uses a fair value estimate to determine the fair value of the derivative liability. The carrying value of the derivative liability would be higher or lower as management estimates around specific probabilities change. The estimates may be significantly different from those recorded in the consolidated financial statements because of the use of judgment and the inherent uncertainty in estimating the fair value of these instruments that are not quoted in an active market. All changes in the fair value are recorded in the consolidated statement of operations each reporting period. This is considered to be a Level 3 financial instrument. | |||||||||||||||
Loss per share | Cash and cash equivalents | |||||||||||||||
Loss per share is calculated based on the weighted average number of common shares outstanding. For the three and six month periods ended December 31, 2014 and for the three months ended December 31, 2013 diluted loss per share does not differ from basic loss per share since the effect of the Company’s warrants and stock options are anti-dilutive. At December 31, 2014, potential common shares of 15,409,745 (December 31, 2013 – 24,864,009) relating to warrants and 3,415,000 (December 31, 2013 – 3,240,000) relating to stock options were excluded from the calculation of net loss per common share because their inclusion would be anti-dilutive. | Cash and cash equivalents consist of cash on deposit and highly liquid short-term interest bearing securities with maturities at the date of purchase of three months or less. Cash and cash equivalents are held at recognized Canadian and United States financial institutions. Interest earned is recognized in the consolidated statement of operations and comprehensive loss. In the year ended December 31, 2013, the Company received net proceeds from financing of $8,575,000. The Company has agreed not to use the proceeds from the financing to repay debt. | |||||||||||||||
For the six months ended December 31, 2013 diluted income per share has also been presented. Diluted income per share is calculated using the treasury stock method which uses the weighted average number of common shares outstanding during the period and also includes the dilutive effect of potentially issuable common shares from outstanding stock options and warrants. | Foreign currency translation | |||||||||||||||
The functional currency of the Company at June 30, 2014 is the United States dollar. Transactions that are denominated in a foreign currency are re-measured into the functional currency at the current exchange rate on the date of the transaction. Any foreign-currency denominated monetary assets and liabilities are subsequently re-measured at current exchange rates, with gains or losses recognized as foreign exchange losses or gains in the consolidated statement of operations. Non-monetary assets and liabilities are translated at historical exchange rates. Expenses are translated at average exchange rates during the period. Exchange gains and losses are included in consolidated statement of operations and comprehensive loss for the period. | ||||||||||||||||
Recent accounting pronouncements | Adjustments arising from the translation of the Company’s financial statements to United States dollars for the periods ended December 31, 2012, 2011 and 2010 due to differences between average rates and balance sheet rates are recorded in other comprehensive income as for those periods the Company’s functional currency was the Canadian dollar. For those periods the financial statements have been presented in a currency other than the functional currency of the Company as management has determined that the US dollar is the common currency in which the Company’s peers, being international drug and pharmaceutical companies, present their financial statements. For presentation purposes the assets and liabilities of the Company for 2012, 2011, and 2010 have been translated to US dollars at exchange rates at the reporting date. The historical equity transactions have been translated using historical rates in effect on the date that each transaction occurred. The income and expenses are translated to US dollars at the average exchange rate for the period in which the transaction arose. Exchange differences arising are recognized in a separate component of equity titled accumulated other comprehensive income. | |||||||||||||||
Current and future income taxes | ||||||||||||||||
The Company reviews new accounting standards as issued. The accounting pronouncements issued subsequent to the date of these financial statements that were considered significant by management were evaluated for the potential effect on these financial statements. Management does not believe any of the subsequent pronouncements will have a material effect on these financial statements as presented and does not anticipate the need for any future restatement of these financial statements because of the retro-active application of any accounting pronouncements issued subsequent to December 31, 2014 through the date these financial statements were issued. | The Company follows the liability method of accounting for income taxes. Under this method, current income taxes are recognized for the estimated income taxes payable for the current period. Income taxes are accounted for using the asset and liability method of accounting. Future income taxes are recognized for the future income tax consequences attributable to differences between the carrying values of assets and liabilities and their respective income tax bases and for loss carry-forwards. Future income tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the periods in which temporary differences are expected to be recovered or settled. The effect on future income tax assets and liabilities of a change in tax laws or rates is included in earnings in the period that includes the enactment date. When realization of future income tax assets does not meet the more-likely-than-not criterion for recognition, a valuation allowance is provided. | |||||||||||||||
Financial instruments | ||||||||||||||||
Accounting Standards Update (“ASU”) 2014-15 - Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern | The Company has financial instruments that are measured at fair value. To determine the fair value, we use the fair value hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use to value an asset or liability and are developed based on market data obtained from independent sources. Unobservable inputs are inputs based on assumptions about the factors market participants would use to value an asset or liability. The three levels of inputs that may be used to measure fair value are as follows: | |||||||||||||||
· | Level one - inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities; | |||||||||||||||
The objective of the guidance is to require management to explicitly assess an entity's ability to continue as a going concern, and to provide related footnote disclosures in certain circumstances. In connection with each annual and interim period, management will assess if there is substantial doubt about an entity's ability to continue as a going concern within one year after the issuance date of an entity’s financial statements. The new standard defines substantial doubt and provides examples of indicators thereof. The definition of substantial doubt incorporates a likelihood threshold of "probable" similar to the current use of that term in U.S. GAAP for loss contingencies. The new standard will be effective for all entities in the first annual period ending after December 15, 2016 (December 31, 2016 for calendar year-end entities). Earlier application is permitted. The Company is currently assessing this standard for its impact on future reporting periods. | · | Level two - inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly such as interest rates, foreign exchange rates, and yield curves that are observable at commonly quoted intervals; and | ||||||||||||||
· | Level three - unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use. | |||||||||||||||
Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy. | ||||||||||||||||
The Company’s financial instruments consist of cash and cash equivalents, taxes and other receivables, accounts payable and accrued liabilities, related party payables and derivative liability. The carrying values of cash and cash equivalents, taxes and other receivables, accounts payable and accrued liabilities and related party payables approximate their fair values due to the immediate or short-term maturity of these financial instruments. | ||||||||||||||||
As quoted prices for the derivative liability are not readily available, the Company has used a simulated probability valuation model, as described in note 8 to estimate fair value. The derivative liability utilizes Level 3 inputs as defined above. | ||||||||||||||||
The Company has the following liabilities under the fair value hierarchy: | ||||||||||||||||
30-Jun-14 | ||||||||||||||||
Liability | Level 1 | Level 2 | Level 3 | |||||||||||||
Derivative liability | - | - | 3,329,367 | |||||||||||||
31-Dec-13 | ||||||||||||||||
Liability | Level 1 | Level 2 | Level 3 | |||||||||||||
Derivative liability | - | - | 4,402,306 | |||||||||||||
31-Dec-12 | ||||||||||||||||
Liability | Level 1 | Level 2 | Level 3 | |||||||||||||
Derivative liability | - | - | 121,000 | |||||||||||||
Intangible assets | ||||||||||||||||
Under its assignment agreement with Valent Technologies LLC (“Valent”) (note 5) the Company has incurred certain costs relating to patents assigned to the Company. As the patents had not yet been assigned to the Company at December 31, 2011, the Company has expensed these costs for the year ended December 31, 2011. | ||||||||||||||||
Expenditures associated with the filing, or maintenance of patents, licensing or technology agreements are expensed as incurred. Costs previously recognized as an expense are not recognized as an asset in subsequent periods. | ||||||||||||||||
Once the technology has achieved commercialization, patent costs will be deferred and amortized over the remaining life of the related patent. | ||||||||||||||||
Research and development costs (including clinical trial expenses) | ||||||||||||||||
Research and development expenses include payroll, employee benefits, stock-based compensation expense, and other headcount-related expenses associated with product research and development. Research and development expenses also include third-party development and clinical trial expenses noted bel0w. Such costs related to product research and development are included in research and development expense until the point that technological feasibility is reached, which for our products, is generally shortly before the products are approved by the relevant food and drug administration. Once technological feasibility is reached, such costs are capitalized and amortized to cost of revenue over the estimated lives of the products. | ||||||||||||||||
Clinical trial expenses are a component of research and development costs and include fees paid to contract research organizations, investigators and other service providers who conduct specific research for product development activities on behalf of the Company. The amount of clinical trial expenses recognized in a period related to service agreements is based on estimates of the work performed on an accrual basis. These estimates are based on patient enrollment, services provided and goods delivered, contractual terms and experience with similar contracts. The Company monitors these factors to the extent possible and adjusts our estimates accordingly. Prepaid expenses or accrued liabilities are adjusted if payments to service providers differ from estimates of the amount of service completed in a given period. | ||||||||||||||||
Research and development costs are expensed in the period incurred. At June 30, 2014, and at December 31, 2013, and 2012, all research and development costs were expensed. | ||||||||||||||||
Shares for services | ||||||||||||||||
The Company has issued equity instruments for services provided by employees and non-employees. The equity instruments are valued at the fair value of the instrument granted (see notes 8 and 9 for assumptions). | ||||||||||||||||
The Company has transferred shares from the DelMar Employee Share Purchase Trust (the “Trust”) (note 8) to consultants and management in exchange for services rendered to the Company. The Company recognizes the fair value of the shares transferred as an expense with a corresponding increase in common stock. The shares reserved for issuance to consultants and management that are held by the Trust are included in the financial statements at year end. There are no other assets in the Trust. The number of shares outstanding for issue from the Trust at June 30, 2014 is nil (2013 - nil; 2012 - nil; 2011 - 1,590,625) (note 9). | ||||||||||||||||
The shares transferred from the Trust have been valued using the fair value of the shares transferred. The Company used recent share transactions in order to determine the fair value of the shares transferred from the Trust. | ||||||||||||||||
Stock options | ||||||||||||||||
The Company accounts for these awards under Accounting Standards Codification (“ASC”) 718, “Compensation - Stock Compensation” (“ASC 718”). ASC 718 requires measurement of compensation cost for all stock-based awards at fair value on the date of grant and recognition of compensation over the requisite service period for awards expected to vest. Compensation expense for unvested options to non-employees is revalued at each period end and is being amortized over the vesting period of the options. The determination of grant-date fair value for stock option awards is estimated using the Black-Scholes model, which includes variables such as the expected volatility of the Company’s share price, the anticipated exercise behavior of its grantee, interest rates, and dividend yields. These variables are projected based on the Company’s historical data, experience, and other factors. Changes in any of these variables could result in material adjustments to the expense recognized for share-based payments. Such value is recognized as expense over the requisite service period, net of estimated forfeitures, using the straight-line attribution method. The estimation of stock awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from current estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. The Company considers many factors when estimating expected forfeitures, including type of awards granted, employee class, and historical experience. Actual results and future estimates may differ substantially from current estimates. | ||||||||||||||||
Comprehensive income | ||||||||||||||||
In accordance with ASC 220, “Comprehensive Income” (“ASC 220”) all components of comprehensive income, including net loss, are reported in the financial statements in the period in which they are recognized. | ||||||||||||||||
Comprehensive income is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources. Net loss and other comprehensive (income) loss, , including foreign currency translation adjustments, are reported, net of any related tax effect, to arrive at comprehensive income. No taxes were recorded on items of other comprehensive income. | ||||||||||||||||
Derivative liability | ||||||||||||||||
The Company accounts for certain warrants under the authoritative guidance on accounting for derivative financial instruments indexed to, and potentially settled in, a company’s own stock, on the understanding that in compliance with applicable securities laws, the warrants require the issuance of securities upon exercise and do not sufficiently preclude an implied right to net cash settlement. The Company classifies these warrants on its balance sheet as a derivative liability which is fair valued at each reporting period subsequent to the initial issuance. The Company has used a simulated probability valuation model to value the warrants. Determining the appropriate fair-value model and calculating the fair value of warrants requires considerable judgment. Any change in the estimates (specifically probabilities) used may cause the value to be higher or lower than that reported. The estimated volatility of the Company’s common stock at the date of issuance, and at each subsequent reporting period, is based on the historical volatility of similar life sciences companies. The risk-free interest rate is based on rates published by the government for bonds with a maturity similar to the expected remaining life of the warrants at the valuation date. The expected life of the warrants is assumed to be equivalent to their remaining contractual term. | ||||||||||||||||
Loss per share | ||||||||||||||||
Income or loss per share is calculated based on the weighted average number of common shares outstanding. Diluted loss per share does not differ from basic loss per share since the effect of the Company’s warrants and stock options are anti-dilutive. Diluted income per share is calculated using the treasury stock method which uses the weighted average number of common shares outstanding during the period and also includes the dilutive effect of potentially issuable common shares from outstanding stock options and warrants. At June 30, 2014, potential common shares of 21,919,699 (2013 - 28,104,009, 2012 - 4,380,000) related to outstanding warrants and stock options were excluded from the calculation of net loss per common share because their inclusion would be anti-dilutive. | ||||||||||||||||
Segment information | ||||||||||||||||
The Company identifies its operating segments based on business activities, management responsibility and geographical location. The Company operates within a single operating segment being the research and development of cancer indications, and operates in one geographic area, being North America. All of the Company’s assets are located in either Canada or the United States. | ||||||||||||||||
Recent accounting pronouncements | ||||||||||||||||
From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, we believe that the impact of recently issued standards that are not yet effective will not have a material impact on our financial position or results of operations upon adoption. | ||||||||||||||||
Accounting Standards Updates (“ASU”) 2014-10 Topic 915, Development Stage Entities | ||||||||||||||||
The objective of the guidance is to reduce cost and complexity in the financial reporting system by eliminating inception-to-date information from the financial statements of development stage entities. The new standard eliminates the concept of a development stage entity (“DSE”) from US GAAP. Therefore, the current incremental reporting requirements for a DSE, including inception-to-date information, will no longer apply. This standard is effective for annual reporting periods beginning after December 15, 2014. The Company has elected to early adopt this guidance effective with its June 30, 2014 consolidated financial statements. | ||||||||||||||||
ASU 3013-05 Topic 830, Accounting for Cumulative Translation Adjustments | ||||||||||||||||
The standards amends cumulative translation adjustment derecognition guidance in particular when (i) an entity ceases to have a controlling financial interest in certain subsidiaries or groups of assets within a foreign entity, or (ii) there is a loss of a controlling financial interest in a foreign entity or a step acquisition involving an equity method investment that is a foreign entity. This is effective for public entities for years, and interim periods within those years, beginning after December 15, 2013. | ||||||||||||||||
ASU 2013-11 Topic 740, Accounting for Cumulative Translation Adjustments | ||||||||||||||||
The standard amends guidance on financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This is effective for public entities for years, and interim periods within those years, beginning after December 15, 2013. |
Reverse_Acquisition
Reverse Acquisition | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
Reverse Acquisition [Abstract] | |||||
Reverse acquisition | 4 | Reverse acquisition | |||
On January 25, 2013 (the “Closing Date”), the Company entered into and closed an exchange agreement (the “Exchange Agreement”), with DelMar (BC), Callco, Exchangeco, and the securityholders of DelMar (BC). Pursuant to the Exchange Agreement, (i) the Company issued 4,340,417 shares of common stock (the “Parent Shares”) to the shareholders of DelMar (BC) who are United States residents (the “U.S. Holders”) in exchange for the transfer to Exchangeco of all 4,340,417 outstanding common shares of DelMar (BC) held by the U.S. Holders, (ii) the shareholders of DelMar (BC) who are Canadian residents (the “Canadian Holders”) received, in exchange for the transfer to Exchangeco of all 8,729,583 outstanding common shares of DelMar (BC) held by the Canadian Holders, 8,729,583 exchangeable shares (the “Exchangeable Shares”) of Exchangeco, and (iii) outstanding warrants to purchase 3,360,000 common shares of DelMar (BC) and outstanding options to purchase 1,020,000 common shares of DelMar (BC) were deemed to be amended such that, rather than entitling the holder to acquire common shares of DelMar (BC), such options and warrants will entitle the holders to acquire shares of common stock of the Company. The Canadian Holders will be entitled to require Exchangeco to redeem (or, at the option of the Company or Callco, to have the Company or Callco purchase) the Exchangeable Shares, and upon such redemption or purchase to receive an equal number of shares of common stock of the Company. The aggregate of 13,070,000 shares of common stock of the Company issued to the former shareholders of DelMar (BC) (on an as-exchanged basis with respect to the Exchangeable Shares) represents 80.1% of the outstanding shares of common stock of the Company following the closing of the Exchange Agreement (the “Reverse Acquisition”). | |||||
Upon completion of the Reverse Acquisition, DelMar (BC) became a wholly-owned subsidiary of the Company. As a result of the shareholders of DelMar (BC) having a controlling interest in the Company subsequent to the Reverse Acquisition, for accounting purposes the transaction is a capital transaction with DelMar (BC) being the accounting acquirer even though the legal acquirer is Berry. No goodwill is recorded with respect to the transaction as it does not constitute a business combination. For accounting purposes, the transaction is reflected as a recapitalization of DelMar (BC) and consideration for the Reverse Acquisition was deemed to be the fair value of the shares that were issued by DelMar (BC) to acquire the net liabilities of Berry on January 25, 2013. The net identifiable liabilities of Berry on the Closing Date of the Reverse Acquisition were as follows: | |||||
$ | |||||
Net liabilities (derivative liability) | 2,041,680 | ||||
The Company determined the fair value of the shares issued on the Reverse Acquisition to be $1,690,004. As a result of the Reverse Acquisition being treated as a recapitalization of DelMar (BC), the Company recognized the loss of $3,731,684 incurred upon the closing of the Reverse Acquisition as an adjustment to opening deficit in the consolidated statement of changes in stockholders’ equity (deficiency) at December 31, 2013. |
Valent_Technologies_LLC_Agreem
Valent Technologies LLC Agreement | 6 Months Ended | |||
Dec. 31, 2014 | Jun. 30, 2014 | |||
Valent Technologies Llc Agreement [Abstract] | ||||
Valent Technologies LLC agreement | 3 | Valent Technologies LLC agreement | 5 | Valent Technologies LLC agreement |
On September 30, 2014, the Company entered into an exchange agreement (the “Exchange Agreement”) with Valent Technologies, LLC (“Valent”), an entity owned by Dr. Dennis Brown, the Company’s Chief Scientific Officer and director, and DelMar (BC). Pursuant to the Exchange Agreement, Valent exchanged its loan payable in the outstanding amount of $278,530 (including aggregate accrued interest to September 30, 2014 of $28,530), issued to Valent by DelMar (BC), for 278,530 shares of the Company’s Series A Preferred Stock. | ||||
On September 12, 2010 the Company entered into a Patent Assignment Agreement (the “Assignment Agreement”) with Valent to acquire patents and the prototype drug product related to VAL-083. In accordance with the Assignment Agreement the Company paid $250,000 to acquire the prototype drug product. In addition, under certain circumstances Valent agreed to assign, convey and transfer to the Company all its right, title and interest in and to the patents in exchange for share purchase warrants. The Company will then be responsible for the further development and commercialization of VAL-083. Valent retains an option to reacquire certain intellectual property until a Financing Transaction is completed by the Company. Under the Assignment Agreement, a ‘Financing Transaction’ is defined as a cumulative equity or debt financing(s), or a merger, acquisition, amalgamation, reverse takeover or other combination, or any combination of the foregoing, cumulatively totaling at least $2,000,000. In accordance with the terms of the Assignment Agreement, Valent is entitled to receive a future royalty on revenues derived from the development and commercialization of VAL-083. In the event that the Company terminates the agreement, the Company may be entitled to receive royalties from Valent’s subsequent development of VAL-083 depending on the development milestones the Company has achieved prior to the termination of the Assignment Agreement. | ||||
Effective September 30, 2014, the Company filed a Certificate of Designation of Series A Preferred Stock (the “Series A Certificate of Designation”) with the Secretary of State of Nevada. Pursuant to the Series A Certificate of Designation, the Company designated 278,530 shares of preferred stock as Series A Preferred Stock. The shares of Series A Preferred Stock have a stated value of $1.00 per share and are not convertible into common stock. The holder of the Series A Preferred Stock will be entitled to dividends at the rate of 3% of the Stated Value per year, payable quarterly in arrears. Upon any liquidation of the Company, the holder of the Series A Preferred Stock will be entitled to be paid, out of any assets of the Company available for distribution to stockholders, the Stated Value of the shares of Series A Preferred Stock held by such holder, plus any accrued but unpaid dividends thereon, prior to any payments being made with respect to the common stock. | ||||
On January 25, 2013, in connection with the Company’s Reverse Acquisition (note 4), the Company issued to Valent 1,150,000 shares of common stock, in exchange for Valent reducing certain future royalties under the Assignment Agreement. | ||||
For the three months ended December 31, 2014, the Company accrued $2,089 related to the dividend payable to Valent. The dividend has been recorded as a direct increase in accumulated deficit and was paid subsequent to December 31, 2014. For the three months ended December 31, 2013 the Company accrued $2,044 in interest on its loan payable with Valent. | ||||
Pursuant to a loan agreement dated February 3, 2011, the Company received a loan from Valent for $250,000 for the purchase of the prototype drug product. The loan is unsecured and bears interest at 3.00% per year. The balance of the loan payable, including accrued interest, at June 30, 2014 is $276,439 (2013 - $272,372; 2012 - $264,352), including accrued interest of $26,439 (2013 - $22,372; 2012 - $14,352). The loan was originally due on demand but is now a five year term loan due, along with all accrued interest, on June 30, 2019. As a result, the Company has presented the full loan and accrued interest balance as a non-current liability at June 30, 2014 and December 31, 2013 and 2012. | ||||
For the six months ended December 31, 2014, the Company accrued $2,089 related to the dividend payable to Valent and $2,091 related to interest from June 30, 2014 to September 30, 2014 when the loan was converted to preferred shares. The dividend of $2,089 has been recorded as a direct increase in accumulated deficit while the $2,091 has been recorded as interest expense. For the six months ended December 31, 2013 the Company accrued $4,073 in interest expense on its loan payable with Valent. | ||||
Pursuant to the Assignment Agreement with Valent, the Company agreed to issue warrants to Valent under certain circumstances. The financing completed by the Company that closed in February 2012 constituted a Financing Transaction under the terms of the Assignment Agreement and resulted in the Company issuing 500,000 warrants to Valent on February 1, 2012 at an exercise price of CA$0.50 per warrant (note 9). In exchange for the warrants Valent has assigned all of its right, title and interest in and to the patents for VAL-083 to the Company. The fair value of the contingent warrants of $89,432 has been recognized as an expense and a corresponding increase to additional paid-in capital at December 31, 2011. As a result of the warrants being issued during 2012 the amount previously recognized as additional paid in capital has been reclassified to warrants during the year ended December 31, 2012. |
Taxes_and_Other_Receivables
Taxes and Other Receivables | 6 Months Ended | ||||||||||||
Jun. 30, 2014 | |||||||||||||
Taxes and Other Receivables [Abstract] | |||||||||||||
Taxes and other receivables | 6 | Taxes and other receivables | |||||||||||
June 30, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
$ | $ | $ | |||||||||||
Government grants | 562 | - | 34,168 | ||||||||||
Other receivables | 9,010 | 11,062 | 11,331 | ||||||||||
9,572 | 11,062 | 45,499 | |||||||||||
On June 15, 2014, the Company was granted a non-repayable financial contribution from the National Research Council of Canada Industrial Research Assistance Program (“IRAP”). The Company will be reimbursed for certain research and development costs to a maximum of $182,093 (CA$194,398) in the period from June 15, 2014 thru June 15, 2017. Under this IRAP grant the Company requested an aggregate total reimbursement of $562 to June 30, 2014. | |||||||||||||
On May 1, 2012, the Company was granted a non-repayable financial contribution from IRAP. The Company will be reimbursed for certain research and development costs to a maximum of $48,245 (CA$48,000) in the period from May 1, 2012 thru November 30, 2012. Under this IRAP grant the Company requested an aggregate total reimbursement of $40,542 and has received $6,374 to December 31, 2012 resulting in a receivable of $34,168 at December 31, 2012. Under this IRAP grant the Company did not incur all of the allowable expenses under the grant and as a result $7,703 has lapsed. | |||||||||||||
The total amount credited in the statement operations for all IRAP grants for the six months ended June 30, 2014 was $562 (2013 - $nil; 2012 - $40,542). |
Accounts_Payable_and_Accrued_L
Accounts Payable and Accrued Liabilities | 6 Months Ended | ||||||||||||
Jun. 30, 2014 | |||||||||||||
Accounts payable and accrued liabilities [Abstract] | |||||||||||||
Accounts payable and accrued liabilities | 7 | Accounts payable and accrued liabilities | |||||||||||
June 30, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
$ | $ | $ | |||||||||||
Trade payables | 244,906 | 140,457 | 677,615 | ||||||||||
Payable to related parties (note 10) | 54,960 | 109,030 | 447,777 | ||||||||||
299,866 | 249,487 | 1,125,392 | |||||||||||
During the year ended December 31, 2012, the Company issued 500,000 common shares valued at $253,050 (CA$250,000) as partial settlement of the Company’s accounts payable balance with Valent (note 10). The fair value of the shares issued as partial settlement was based on the financing which occurred during the year ended December 31, 2012. |
Related_Party_Transactions
Related Party Transactions | 6 Months Ended | |||
Dec. 31, 2014 | Jun. 30, 2014 | |||
Related Party Transactions [Abstract] | ||||
Related party transactions | 3 | Valent Technologies LLC agreement | 10 | Related party transactions |
On September 30, 2014, the Company entered into an exchange agreement (the “Exchange Agreement”) with Valent Technologies, LLC (“Valent”), an entity owned by Dr. Dennis Brown, the Company’s Chief Scientific Officer and director, and DelMar (BC). Pursuant to the Exchange Agreement, Valent exchanged its loan payable in the outstanding amount of $278,530 (including aggregate accrued interest to September 30, 2014 of $28,530), issued to Valent by DelMar (BC), for 278,530 shares of the Company’s Series A Preferred Stock. | ||||
During the six months ended June 30, 2014 | ||||
Effective September 30, 2014, the Company filed a Certificate of Designation of Series A Preferred Stock (the “Series A Certificate of Designation”) with the Secretary of State of Nevada. Pursuant to the Series A Certificate of Designation, the Company designated 278,530 shares of preferred stock as Series A Preferred Stock. The shares of Series A Preferred Stock have a stated value of $1.00 per share and are not convertible into common stock. The holder of the Series A Preferred Stock will be entitled to dividends at the rate of 3% of the Stated Value per year, payable quarterly in arrears. Upon any liquidation of the Company, the holder of the Series A Preferred Stock will be entitled to be paid, out of any assets of the Company available for distribution to stockholders, the Stated Value of the shares of Series A Preferred Stock held by such holder, plus any accrued but unpaid dividends thereon, prior to any payments being made with respect to the common stock. | ||||
The Company paid total cash compensation to its officers of $192,000. | ||||
For the three months ended December 31, 2014, the Company accrued $2,089 related to the dividend payable to Valent. The dividend has been recorded as a direct increase in accumulated deficit and was paid subsequent to December 31, 2014. For the three months ended December 31, 2013 the Company accrued $2,044 in interest on its loan payable with Valent. | ||||
Included in accounts payable and accrued liabilities at June 30, 2014 is an aggregate amount owing of $54,960 to the Company’s officers and directors for fees and expenses. The Company pays related party payables incurred for fees and expenses under normal commercial terms. | ||||
For the six months ended December 31, 2014, the Company accrued $2,089 related to the dividend payable to Valent and $2,091 related to interest from June 30, 2014 to September 30, 2014 when the loan was converted to preferred shares. The dividend of $2,089 has been recorded as a direct increase in accumulated deficit while the $2,091 has been recorded as interest expense. For the six months ended December 31, 2013 the Company accrued $4,073 in interest expense on its loan payable with Valent. | ||||
The Company also has a loan payable of $276,439, including aggregate accrued interest of $26,439, due to Valent (note 5). The Company accrued $4,067 on this during the six months ended June 30, 2014. One of the directors and officers of the Company is also a Principal of Valent. As a result of the Company not expecting to repay Valent within the next twelve months, the balance of the loan and accrued interest has been disclosed as a long-term liability. | ||||
The Company recorded $48,500 in directors’ fees. | ||||
During the six months ended June 30, 2013 | ||||
The Company paid total cash compensation to its officers of $220,704. | ||||
The Company accrued $3,947 on its loan payable to Valent. | ||||
On January 25, 2013, in connection with the Reverse Acquisition (note 4), the Company issued to Valent 1,150,000 shares of common stock in exchange for Valent reducing certain future royalties under the Assignment Agreement (note 9(g)). As a result of the share issuance, the Company has recognized an expense of $598,000 for the six months ended June 30, 2013. | ||||
The Company recognized $15,000 in directors’ fees. | ||||
During the year ended December 31, 2013 | ||||
The Company paid total cash compensation to its officers of $454,549. | ||||
Included in accounts payable and accrued liabilities at December 31, 2013 is an aggregate amount owing of $65,023 to the Company’s officers and directors for fees and expenses. The Company pays related party payables incurred for fees and expenses under normal commercial terms. | ||||
Included in related party payables at December 31, 2013 is an amount of $44,007 relating to clinical development costs incurred by Valent on behalf of the Company. Additionally, the Company also has a loan payable of $272,372, including accrued interest of $22,372, due to Valent (note 4). One of the directors and officers of the Company is also a Principal of Valent. As a result of the Company not expecting to repay Valent within the next twelve months, the balance of the loan and accrued interest has been disclosed as a long-term liability. | ||||
On January 25, 2013, in connection with the Reverse Acquisition (note 4), the Company issued to Valent 1,150,000 shares of common stock in exchange for Valent reducing certain future royalties under the Assignment Agreement (note 9(g)). As a result of the share issuance the Company has recognized an expense of $598,000 for the year ended December 31, 2013. | ||||
The Company granted an aggregate 1,410,000 stock options at an exercise price of $1.05 to its officers and directors (note 9). | ||||
The Company recognized $44,333 in directors’ fees. | ||||
During the year ended December 31, 2012 | ||||
Pursuant to consulting agreements with the Company’s officers and directors the Company paid a total of $27,022 (CA$27,000) per month to its officers and directors during the year. Under two of these agreements the directors have elected to receive a portion of their aggregate compensation in the form of units. The Company issued 360,000 units for a total amount of $180,144. The units issued relate to an amount of $15,012 (CA$15,000) per month from January to December 2012 inclusive. All of the units were issued in February 2012. The Company has recognized $180,144 in services for the year ended December 31, 2012. Of the $180,144, $60,389 has been recognized as general and administrative and $119,755 has been recognized as research and development. | ||||
Additionally, under the consulting agreements the Company has paid its officers and directors cash compensation totaling an aggregate $12,006 (CA$12,000) per month. An amount of $144,072 (CA$144,000) has been paid in cash to the two individuals for the year ended December 31, 2012. | ||||
Included in related party payables at December 31, 2012 is an aggregate amount owing of $133,658 to the Company’s directors in relation to their respective consulting agreements and for reimbursable expenses. | ||||
Also included in related party payables December 31, 2012 is an amount of $314,119 relating to clinical development costs incurred by Valent on behalf of the Company. On April 30, 2012, Valent was issued 500,000 common shares for partial settlement of the Company’s accounts payable balance with Valent. The total settlement amount was $253,050. Additionally, the Company has a loan payable, including accrued interest, of $264,352 due to Valent (note 5). | ||||
Through a Company owned by one of the Company’s directors, a $25,000 retainer was paid pursuant to the unit financing completed by the Company (note 9). The $25,000 is included in accounts payable and accrued liabilities at December 31, 2012. | ||||
The Company granted an aggregate 450,000 stock options at an exercise price of $0.47 (CA$0.50) to its directors (note 9). | ||||
The Company transferred a total of 1,390,625 shares from the DelMar Employee Share Purchase Trust to the Company’s directors (note 9). |
Derivative_Liability
Derivative Liability | 6 Months Ended | |||||||||||||||||||||
Dec. 31, 2014 | Jun. 30, 2014 | |||||||||||||||||||||
Derivative liability [Abstract] | ||||||||||||||||||||||
Derivative liability | 5 | Derivative liability | 8 | Derivative liability | ||||||||||||||||||
The Company has issued common stock purchase warrants. Based on the terms of certain of these warrants the Company determined that the warrants were a derivative liability which is recognized at fair value at the date of the transaction and re-measured at fair value each reporting period with the changes in fair value recorded in the consolidated condensed statement of loss and comprehensive loss. | The Company has issued stock purchase warrants. Based on the terms of certain of these warrants the Company determined that the warrants were a derivative liability which is recognized at fair value at the date of the transaction and re-measured at fair value each reporting period with the changes in fair value recorded in the consolidated statement of operations and comprehensive loss. | |||||||||||||||||||||
Investor Warrants | CA$0.50 Unit Warrants | |||||||||||||||||||||
Tender offer – Investor Warrant exercise price reduction | The Company issued 4,150,000 units on January 23, 2012, 560,000 on February 27, 2012 and 50,000 on May 10, 2012. In addition, during the year ended December 31, 2011, the Company issued 500,000 units, on October 3, 2011, 100,000 units on October 7, 2011, and 50,000 units on November 11, 2011. In total, the Company issued 5,410,000 units for services in settlement of accounts payable and cash proceeds for an aggregate of $2,671,923 (CA$2,705,000). | |||||||||||||||||||||
On June 9, 2014, as amended on June 26, 2014, July 10, 2014, and July 29, 2014, the Company filed a tender offer statement with the Securities and Exchange Commission with respect to certain warrants to purchase common stock of the Company issued to investors (the “Investor Warrants”) to provide the holders thereof with the opportunity to amend and exercise their warrants, upon the terms and subject to the conditions set forth in the Company’s tender offer statement. Pursuant to the tender offer, the Company offered to amend Investor Warrants to purchase an aggregate of 9,195,478 shares of common stock (the “Offer to Amend and Exercise”). There was no minimum participation requirement with respect to the Offer to Amend and Exercise. | The proceeds from the issuance of 3,000,000 of these units were held in escrow pursuant to an exclusive option investment agreement with a strategic investor. Subsequently, the Company elected to allow the option to expire and the related units were cancelled and the funds returned from escrow to the subscriber in order for the Company to retain control over certain intellectual property and commercial rights. | |||||||||||||||||||||
Pursuant to the Offer to Amend and Exercise, the Investor Warrants subject to the tender offer were amended (the “Amended Warrants”) to: (i) reduce the exercise price of the Investor Warrants from $0.80 per share to $0.65 per share of common stock in cash, (ii) shorten the exercise period of the Investor Warrants so that they expire concurrently with the expiration of the Offer to Amend and Exercise at 5:00 p.m. (Pacific Time) on August 8, 2014, as may be extended by the Company in its sole discretion (“Expiration Date”), (iii) delete the price-based anti-dilution provisions contained in the Investor Warrants, (iv) restrict the ability of the holder of shares issuable upon exercise of the Amended Warrants to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any of such shares without the prior written consent of the Company for a period of time twenty (20) days after the Expiration Date (the “ Lock-Up Period ”); and (v) provide that a holder, acting alone or with others, will agree not to effect any purchases or sales of any securities of the Company in any “short sales” as defined in Rule 200 promulgated under Regulation SHO under the Exchange Act, or any type of direct and indirect stock pledges, forward sale contracts, options, puts, calls, short sales, swaps, “put equivalent positions” (as defined in Rule 16a-1(h) under the Exchange Act) or similar arrangements, or sales or other transactions through non-U.S. broker dealers or foreign regulated brokers through the expiration of the Lock-Up Period. | During the year ended December 31, 2013, 221,000 of these warrants were exercised for no additional consideration for 221,000 shares of common stock. As a result, $241,715 of the derivative liability was reclassified to equity. | |||||||||||||||||||||
Upon the expiration of the Offer to Amend and Exercise on August 8, 2014, 762,227 Amended Warrants were exercised for net proceeds of $470,676 after payment by the Company of a 5% warrant agent fee of $24,772. | During the six months ended June 30, 2014, 20,000 of these warrants were exercised for no additional consideration for 20,000 shares of common stock with $17,600 of the derivative liability being reclassified to equity. The warrants that have been exercised were revalued at their exercise date and then the reclassification to equity was recorded. | |||||||||||||||||||||
Investor Warrant exercises | On January 25, 2014, the remaining 2,169,000 of these warrants expired. All of the CA$0.50 warrants outstanding at December 31, 2013 have now either been exercised or have expired as at June 30, 2014. | |||||||||||||||||||||
In addition, during the six months ended December 31, 2014, 1,223,847 Investor Warrants were exercised at $0.65 per warrant for 1,223,847 shares of common stock. The Company received proceeds of $795,501 from these exercises. | The warrants that were outstanding at December 31, 2013 were re-valued at December 31, 2013 using a simulated probability valuation model using the following assumptions: dividend rate - 0%, volatility - 72.8%, risk free rate - 0.09% and a term of one month. | |||||||||||||||||||||
All Investor Warrants that have been exercised during the period, including those exercised under the tender offer, were revalued at their respective exercise dates and then a reclassification to equity was recorded. As a result of all of the Investor Warrant exercises, for the six months ended December 31, 2014 an aggregate $391,422 of the derivative liability has been reclassified to equity. | Investor Warrants | |||||||||||||||||||||
To date, including Investor Warrants exercised prior to June 30, 2014, a total of 5,195,598 Investor Warrants have been exercised for cash for total gross proceeds of $3,886,736. | In connection with the Reverse Acquisition (note 4), on January 25, 2013, January 31, 2013, February 8, 2013, February 21, 2013, February 28, 2013, March 1, 2013, and March 6, 2013, the Company entered into and closed a series of subscription agreements with accredited investors (the “Investors”), pursuant to which the Company issued an aggregate of 13,125,002 units at a purchase price of $0.80 per unit, for aggregate gross proceeds of $10,500,000 (the “Private Offering”). Each unit consists of one share of common stock and one five-year warrant (the “Investor Warrants”) to purchase one share of common stock at an exercise price of $0.80. The exercise price of the Investor Warrants is subject to adjustment in the event that the Company sells common stock at a price lower than the exercise price, subject to certain exceptions. The Investor Warrants are redeemable by the Company at a price of $0.001 per Investor Warrant at any time subject to the conditions that (i) the Company’s common stock has traded for twenty (20) consecutive trading days with a closing price of at least $1.60 per share with an average trading volume of 50,000 shares per day and (ii) the underlying shares of common stock are registered. | |||||||||||||||||||||
Investor Warrant exchange | During the six months ended June 30, 2014, 277,313 warrants were exercised at $0.80 per warrant for 277,313 shares of common stock. The Company received proceeds of $221,850 from the exercise. As a result, $126,064 of the derivative liability has been reclassified to equity. | |||||||||||||||||||||
On December 31, 2014, the Company issued 414,889 shares of common stock in exchange for 1,244,666 Investor Warrants. The Investor Warrants that have been exchanged were revalued at their exchange date and then a reclassification to equity was recorded. The reclassification to equity upon the exchange was $305,112. The Company recognized a loss of $92,843 at the time of the exchange. | On June 6, 2014, pursuant to an Election to Exercise Warrants agreement, the Company reduced the Investor Warrant exercise price from $0.80 to $0.65 per share for warrants to purchase 3,652,211 shares of the Company’s common stock. In accordance with the agreements, the holders of the Investor Warrants exercised the Investor Warrants for cash at the foregoing reduced exercise price. The Company received net proceeds of $2,255,240 after paying a 5% warrant agent fee of $118,697. As a result, $984,484 of the derivative liability has been reclassified to equity. | |||||||||||||||||||||
The remaining 5,964,738 Investor Warrants outstanding at December 31 , 2014 have been re-valued at December 31, 2014 using a simulated probability valuation model using the following assumptions: dividend rate - 0%, volatility - 73%, risk free rate – 1.34% and a term of approximately 3.0 years. | All Investor Warrants that have been exercised were revalued at their exercise date and then the reclassification to equity was recorded. | |||||||||||||||||||||
All 5,964,738 Investor Warrants outstanding at December 31, 2014 have an exercise price of $0.80. | On June 9, 2014, as amended on June 26, 2014, July 10, 2014, and July 29, 2014, the Company filed a tender offer statement with the Securities and Exchange Commission with respect to certain Investor Warrants to purchase common stock of the Company to provide the holders thereof with the opportunity to amend and exercise their warrants, upon the terms and subject to the conditions set forth in the Company’s tender offer statement. Pursuant to the tender offer, the Company offered to amend Investor Warrants to purchase an aggregate of 9,195,478 shares of common stock (the “Offer to Amend and Exercise”). There was no minimum participation requirement with respect to the Offer to Amend and Exercise. | |||||||||||||||||||||
Dividend Warrants | Pursuant to the Offer to Amend and Exercise, the Investor Warrants subject to the tender offer were amended (the “Amended Warrants”) to: (i) reduce the exercise price of the Investor Warrants from $0.80 per share to $0.65 per share of common stock in cash, (ii) shorten the exercise period of the Investor Warrants so that they expire concurrently with the expiration of the Offer to Amend and Exercise at 5:00 p.m. (Pacific Time) on August 8, 2014, as may be extended by the Company in its sole discretion (“Expiration Date”), (iii) delete the price-based anti-dilution provisions contained in the Investor Warrants, (iv) restrict the ability of the holder of shares issuable upon exercise of the Amended Warrants to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any of such shares without the prior written consent of the Company for a period of time twenty (20) days after the Expiration Date (the “ Lock-Up Period ”); and (v) provide that a holder, acting alone or with others, will agree not to effect any purchases or sales of any securities of the Company in any “short sales” as defined in Rule 200 promulgated under Regulation SHO under the Exchange Act, or any type of direct and indirect stock pledges, forward sale contracts, options, puts, calls, short sales, swaps, “put equivalent positions” (as defined in Rule 16a-1(h) under the Exchange Act) or similar arrangements, or sales or other transactions through non-U.S. broker dealers or foreign regulated brokers through the expiration of the Lock-Up Period. | |||||||||||||||||||||
In connection with the reverse acquisition, effective January 24, 2013, the Company effected a warrant dividend (the “Warrant Dividend”) pursuant to which the Company issued one five-year warrant to purchase one share of common stock at an exercise price of $1.25 for each outstanding share of common stock (the “Dividend Warrants”). Pursuant to the Warrant Dividend, the Company issued an aggregate of 3,250,007 Dividend Warrants. | Upon the expiry of the Offer to Amend and Exercise on August 8, 2014, 762,227 Amended Warrants were exercised for net proceeds of $470,676 after paying a 5% warrant agent fee of $24,772. As a result, 8,433,251 Investor Warrants remain outstanding under their original terms subsequent to the tender offer. | |||||||||||||||||||||
On October 31, 2014, the Company and all of its Dividend Warrant holders entered into amendments to the Dividend Warrants such that the Company’s redemption rights and certain provisions of the Dividend Warrant agreements relating to potential cash settlement of the Dividend Warrants were removed. The Dividend Warrants were revalued to the date of the amendment on October 31, 2014 which resulted in a reclassification to equity of $975,278. | The Investor Warrants outstanding at June 30, 2014 have been re-valued at June 30, 2014 using a simulated probability valuation model using the following assumptions: dividend rate - 0%, volatility - 75%, risk free rate - 1.19% and a term of approximately 3.5 years. | |||||||||||||||||||||
Warrants issued for services | Dividend warrants | |||||||||||||||||||||
The Company has issued 300,000 warrants for services. The warrants were issued on September 12, 2013 and are exercisable on a cashless basis at an exercise price of $1.76 for five years. The warrants have been measured at December 31, 2014 using a simulated probability valuation model using the following assumptions: dividend rate - 0%, volatility - 74%, risk free rate – 1.49% and a term of approximately 3.5 years. | As a result of the Reverse Acquisition, warrants that Berry issued pursuant a warrant dividend became warrants of the Company (the “Dividend Warrants”). The Dividend Warrants are exercisable at $1.25 per share until January 24, 2018. The Dividend Warrants will only be exercisable at such times as the underlying shares of common stock are registered. The Dividend Warrants will be redeemable by the Company at a price of $0.001 per Dividend Warrant at any time commencing 18 months following the date of issuance subject to the conditions that (i) the Company’s common stock has traded for twenty (20) consecutive trading days with a closing price of at least $2.50 per share and (ii) the underlying shares of common stock are registered. Subject to the conditions set forth therein, the Dividend Warrants may be redeemed by the Company upon not less than ninety (60) days nor more than ninety (90) days prior written notice. | |||||||||||||||||||||
The Company’s derivative liability is summarized as follows: | The Dividend Warrants have been measured at fair value at June 30, 2014 using a simulated probability valuation model using the following assumptions: dividend rate - 0%, volatility - 75%, risk free rate - 1.19% and a term of approximately 3.5 years. | |||||||||||||||||||||
December 31, | June 30, | Warrants issued for services | ||||||||||||||||||||
2014 | 2014 | During the year ended December 31, 2013, the Company issued 300,000 warrants for services. The warrants were issued on September 12, 2013 and are exercisable on a cashless basis at an exercise price of $1.76 for five years. The Company has recognized $124,020 in expense in the consolidated statement of operations. | ||||||||||||||||||||
$ | $ | The warrants have been measured at fair value at their issue date of June 30, 2014 using a simulated probability valuation model using the following assumptions: dividend rate - 0%, volatility -76%, risk free rate - 1.38% and a term of approximately 4.25 years. | ||||||||||||||||||||
Opening balance | 3,329,367 | 4,402,306 | The Company’s derivative liability is summarized as follows: | |||||||||||||||||||
Change in fair value of warrants | (66,606 | ) | 166,388 | June 30, | December 31, | December 31, | ||||||||||||||||
Change in fair value due to change in warrant terms | (23,658 | ) | (111,179 | ) | 2014 | 2013 | 2012 | |||||||||||||||
Reclassification to equity upon amendment of warrants | (975,278 | ) | - | $ | $ | $ | ||||||||||||||||
Reclassification to equity upon exchange of warrants | (305,112 | ) | - | |||||||||||||||||||
Reclassification to equity upon exercise of warrants | (391,422 | ) | (1,128,148 | ) | Opening balance | 4,402,306 | 121,000 | 106,146 | ||||||||||||||
Closing balance | 1,567,291 | 3,329,367 | Issuance of units | - | 3,681,372 | 333,356 | ||||||||||||||||
Dividend warrant liability acquired on reverse acquisition | - | 2,041,680 | - | |||||||||||||||||||
Warrants issued for services | - | 124,020 | - | |||||||||||||||||||
Change in fair value of unexercised warrants | 166,388 | (1,324,051 | ) | (318,502 | ) | |||||||||||||||||
Change in fair value due to tender offer | (111,179 | ) | - | - | ||||||||||||||||||
Reclassification to equity upon exercise of warrants | (1,128,148 | ) | (241,715 | ) | - | |||||||||||||||||
Closing balance | 3,329,367 | 4,402,306 | 121,000 |
Stockholders_Equity
Stockholders' Equity | 6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | Jun. 30, 2014 | |||||||||||||||||||||||||||||||||||||||||||||
Stockholders' Equity [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
Stockholders' equity (deficiency) | 6 | Stockholders’ equity | 9 | Stockholders’ equity (deficiency) | ||||||||||||||||||||||||||||||||||||||||||
Preferred stock | ||||||||||||||||||||||||||||||||||||||||||||||
Authorized | Preferred stock | |||||||||||||||||||||||||||||||||||||||||||||
5,000,000 preferred shares, $0.001 par value | ||||||||||||||||||||||||||||||||||||||||||||||
Authorized | ||||||||||||||||||||||||||||||||||||||||||||||
Issued and outstanding | 5,000,000 preferred shares, $0.001 par value | |||||||||||||||||||||||||||||||||||||||||||||
Special voting shares – at December 31 and June 30, 2014 – 1 | ||||||||||||||||||||||||||||||||||||||||||||||
Series A shares – at December 31, 2014 – 278,530 (June 30, 2014 – none) | Issued and outstanding at June 30, 2014 - 1 (December 31, 2013 - 1, December 31, 2012 - none) | |||||||||||||||||||||||||||||||||||||||||||||
Effective September 30, 2014 pursuant to the Company’s Exchange Agreement with Valent (note 3), the Company filed the Series A Certificate of Designation with the Secretary of State of Nevada. Pursuant to the Series A Certificate of Designation, the Company designated 278,530 shares of preferred stock as Series A Preferred Stock. The shares of Series A Preferred Stock have a stated value of $1.00 per share and are not convertible into common stock. The holder of the Series A Preferred Stock will be entitled to dividends at the rate of 3% of the Stated Value per year, payable quarterly in arrears. Upon any liquidation of the Company, the holder of the Series A Preferred Stock will be entitled to be paid, out of any assets of the Company available for distribution to stockholders, the Stated Value of the shares of Series A Preferred Stock held by such holder, plus any accrued but unpaid dividends thereon, prior to any payments being made with respect to the common stock. | In connection with the Exchange Agreement (note 4), on the Closing Date, the Company, Callco, Exchangeco and Computershare Trust Company of Canada (the “Trustee”) entered into a voting and exchange trust agreement (the “Trust Agreement”). Pursuant to the Trust Agreement, Company issued one share of Special Voting Preferred Stock (the “Special Voting Share”) to the Trustee, and the parties created a trust for the Trustee to hold the Special Voting Share for the benefit of the holders of the Exchangeable Shares (other than the Company and any affiliated companies) (the “Beneficiaries”). Pursuant to the Trust Agreement, the Beneficiaries will have voting rights in the Company equivalent to what they would have had they received shares of common stock in the same amount as the Exchangeable Shares held by the Beneficiaries. | |||||||||||||||||||||||||||||||||||||||||||||
Common stock | In connection with the Exchange Agreement and the Trust Agreement, on January 17, 2013, the Company filed a certificate of designation of Special Voting Preferred Stock (the “Special Voting Certificate of Designation”) with the Secretary of State of Nevada. Pursuant to the Special Voting Certificate of Designation, one share of the Company’s blank check preferred stock was designated as Special Voting Preferred Stock. The Special Voting Preferred Stock votes as a single class with the common stock and is entitled to a number of votes equal to the number of Exchangeable Shares of Exchangeco outstanding as of the applicable record date (i) that are not owned by the Company or any affiliated companies and (ii) as to which the holder has received voting instructions from the holders of such Exchangeable Shares in accordance with the Trust Agreement. | |||||||||||||||||||||||||||||||||||||||||||||
Authorized | ||||||||||||||||||||||||||||||||||||||||||||||
200,000,000 common shares, $0.001 par value | The Special Voting Preferred Stock is not entitled to receive any dividends or to receive any assets of the Company upon any liquidation, and is not convertible into common stock of the Company. | |||||||||||||||||||||||||||||||||||||||||||||
Issued and outstanding | The voting rights of the Special Voting Preferred Stock will terminate pursuant to and in accordance with the Trust Agreement. The Special Voting Preferred Stock will be automatically cancelled at such time as the share of Special Voting Preferred Stock has no votes attached to it. | |||||||||||||||||||||||||||||||||||||||||||||
December 31, 2014 – 38,580,306 (June 30, 2014 – 35,992,343) | ||||||||||||||||||||||||||||||||||||||||||||||
Common stock | ||||||||||||||||||||||||||||||||||||||||||||||
The issued and outstanding common shares at December 31, 2014 include 4,256,042 shares of common stock on an as-exchanged basis with respect to the shares of Exchangeco that can be exchanged for shares of common stock of the Company. | ||||||||||||||||||||||||||||||||||||||||||||||
Authorized | ||||||||||||||||||||||||||||||||||||||||||||||
200,000,000 common shares, $0.001 par value | ||||||||||||||||||||||||||||||||||||||||||||||
Shares of common stock | Common stock | Additional paid-in capital | ||||||||||||||||||||||||||||||||||||||||||||
outstanding | Issued and outstanding at June 30, 2014 - 35,992,343 (December 31, 2013 - 31,534,819 (December 31, 2012 - 13,050,000). The issued and outstanding common shares at June 30, 2014 include 7,044,583 shares of common stock on an as-exchanged basis with respect to the Exchangeable Shares (note 4). | |||||||||||||||||||||||||||||||||||||||||||||
Warrants | a) | Shares issued to founders | ||||||||||||||||||||||||||||||||||||||||||||
Balance – June 30, 2014 | 35,992,343 | 35,992 | 13,286,278 | 6,200,445 | On May 27, 2010, the Company issued 7,000,000 common shares to its founders at $0.001 per share for total proceeds of $6,667. Of the 7,000,000 shares issued, 6,000,000 were issued to founders who are also officers or directors of the Company. In addition, of the 7,000,000 shares issued, 6,700,000 are subject to vesting provisions and a repurchase option to the Company. At any time prior to the expiration of 36 months from May 27, 2010 the Company at its sole discretion may repurchase some or all of the unvested 6,700,000 shares at $0.001 per share. | |||||||||||||||||||||||||||||||||||||||||
Exercise of Investor Warrants – net of issue costs | 1,986,074 | 1,986 | 1,264,191 | - | With respect to the 6,700,000 shares subject to vesting, 25% of the common shares vested immediately on May 27, 2010 and the remaining shares shall vest in twelve equal tranches on each quarterly anniversary of May 27, 2010 with the number of shares to vest on each such date to equal 1/16 of the number of shares issued on May 27, 2010. If any of the subscribers is or becomes a director, officer, employee or consultant of the Company or an affiliate of the Company, all unvested shares shall vest immediately if the subscriber is subsequently removed as a director or officer of the Company or its affiliate, or is subsequently terminated as an employee or consultant of the Company or its affiliate, in each case without cause. | |||||||||||||||||||||||||||||||||||||||||
Reclassification of derivative liability to equity on exercise of warrants | - | - | 391.422 | - | ||||||||||||||||||||||||||||||||||||||||||
Shares issued upon warrant exchange | 414,889 | 415 | 397,540 | - | b) | Shares issued to the DelMar Employees Share Purchase Trust | ||||||||||||||||||||||||||||||||||||||||
Reclassification of derivative liability to equity on amendment of warrant terms | - | - | 975,278 | - | ||||||||||||||||||||||||||||||||||||||||||
Shares issued for services | 187,000 | 187 | 181,000 | - | The Company has established the DelMar Employees Share Purchase Trust (the “Trust”). The purposes of the Trust are to (i) enhance the ability of the Company and its affiliates to attract, motivate, retain and reward directors, officers, employees and consultants, (b) facilitate employee ownership of shares of the Company and (c) promote closer alignment of interests between key employees of the Company and its shareholders. The Trust is overseen by a Trustee appointed by the Company and funds from the Company (“Settled Funds”) were used to subscribe for common shares (“Trust Shares”) in the capital of the Company. On May 27, 2010, the Company issued 2,000,000 common shares to the Trust. The Company used Settled Funds to pay for the trust Shares. | |||||||||||||||||||||||||||||||||||||||||
Expiration of Broker Warrants | - | - | 12,640 | (12,640 | ) | |||||||||||||||||||||||||||||||||||||||||
Reclassification of stock option liability upon forfeiture of stock options | - | - | 38,038 | - | Number of | |||||||||||||||||||||||||||||||||||||||||
Stock-based compensation | - | - | 78,694 | - | shares held | |||||||||||||||||||||||||||||||||||||||||
in Trust | ||||||||||||||||||||||||||||||||||||||||||||||
Balance – December 31, 2014 | 38,580,306 | 38,580 | 16,625,081 | 6,187,805 | ||||||||||||||||||||||||||||||||||||||||||
Balance - April 6, 2010 | - | |||||||||||||||||||||||||||||||||||||||||||||
Shares issued to the DelMar Employee Share Purchase Trust | 2,000,000 | |||||||||||||||||||||||||||||||||||||||||||||
a) | Expiration of Broker Warrants | Shares transferred to employees and consultants for services | (325,000 | ) | ||||||||||||||||||||||||||||||||||||||||||
During the six months ended December 31, 2014 92,000 warrants issued for certain broker services (“Broker Warrants”) exercisable at a price of CDN $0.50 per warrant expired. | Founders shares acquired by the Trust | 68,750 | ||||||||||||||||||||||||||||||||||||||||||||
Stock Options | ||||||||||||||||||||||||||||||||||||||||||||||
The following table sets forth the options outstanding: | Balance - December 31, 2010 | 1,743,750 | ||||||||||||||||||||||||||||||||||||||||||||
Number of | Weighted | Shares transferred to employees and consultants for services | (200,000 | ) | ||||||||||||||||||||||||||||||||||||||||||
stock | average | Founders shares acquired by the Trust | 46,875 | |||||||||||||||||||||||||||||||||||||||||||
options | exercise | |||||||||||||||||||||||||||||||||||||||||||||
outstanding | price | Balance - December 31, 2011 | 1,590,625 | |||||||||||||||||||||||||||||||||||||||||||
$ | Shares transferred to employees and consultants for services | (1,590,625 | ) | |||||||||||||||||||||||||||||||||||||||||||
Balance – June 30, 2014 | 3,187,214 | 0.96 | Balance - June 30, 2014, December 31, 2013 and 2012 | - | ||||||||||||||||||||||||||||||||||||||||||
Issued | 300,000 | 1 | ||||||||||||||||||||||||||||||||||||||||||||
Forfeited | (72,214 | ) | 0.58 | The Company has transferred shares from the Trust to various consultants for work or services performed for the Company. Shares held by the Trust are not issued and outstanding until the shares are transferred out of the Trust. For the year ended December 31, 2012, the Company recognized the fair value of the remaining Trust shares transferred as an expense with the offsetting charge to additional paid in capital for $781,846 (2011- $95,140; 2010 - $32,091). The Company did not recognize any expenses related to Trust shares for the period ended June 30, 2014 or the year ended December 31, 2013 as all shares have been issued from the Trust as of December 31, 2012. | ||||||||||||||||||||||||||||||||||||||||||
Balance – December 31, 2014 | 3,415,000 | 0.97 | ||||||||||||||||||||||||||||||||||||||||||||
Of the 1,590,625 shares transferred out of the Trust during the year ended December 31, 2012, 1,390,625 were transferred to directors of the Company. The related compensation expense was recorded in the consolidated statement of operations and comprehensive loss. | ||||||||||||||||||||||||||||||||||||||||||||||
The following table summarizes stock options currently outstanding and exercisable at December 31, 2014: | c) | Shares issued in private placements | ||||||||||||||||||||||||||||||||||||||||||||
Exercise price | Number | Weighted | Weighted | Number | Exercise | |||||||||||||||||||||||||||||||||||||||||
$ | outstanding at | average | average | exercisable | price | On August 27, 2010, the Company issued 720,000 common shares at $0.095 (CA$0.10) per share for total proceeds of $68,414 and on September 8, 2010 the Company issued an additional 280,000 common shares at $0.096 (CA$0.10) per share for total proceeds of $26,989. Of the total proceeds of $68,414 from the August 27, 2010 issuance, $28,506 was received in 2011 and has been recorded as subscriptions receivable at December 31, 2010. | ||||||||||||||||||||||||||||||||||||||||
December 31, | remaining | exercise | at | $ | ||||||||||||||||||||||||||||||||||||||||||
2014 | contractual | price | December 31, | d) | Shares issued to Valent for settlement of accounts payable | |||||||||||||||||||||||||||||||||||||||||
life | $ | 2014 | ||||||||||||||||||||||||||||||||||||||||||||
(years) | During the year ended December 31, 2012, the Company issued 500,000 common shares to Valent for partial settlement of accounts payable (notes 7 and 10). | |||||||||||||||||||||||||||||||||||||||||||||
0.43 | 825,000 | 7.12 | 0.43 | 803,417 | 0.45 | e) | Shares issued for the Reverse Acquisition | |||||||||||||||||||||||||||||||||||||||
1 | 300,000 | 4.75 | 1 | 50,000 | 1 | |||||||||||||||||||||||||||||||||||||||||
1.05 | 1,990,000 | 8.62 | 1.05 | 1,616,889 | 1.05 | On January 25, 2013, the Company entered into and closed an Exchange Agreement with DelMar (BC) (note 4). The Reverse Acquisition resulted in the Company acquiring DelMar (BC) by issuing a sufficient number of shares such that the shareholders of DelMar (BC) owned a controlling interest in the Company subsequent to the completion of the Reverse Acquisition. At the time of the Reverse Acquisition, there were 13,070,000 common shares of DelMar (BC) and 3,250,007 shares of common stock of the Company issued and outstanding. All of the 13,070,000 shares of DelMar (BC) were acquired either directly or indirectly (through Exchangeco) by the Company resulting in DelMar (BC) becoming a wholly owned subsidiary of the Company. | ||||||||||||||||||||||||||||||||||||||||
1.54 | 180,000 | 8.25 | 1.54 | 180,000 | 1.54 | |||||||||||||||||||||||||||||||||||||||||
2.3 | 120,000 | 8.42 | 2.3 | 120,000 | 2.3 | As a result of the shareholders of DelMar (BC) owning a controlling interest in the Company subsequent to the Reverse Acquisition, for accounting purposes the transaction constitutes a reverse recapitalization with DelMar (BC) being the accounting acquirer even though legally the Company is the acquirer. Therefore, for accounting purposes, the Company is shown to have issued 3,250,007 common shares for the Reverse Acquisition (note 4). | ||||||||||||||||||||||||||||||||||||||||
3,415,000 | 0.97 | 2,770,306 | 0.96 | |||||||||||||||||||||||||||||||||||||||||||
f) | $0.80 Unit offering | |||||||||||||||||||||||||||||||||||||||||||||
Included in the number of stock options outstanding are 825,000 stock options granted at an exercise price of CDN $0.50. The exercise prices shown in the above table have been converted to $0.43 USD using the period ending closing exchange rate. Certain stock options have been granted to non-employees and will be revalued at each reporting date until they have fully vested. The stock options have been re-valued using a Black-Scholes pricing model using the following assumptions: | In connection with the Reverse Acquisition, on January 25, 2013, January 31, 2013, February 8, 2013, February 21, 2013, February 28, 2013, March 1, 2013, and March 6, 2013, the Company entered into and closed a series of subscription agreements with accredited investors (the “Investors”), pursuant to which the Company issued an aggregate of 13,125,002 Units at a purchase price of $0.80 per Unit, for aggregate gross proceeds of $10,500,000 (the “Private Offering”). Each Unit consists of one share of common stock and one five-year warrant (the “Investor Warrants”) to purchase one share of common stock at an exercise price of $0.80. The exercise price of the Investor Warrants is subject to adjustment and the Investor Warrants are redeemable under certain circumstances (note 8). | |||||||||||||||||||||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||||||||||||||||||||||
2014 | The Company retained Charles Vista, LLC (the “Placement Agent”) as the placement agent for the Private Offering. The Company paid the Placement Agent a cash fee of $1,050,000 (equal to 10% of the gross proceeds), a non-accountable expense allowance of $315,000 (equal to 3% of the gross proceeds), and a one-year consulting fee of $60,000. In addition, the Company incurred other unit issue and closings costs of approximately $500,000 resulting in net proceeds to the Company of $8,575,000. Certain of the additional closing costs are not eligible to be treated as share issue costs and as a result they have been expensed. Net unit proceeds per the consolidated statement of cash flows include gross unit proceeds less cash share issue costs attributable to the shares only. The portion of the unit issue costs attributable to the derivative liability has been expensed. | |||||||||||||||||||||||||||||||||||||||||||||
In addition, the Company issued to the Placement Agent five-year warrants (the “Placement Agent Warrants”) to purchase 5,250,000 shares of common stock (equal to 20% of the shares of common stock (i) included as part of the Units sold in the Private Offering and (ii) issuable upon exercise of the Investor Warrants) at an exercise price of $0.80, exercisable on a cash or cashless basis. Pursuant to the cashless exercise provision in the Placement Agent Warrants, if the warrants are exercised on a cashless basis, the number of shares the Company will issue to the holder will be dependent on the closing price of the common stock for the immediately preceding 20 trading days. | ||||||||||||||||||||||||||||||||||||||||||||||
Dividend rate | 0 | % | ||||||||||||||||||||||||||||||||||||||||||||
Volatility | 73.8% to 91.9 | % | The Company agreed to pay a warrant commission of 5% of the amount of funds raised by an agent upon the exercise of the Investor Warrants following such exercise. | |||||||||||||||||||||||||||||||||||||||||||
Risk-free rate | 1.25 | % | ||||||||||||||||||||||||||||||||||||||||||||
Term - years | 0.25 to 2.0 | In connection with the Private Offering, the Company entered into a registration rights agreement with the Investors, pursuant to which the Company agreed to file a registration statement (the “Registration Statement”) registering for resale all shares of common stock (a) included in the Units; and (b) issuable upon exercise of the Investor Warrants, no later than 90 days after the completion of the Private Offering (the “Filing Deadline”) and to use commercially reasonable efforts to cause the Registration Statement to become effective within 180 days of the Filing Deadline. The Company agreed to use commercially reasonably efforts to keep the Registration Statement effective while the Investor Warrants are outstanding. | ||||||||||||||||||||||||||||||||||||||||||||
Certain of the Private Offering costs were incurred by the Company prior to December 31, 2012. These costs of $90,771 were treated as issue costs during the year ended December 31, 2013. | ||||||||||||||||||||||||||||||||||||||||||||||
The Company has recognized the following amounts as stock-based compensation expense for the periods noted: | ||||||||||||||||||||||||||||||||||||||||||||||
Three months ended December 31, | Six months ended December 31, | g) | Shares issued to Valent for future royalty reduction | |||||||||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||||||||||||||||||||||
$ | $ | $ | $ | Simultaneous with the Reverse Acquisition, the Company issued to Valent 1,150,000 shares of common stock in exchange for Valent reducing certain future royalties under its Assignment Agreement with the Company (note 5). | ||||||||||||||||||||||||||||||||||||||||||
Research and development | (8,077 | ) | 163,514 | 13,056 | 213,589 | h) | Shared issued for services | |||||||||||||||||||||||||||||||||||||||
General and administrative | 38,460 | 176,889 | 66,267 | 366,690 | ||||||||||||||||||||||||||||||||||||||||||
June 30, 2014 and June 30, 2013 | ||||||||||||||||||||||||||||||||||||||||||||||
30,383 | 340,403 | 79,323 | 580,279 | |||||||||||||||||||||||||||||||||||||||||||
Pursuant to a consulting agreement dated May 1, 2012, the Company issued 20,000 shares of common stock per month from June 1, 2012 to May 1, 2013 inclusive. Under this agreement the Company has issued a total of 100,000 shares of common stock during the six months ended June 30, 2013. The shares have been valued using the fair value of the Company shares based on the purchase price under recent shares issuance by the Company or the closing price of the common stock on the date the shares for services were issued. A total of $142,557 in expense has been recognized for these shares for the six months ended June 30, 2013. | ||||||||||||||||||||||||||||||||||||||||||||||
Of the total stock option expense of $79,323 (December 31, 2013 - $580,279) for the six months ended December 31, 2014, $78,694 (December 31, 2013 - $678,975) has been recognized as additional paid in capital and $629 (December 31, 2013 – a reduction of $(98,696)) has been recognized as a stock option liability. The aggregate intrinsic value of stock options outstanding at December 31, 2014 was $312,675 (December 31, 2013 - $422,910) and the aggregate intrinsic value of stock options exercisable at December 31, 2014 was $304,495 (December 31, 2013 - $341,304). As of December 31, 2014 there was $80,089 in unrecognized compensation expense that will be recognized over the next 1.50 years. No stock options granted under the Plan have been exercised to December 31, 2014. Upon the exercise of stock options new shares will be issued. | During the six months ended June 30, 2014, the Company issued 500,000 (June 30, 2013 - 475,000) shares of common stock for services resulting in the recognition of $587,500 (June 30, 2013 - $855,000) in expense for total shares for services of $587,500 (June 30, 2013 - $997,557). | |||||||||||||||||||||||||||||||||||||||||||||
A summary of the status of the Company’s unvested stock options under all plans is presented below: | ||||||||||||||||||||||||||||||||||||||||||||||
Number of | Weighted | Weighted | The total shares for services expense for the six month ended June 30, 2014 of $587,500 (June 30, 2013 - $997,557) in addition to the stock option expense for the period of $306,165 (June 30, 2013 - $522,930) results in a total share-based payment expense of $893,665 for the six months ended June 30, 2014 (June 30, 2013 - $1,520,487). This total expense has been recognized as to $144,587 (June 30, 2013 - $309,136) and $749,078 (June 30 2013 - $1,211,351) for research and development, and general and administrative respectively for the six months ended June 30, 2014. | |||||||||||||||||||||||||||||||||||||||||||
Options | average | average | ||||||||||||||||||||||||||||||||||||||||||||
exercise | grant date | December 31, 2013 and December 31, 2012 | ||||||||||||||||||||||||||||||||||||||||||||
price | fair value | |||||||||||||||||||||||||||||||||||||||||||||
$ | $ | Pursuant to a consulting agreement dated May 1, 2012 noted above the Company issued 100,000 shares of common stock during the year ended December 31, 2013 (2012 - 140,000). A total of $142,557 in expense has been recognized for these shares for the year ended December 31, 2013 (2012 - $75,800). | ||||||||||||||||||||||||||||||||||||||||||||
Unvested at June 30, 2014 | 735,681 | 0.98 | 0.54 | In addition to the shares issued under the May 1, 2012 consulting agreement, during the year ended December 31, 2013, the Company issued 615,000 (2012 - nil) shares of common stock for services resulting in the recognition of $901,000 (2012 - $nil) in expense for total shares for services of $1,043,557 (2012 - $75,800). | ||||||||||||||||||||||||||||||||||||||||||
Issued | 300,000 | 1 | 0.25 | |||||||||||||||||||||||||||||||||||||||||||
Vested | (318,773 | ) | 1.03 | 0.57 | The total shares for services expense for the year ended December 31, 2013 of $1,043,557 (2012 - $75,800) in addition to the stock option expense for the year of $1,103,209 (2012- $272,594) results in a total share-based payment expense of $2,146,766 for the year ended December 31, 2013 (2012 - $1,130,240 (includes fair value of the shares from the Trust of $781,846)). This total expense has been recognized as to $568,725 (2012 - $1,130,240) for research and development and $1,578,041 (2012 - $383,884) for general and administrative respectively for the year ended December 31, 2103. | |||||||||||||||||||||||||||||||||||||||||
Forfeited | (72,214 | ) | 0.58 | 0.36 | ||||||||||||||||||||||||||||||||||||||||||
Stock options | ||||||||||||||||||||||||||||||||||||||||||||||
Unvested at December 31, 2014 | 644,694 | 1.01 | 0.63 | |||||||||||||||||||||||||||||||||||||||||||
On February 1, 2012, the Company’s Board of Directors approved its stock option plan (the “Plan”). Under the Plan the number of common shares that will be reserved for issuance to officers, directors, employees and consultants under the Plan will not exceed 7.5% of the share capital of the Company on a fully diluted basis. The requisite service period of the options ranges from six months to three years and also has a range of six months to three years contractual term. | ||||||||||||||||||||||||||||||||||||||||||||||
Certain of the Company’s warrants have been recognized as a derivative liability (note 5). The following table summarizes all of the Company’s outstanding warrants as of December 31, 2014: | In the event of the sale of 66 2/3% of the equity securities of the Company where equity securities include shares, warrants, stock options, and any convertible securities of the Company, any options not yet granted under the Plan shall be deemed granted to the principle founders of the Company on a pro-rata basis in accordance with their ownership of the Company on a fully-diluted basis immediately prior to the closing of such a sale. | |||||||||||||||||||||||||||||||||||||||||||||
Description | Number | The following table sets forth the options outstanding under the Plan as of June 30, 2014: | ||||||||||||||||||||||||||||||||||||||||||||
Balance – June 30, 2014 | 18,732,485 | Number of | Weighted | |||||||||||||||||||||||||||||||||||||||||||
Broker Warrants (i) | (92,000 | ) | stock | average | ||||||||||||||||||||||||||||||||||||||||||
Investor Warrants exercised (ii) | (1,986,074 | ) | options | exercise | ||||||||||||||||||||||||||||||||||||||||||
Investor Warrants exchanged (iii) | (1,244,666 | ) | outstanding | price | ||||||||||||||||||||||||||||||||||||||||||
Balance - December 31, 2014 | 15,409,745 | Balance - December 31, 2011 | - | - | ||||||||||||||||||||||||||||||||||||||||||
Granted | 1,020,000 | 0.47 | ||||||||||||||||||||||||||||||||||||||||||||
i) | During the six months ended December 31, 2014, 92,000 Broker Warrants expired. | Balance - December 31, 2012 | 1,020,000 | 0.47 | ||||||||||||||||||||||||||||||||||||||||||
ii) | During the six months ended December 31, 2014, 1,986,074 Investor Warrants were exercised for 1,986,074 shares of common stock (note 5). | Granted | 2,340,000 | 1.15 | ||||||||||||||||||||||||||||||||||||||||||
iii) | During the six months ended December 31, 2014, 1,244,666 Investor Warrants were exchanged for 414,889 shares of common stock (notes 5 and 8). | Cancelled | (120,000 | ) | 0.47 | |||||||||||||||||||||||||||||||||||||||||
Balance - December 31, 2013 | 3,240,000 | 0.96 | ||||||||||||||||||||||||||||||||||||||||||||
Forfeited | (52,786 | ) | 0.47 | |||||||||||||||||||||||||||||||||||||||||||
Balance - June 30, 2014 | 3,187,214 | 0.96 | ||||||||||||||||||||||||||||||||||||||||||||
The following table summarizes stock options currently outstanding and exercisable at June 30, 2014: | ||||||||||||||||||||||||||||||||||||||||||||||
Exercise price | Number | Weighted | Weighted | Number | Exercise | |||||||||||||||||||||||||||||||||||||||||
$ | Outstanding at | average | average | exercisable | price | |||||||||||||||||||||||||||||||||||||||||
June 30, | remaining | exercise | at | $ | ||||||||||||||||||||||||||||||||||||||||||
2014 | contractual | price | June 30, | |||||||||||||||||||||||||||||||||||||||||||
life | $ | 2014 | ||||||||||||||||||||||||||||||||||||||||||||
(years) | ||||||||||||||||||||||||||||||||||||||||||||||
0.47 | 883,324 | 7.73 | 0.47 | 798,893 | 0.47 | |||||||||||||||||||||||||||||||||||||||||
1.05 | 2,003,890 | 9.13 | 1.05 | 1,352,640 | 1.05 | |||||||||||||||||||||||||||||||||||||||||
1.54 | 180,000 | 8.75 | 1.54 | 180,000 | 1.54 | |||||||||||||||||||||||||||||||||||||||||
2.3 | 120,000 | 8.92 | 2.3 | 120,000 | 2.3 | |||||||||||||||||||||||||||||||||||||||||
3,187,214 | 0.96 | 2,451,533 | 0.96 | |||||||||||||||||||||||||||||||||||||||||||
Included in the number of stock options outstanding are 883,324 stock options granted at an exercise price of CA$0.50. The exercise prices shown in the above table have been converted to US$ using the period ending closing exchange rate resulting in an exercise price of $0.47. Certain stock options have been granted to non-employees and will be revalued at each reporting date until they have fully vested. The stock options have been valued using a Black-Scholes pricing model using the following assumptions: | ||||||||||||||||||||||||||||||||||||||||||||||
Term - years | ||||||||||||||||||||||||||||||||||||||||||||||
June 30, | December 31, | December 31, | ||||||||||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||||||||||||||||||||||
$ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||||
Dividend rate | 0 | % | 0 | % | 0 | % | ||||||||||||||||||||||||||||||||||||||||
Volatility | 73% to 76 | % | 73% to 85 | % | 74 | % | ||||||||||||||||||||||||||||||||||||||||
Risk-free rate | 1.25 | % | 1 | % | 1.25 | % | ||||||||||||||||||||||||||||||||||||||||
0.5 to 2.5 | 1 to 3 | 2.1 | ||||||||||||||||||||||||||||||||||||||||||||
The Company has recognized the following amounts as stock-based compensation expense for the periods noted: | ||||||||||||||||||||||||||||||||||||||||||||||
Six months ended June 30, | Years ended December 31, | |||||||||||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||||||||||
$ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||
Research and development | 144,587 | 309,136 | 522,725 | 196,281 | ||||||||||||||||||||||||||||||||||||||||||
General and administrative | 161,578 | 213,794 | 580,484 | 76,313 | ||||||||||||||||||||||||||||||||||||||||||
306,165 | 522,930 | 1,103,209 | 272,594 | |||||||||||||||||||||||||||||||||||||||||||
Of the total stock option expense for the six months ended June 30, 2014 of $306,165 (June 30, 2013 - $522,930), $300,967 (June 30, 2013 - $211,673) has been recognized as additional paid in capital and $5,198 (June 30, 2013 - $311,257) has been recognized as a stock option liability. Of the total stock option expense for the year ended December 31, 2013 of $1,103,209 (2012 - $272,594) $890,648 (2012 - $272,594) has been recognized as additional paid in capital and $212,561 (2012 - $nil) has been recognized as a stock option liability. | ||||||||||||||||||||||||||||||||||||||||||||||
The aggregate intrinsic value of stock options outstanding at June 30, 2014 was $372,454 (December 31, 2013 - $422,910; 2012 - $306,000) and the aggregate intrinsic value of stock options exercisable at June 30, 2o14 was $336,853 (December 31, 2013 - $341,304; 2012 - $172,650). As of June 30, 2014 there was $130,048 in unrecognized compensation expense that will be recognized over the next 2.0 years. No stock options granted under the Plan have been exercised to June 30, 2014. Upon the exercise of stock options new shares will be issued. | ||||||||||||||||||||||||||||||||||||||||||||||
A summary of status of the Company’s unvested stock options as of June 30, 2014 under all plans is presented below: | ||||||||||||||||||||||||||||||||||||||||||||||
Number of | Weighted | Weighted | ||||||||||||||||||||||||||||||||||||||||||||
options | average | average | ||||||||||||||||||||||||||||||||||||||||||||
exercise | grant date | |||||||||||||||||||||||||||||||||||||||||||||
price | fair value | |||||||||||||||||||||||||||||||||||||||||||||
$ | $ | |||||||||||||||||||||||||||||||||||||||||||||
Unvested at December 31, 2011 | - | - | - | |||||||||||||||||||||||||||||||||||||||||||
Granted | 1,020,000 | 0.47 | 0.3 | |||||||||||||||||||||||||||||||||||||||||||
Vested | (575,500 | ) | 0.47 | 0.3 | ||||||||||||||||||||||||||||||||||||||||||
Unvested at December 31, 2012 | 444,500 | 0.47 | 0.3 | |||||||||||||||||||||||||||||||||||||||||||
Granted | 2,340,000 | 1.15 | 0.63 | |||||||||||||||||||||||||||||||||||||||||||
Cancelled | (120,000 | ) | 0.47 | 0.3 | ||||||||||||||||||||||||||||||||||||||||||
Vested | (985,129 | ) | 1.05 | 0.58 | ||||||||||||||||||||||||||||||||||||||||||
Unvested at December 31, 2013 | 1,679,371 | 1.08 | 0.59 | |||||||||||||||||||||||||||||||||||||||||||
Forfeited | (52,786 | ) | 0.87 | 0.49 | ||||||||||||||||||||||||||||||||||||||||||
Vested | (890,904 | ) | 1.09 | 0.6 | ||||||||||||||||||||||||||||||||||||||||||
Unvested at June 30, 2014 | 735,681 | 0.98 | 0.54 | |||||||||||||||||||||||||||||||||||||||||||
The aggregate intrinsic value of unvested stock options at June 30, 2014 was $35,601 (December 31, 2013 $81,606; 2012 - $133,350). The unvested stock options have a remaining weighted average contractual term of 9.0 years. | ||||||||||||||||||||||||||||||||||||||||||||||
Warrants | ||||||||||||||||||||||||||||||||||||||||||||||
Number of | Amount | |||||||||||||||||||||||||||||||||||||||||||||
warrants | $ | |||||||||||||||||||||||||||||||||||||||||||||
Balance - December 31, 2011 | - | - | ||||||||||||||||||||||||||||||||||||||||||||
Warrants issued for patents (i) | 500,000 | 89,432 | ||||||||||||||||||||||||||||||||||||||||||||
Warrants issued as unit issue costs (ii) | 105,000 | 14,295 | ||||||||||||||||||||||||||||||||||||||||||||
Warrants issued for services (iii) | 345,000 | 49,379 | ||||||||||||||||||||||||||||||||||||||||||||
Balance - December 31, 2012 | 950,000 | 153,106 | ||||||||||||||||||||||||||||||||||||||||||||
Warrants issued as unit issue costs (iv) | 5,250,000 | 6,288,594 | ||||||||||||||||||||||||||||||||||||||||||||
Warrants exercised on a cashless basis (v) | (200,000 | ) | (239,600 | ) | ||||||||||||||||||||||||||||||||||||||||||
Balance - December 31, 2013 | 6,000,000 | 6,202,100 | ||||||||||||||||||||||||||||||||||||||||||||
Expiry of broker warrants (ii) | (5,000 | ) | (556 | ) | ||||||||||||||||||||||||||||||||||||||||||
Exercise of broker warrants (ii) | (8,000 | ) | (1,099 | ) | ||||||||||||||||||||||||||||||||||||||||||
Balance - June 30, 2014 | 5,987,000 | 6,200,445 | ||||||||||||||||||||||||||||||||||||||||||||
i) | At December 31, 2011, the Company recognized the fair value of the 500,000 contingent Valent warrants (note 5). The contingent warrants were recognized in additional paid in capital at December 31, 2011 and have been reclassified to warrants when the warrants were issued on February 1, 2012. The warrants have an exercise price of CA$0.50 per warrant and expire February 1, 2017. | |||||||||||||||||||||||||||||||||||||||||||||
ii) | The Company has issued broker warrants as finder’s fees in relation to the issuance of certain Units. All of the warrants were issued on March 1, 2012 and have an exercise price of CA$0.50 per warrant. Of the total, 100,000 expire March 1, 2015 and 5,000 expired March 1, 2014. During the six months ended June 30, 2014, 8,000 broker warrants were exercised for proceeds of $3,660 (CA$4,000). | |||||||||||||||||||||||||||||||||||||||||||||
iii) | The Company has issued 345,000 warrants for investor relations services. The warrants were issued on February 1, 2012 and they vest in 12 equal installments over a 12-month period commencing on March 1, 2012. The warrants have an exercise price of CA$0.50 per warrant and expire February 1, 2015. | |||||||||||||||||||||||||||||||||||||||||||||
iv) | As part of the Company’s unit offering the Company has issued 5,250,000 Placement Agent Warrants (note 9 (f)). The Placement Agent Warrants have been recognized as non-cash issue costs and the costs have been allocated to common stock and derivative liability. The portion allocated to additional paid in capital was $4,087,586 and the portion allocated to derivative liability was $2,201,008. The Placement Agent warrants have been valued using a simulated probability valuation model using the following assumptions: dividend rate - 0%, volatility - 104%, risk free rate - 1.0% and a term of five years. | |||||||||||||||||||||||||||||||||||||||||||||
v) | During the year ended December 31, 2013, 200,000 Placement Agent Warrants were exercised on a cashless basis for 123,810 shares of common stock. | |||||||||||||||||||||||||||||||||||||||||||||
The fair value of all of the warrants issued in 2012 and 2011 was based on the fair value of the warrants included as part of the unit issuances completed in 2011 and 2012. The fair value of the warrants issued in 2013 was determined by independent valuation as part of the valuation performed for the Company’s derivative liability (note 8). | ||||||||||||||||||||||||||||||||||||||||||||||
Certain of the Company’s warrants have been recognized as a derivative liability (note 8). | ||||||||||||||||||||||||||||||||||||||||||||||
The following table summarizes all of the Company’s outstanding warrants as of June 30, 2014: | ||||||||||||||||||||||||||||||||||||||||||||||
18,732,485 | ||||||||||||||||||||||||||||||||||||||||||||||
Description | Number | |||||||||||||||||||||||||||||||||||||||||||||
CA$0.50 warrants (i) | - | |||||||||||||||||||||||||||||||||||||||||||||
Issued as broker warrants (ii) | 92,000 | |||||||||||||||||||||||||||||||||||||||||||||
Issued for patents (iii) | 500,000 | |||||||||||||||||||||||||||||||||||||||||||||
Issued for services (iv) | 345,000 | |||||||||||||||||||||||||||||||||||||||||||||
Investor Warrants (v) | 9,195,478 | |||||||||||||||||||||||||||||||||||||||||||||
Dividend warrants (vi) | 3,250,007 | |||||||||||||||||||||||||||||||||||||||||||||
Placement Agent (vii) | 5,050,000 | |||||||||||||||||||||||||||||||||||||||||||||
Issued for services (viii) | 300,000 | |||||||||||||||||||||||||||||||||||||||||||||
Closing balance - June 30, 2014 | ||||||||||||||||||||||||||||||||||||||||||||||
i) | Of the balance of 2,189,000 outstanding at December 31, 2013, 20,000 were exercised for no additional consideration and 2,169,000 expired on January 25, 2014 (note 8). | |||||||||||||||||||||||||||||||||||||||||||||
ii) | The Company has issued broker warrants as finder’s fees in relation to the issuance of certain of the CA$0.50 units issued during the years ended December 31, 2011 and 2012. All of the warrants were issued on March 1, 2012 and have an exercise price of CA$0.50 per warrant. Of the total, 100,000 expire March 1, 2015 and 5,000 expired March 1, 2014. During the six months ended June 30, 2014, 8,000 warrants were exercised for proceeds of $3,660 (CA$0.50). | |||||||||||||||||||||||||||||||||||||||||||||
iii) | The Company issued 500,000 warrants to Valent (note 5). The warrants have an exercise price of CA$0.50 per warrant and expire February 1, 2017. | |||||||||||||||||||||||||||||||||||||||||||||
iv) | The Company has issued 345,000 warrants for investor relations services. The warrants were issued on February 1, 2012 and they vested in 12 equal installments over a 12-month period commencing on March 1, 2012. The warrants have an exercise price of CA$0.50 per warrant and expire February 1, 2015. | |||||||||||||||||||||||||||||||||||||||||||||
v) | The Investor Warrants were issued as part of the Company’s $0.80 unit offering. They were issued in tranches on January 25, 2013, January 31, 2013, February 8, 2013, February 21, 2013, February 28, 2013, March 1, 2013, and March 6, 2013 respectively (note 9 (f)). Of the initial number issued of 13,125,002, 277,313 have been exercised at $0.80, 3,652,211 have been exercised at $0.65 and the remaining balances of 9,195,478 were the subject of a tender offer (note 8). | |||||||||||||||||||||||||||||||||||||||||||||
vi) | The Dividend Warrants are exercisable at $1.25 per warrant until January 24, 2018. | |||||||||||||||||||||||||||||||||||||||||||||
vii) | The Placement Agent Warrants are exercisable at $0.80 per warrant until March 6, 2018 but can be exercised on a cashless basis. The Placement Agent Warrants were all issued on March 6, 2013. | |||||||||||||||||||||||||||||||||||||||||||||
viii) | The warrants are exercisable on a cashless basis at a price of $1.76 per warrant until September 12, 2018. |
Current_and_Future_Income_Taxe
Current and Future Income Taxes | 6 Months Ended | ||||||||||||
Jun. 30, 2014 | |||||||||||||
Current and Future Income Taxes [Abstract] | |||||||||||||
Current and future income taxes | 11 | Current and future income taxes | |||||||||||
The Company has the following non-capital losses available to reduce taxable income of future years: | |||||||||||||
Expiry date | $ | ||||||||||||
2029 | 70,637 | ||||||||||||
2030 | 1,131,510 | ||||||||||||
2031 | 1,229,147 | ||||||||||||
2033 | 4,121,312 | ||||||||||||
2034 | 2,398,163 | ||||||||||||
Significant components of the Company’s future tax assets are shown below: | |||||||||||||
June 30, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
$ | $ | $ | |||||||||||
Non-capital losses carried forward | 2,686,530 | 1,822,341 | 323,910 | ||||||||||
Financing costs | 7,737 | 4,115 | 4,302 | ||||||||||
Scientific research and development | 144,235 | 121,490 | 11,193 | ||||||||||
2,838,502 | 1,947,946 | 339,405 | |||||||||||
Valuation allowance | (2,838,502 | ) | (1,947,946 | ) | (339,405 | ) | |||||||
Net future tax assets | - | - | - | ||||||||||
The income tax benefit of these tax attributes has not been recorded in these consolidated financial statements because of the uncertainty of their recovery. | |||||||||||||
The Company’s effective income tax rate differs from the statutory income tax rate of 34% (2013 - 34%; 2012 - 34%). | |||||||||||||
The differences arise from the following items: | |||||||||||||
June 30, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
$ | $ | $ | |||||||||||
Tax recovery at statutory income tax rates | (989,430 | ) | (2,818,834 | ) | (324,049 | ) | |||||||
Permanent differences | 110,113 | 979,359 | 133,365 | ||||||||||
Effect of rate differentials between jurisdictions | 149,219 | 320,965 | - | ||||||||||
Other | (8,713 | ) | - | 13,087 | |||||||||
Effect of tax rate changes on future taxes | - | (305,647 | ) | - | |||||||||
Change in valuation allowance | 738,811 | 1,824,157 | 177,597 | ||||||||||
- | - | - |
Commitments_and_Contingencies
Commitments and Contingencies | 6 Months Ended | |
Jun. 30, 2014 | ||
Commitments and Contingencies [Abstract] | ||
Commitments and Contingencies | 12 | Commitments and contingencies |
Office lease | ||
The Company currently rents its offices pursuant to a one-year lease that commenced on November 1, 2013 at a rate of $2,185 (CA$2,325) per month. During the six month period ended June 30, 2014, the Company recorded $12,867 as rent expense (June 30, 2013 - $13,659). During the year ended December 31, 2013, the Company recorded $22,323 as rent expense (2012 - $12,699; 2011 - $480). |
Financial_Risk_Management
Financial Risk Management | 6 Months Ended | ||||||||||||
Jun. 30, 2014 | |||||||||||||
Financial Risk Management [Abstract] | |||||||||||||
Financial risk management | 13 | Financial risk management | |||||||||||
Market risk | |||||||||||||
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Company’s income or valuation of its financial instruments. | |||||||||||||
The Company is exposed to financial risk related to fluctuation of foreign exchange rates. Foreign currency risk is limited to the portion of the Company’s business transactions denominated in currencies other than the United Sates dollar, primarily general and administrative expenses incurred in Canadian dollars. The Company believes that the results of operations, financial position and cash flows would be affected by a sudden change in foreign exchange rates, but would not impair or enhance its ability to pay its Canadian dollar accounts payable. The Company manages foreign exchange risk by converting its US$ to CA$ as needed. The Company maintains the majority of its cash in US$. As at June 30, 2014, Canadian dollar denominated accounts payable and accrued liabilities exposure in US$ totaled $128,164. | |||||||||||||
a) | Foreign exchange risk | ||||||||||||
Foreign exchange risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. If foreign exchange rates were to fluctuate within +/-10% of the closing rate at year-end, the maximum exposure is $12,816. | |||||||||||||
Balances in foreign currencies at June 30, 2014, December 31, 2013 and 2012 are as follows: | |||||||||||||
June 30, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
balances | balances | balances | |||||||||||
CA$ | CA$ | CA$ | |||||||||||
Trade payables | 136,825 | 95,835 | 359,088 | ||||||||||
Cash | 65,513 | 75,474 | 17,873 | ||||||||||
b) | Interest rate risk | ||||||||||||
The Company is subject to interest rate risk on its cash and cash equivalents and believes that the results of operations, financial position and cash flows would not be significantly affected by a sudden change in market interest rates relative to the investment interest rates due to the short-term nature of the investments. As at June 30, 2014, cash and cash equivalents held in Canadian dollar accounts or short-term investments were $61,366. The Company’s cash balance currently earns interest at standard bank rates. If interest rates were to fluctuate within +/-10% of the closing rate at year end the impact of the Company’s interest bearing accounts will be insignificant. | |||||||||||||
The only financial instruments that expose the Company to interest rate risk are its cash and cash equivalents. | |||||||||||||
Liquidity risk | |||||||||||||
Liquidity risk (note 2) is the risk that the Company will encounter difficulty in raising funds to meet cash flow requirements associated with financial instruments. The recent problems in the global credit markets have resulted in a drastic reduction in the ability of companies to raise capital through the public markets. See note 2 Liquidity risk, for additional comments. The Company continues to manage its liquidity risk based on the outflows experienced for the period ended June 30, 2014 and is undertaking efforts to conserve cash resources wherever possible. The maximum exposure of the Company’s liquidity risk is $576,305 at June 30, 2014. | |||||||||||||
Credit risk | |||||||||||||
Credit risk arises from cash and cash equivalents, deposits with banks and financial institutions, as well as outstanding receivables. The Company limits its exposure to credit risk, with respect to cash and cash equivalents, by placing them with high quality credit financial institutions. The Company’s cash equivalents consist primarily of operating funds with commercial banks. Of the amounts with financial institutions on deposit, the following table summarizes the amounts at risk should the financial institutions with which the deposits are held cease trading: | |||||||||||||
The maximum exposure of the Company’s credit risk is $9,572 at June 30, 2014. | |||||||||||||
Cash and | Insured | Non-insured | |||||||||||
cash | amount | amount | |||||||||||
equivalents | $ | $ | |||||||||||
$ | |||||||||||||
4,759,711 | 61,366 | 4,698,345 | |||||||||||
Concentration of credit risk | |||||||||||||
Financial instruments that subject the Company to credit risk consist primarily of cash and cash equivalents. | |||||||||||||
The Company places its cash and cash equivalents in accredited financial institutions and therefore the Company’s management believes these funds are subject to minimal credit risk. The Company has no significant off-balance sheet concentrations of credit risk such as foreign currency exchange contracts, option contracts or other hedging arrangements. |
Financial_Instruments
Financial Instruments | 6 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Fair Value Disclosures [Abstract] | |||||||
Financial instruments | 7 | Financial instruments | |||||
The Company has financial instruments that are measured at fair value. To determine the fair value, we use the fair value hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use to value an asset or liability and are developed based on market data obtained from independent sources. Unobservable inputs are inputs based on assumptions about the factors market participants would use to value an asset or liability. The three levels of inputs that may be used to measure fair value are as follows: | |||||||
· | Level one - inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities; | ||||||
· | Level two - inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly such as interest rates, foreign exchange rates, and yield curves that are observable at commonly quoted intervals; and | ||||||
· | Level three - unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use. | ||||||
Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy. | |||||||
The Company’s financial instruments consist of cash and cash equivalents, other receivables, accounts payable, related party payables and derivative liability. The carrying values of cash and cash equivalents, other receivables, accounts payable and related party payables approximate their fair values due to the immediate or short-term maturity of these financial instruments. | |||||||
As quoted prices for the derivative liability are not readily available, the Company has used a simulated probability valuation model, as described in note 2 to estimate fair value. The derivative liability utilizes Level 3 inputs as defined above. | |||||||
The Company has the following liabilities under the fair value hierarchy: | |||||||
31-Dec-14 | |||||||
Liability | Level 1 | Level 2 | Level 3 | ||||
Derivative liability | - | - | 1,567,291 | ||||
30-Jun-14 | |||||||
Liability | Level 1 | Level 2 | Level 3 | ||||
Derivative liability | - | - | 3,329,367 | ||||
Subsequent_Events
Subsequent Events | 6 Months Ended | |||
Dec. 31, 2014 | Jun. 30, 2014 | |||
Subsequent Events [Abstract] | ||||
Subsequent events | 8 | Subsequent events | 14 | Subsequent events |
Tender offer warrant exchange | ||||
On January 8, 2015 (note 5) , the Company filed a tender offer statement with the Securities and Exchange Commission, and on January 23, 2015, the Company filed an amendment thereto , with respect to certain Investor Warrants to purchase common stock of the Company. The tender offer provided the holders of the Investor Warrants with the opportunity to receive one share of common stock for every three Investor Warrants that are tendered. The tender offer was available to all 5,964,738 Investor Warrants outstanding at December 31, 2014. If all outstanding Investor Warrants were tendered, the Company would have issued 1,988,246 shares of common stock. To participate in the tender offer the Investor Warrant holders were required to deliver completed exchange documents to the Company, prior to the expiration of the tender offer, which was 5:00 p.m. (Pacific Time) on February 9, 2015. | Subsequent to June 30, 2014, 92,000 broker warrants exercisable at a price of CDN $0.50 per warrant were cancelled. | |||
The tender offer expired on February 9, 2015. A total of 1,591,875 Investor Warrants were exchanged for 530,625 shares of common stock resulting in a net increase in stockholder’s equity of approximately $400,957. |
Significant_Accounting_Policie1
Significant Accounting Policies (Policies) | 6 Months Ended | |||||||||||||
Dec. 31, 2014 | Jun. 30, 2014 | |||||||||||||
Significant Accounting Policies [Abstract] | ||||||||||||||
Basis of presentation | Basis of presentation | Basis of presentation | ||||||||||||
The consolidated condensed interim financial statements of the Company have been prepared in accordance with United States Generally Accepted Accounting Principles (“U.S. GAAP”) and are presented in United States dollars. The Company’s functional currency is the United States dollar. | The financial statements of the Company have been prepared in accordance with United States generally accepted accounting principles (“US GAAP”) and are presented in United States dollars. The Company’s functional currency is the United States dollar. | |||||||||||||
In the quarter ended March 31, 2013, the Company’s functional currency changed from Canadian dollars to United States dollars as a result of various objective factors. Therefore translation of goods and services in a foreign currency are re-measured to the functional currency of the Company with gains and losses on re-measurement recorded in the consolidated condensed interim statement of loss. Any gains and losses that were previously recorded in accumulated other comprehensive income are unchanged from the date of the change of functional currency which was January 1, 2013. | The principal accounting policies applied in the preparation of these consolidated financial statements are set out below and have been consistently applied to all periods presented. | |||||||||||||
The accompanying consolidated condensed interim financial statements include the accounts of the Company and its wholly-owned subsidiaries, DelMar BC, Callco, and Exchangeco. All intercompany balances and transactions have been eliminated. | ||||||||||||||
The principal accounting policies applied in the preparation of these financial statements are set out below and have been consistently applied to all periods presented. | ||||||||||||||
Unaudited interim financial data | Unaudited interim financial data | |||||||||||||
The accompanying unaudited December 31, 2014 consolidated condensed interim balance sheet, the consolidated condensed interim statements of loss and comprehensive loss for the three and six months ended December 31, 2014 and 2013, and consolidated condensed cash flows for the six months ended December 31, 2014 and 2013, and the related interim information contained within the notes to the consolidated condensed interim financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission for interim financial information. Accordingly, they do not include all of the information and the notes required by U.S. GAAP for complete financial statements. These consolidated condensed interim financial statements should read in conjunction with the audited financial statements of the Company as at June 30, 2014 and December 31, 2013 filed in our Form 10-KT filed with the Securities and Exchange Commission on August 28, 2014. In the opinion of management, the unaudited consolidated condensed interim financial statements reflect all adjustments, consisting of normal and recurring adjustments, necessary for the fair statement of the Company’s financial position at December 31, 2014 and results of its operations for the three and six months ended December 31, 2014 and 2013, and its cash flows for the six months ended December 31, 2014 and 2013. The results for three and six months ended December 31, 2014 are not necessarily indicative of the results to be expected for the fiscal year ending June 30, 2015 or for any other future annual or interim period. | ||||||||||||||
Use of estimates | Use of estimates | Use of estimates | ||||||||||||
The preparation of consolidated condensed interim financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions about future events that affect the reported amounts of assets, liabilities, expenses, contingent assets and contingent liabilities as at the end or during the reporting period. Actual results could significantly differ from those estimates. Significant areas requiring management to make estimates include the derivative liability and the valuation of equity instruments, including stock options, issued for services. We have updated our estimates and models for the issuance of any new awards issued during the period. | The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions about future events that affect the reported amounts of assets, liabilities, expenses, contingent assets and contingent liabilities as at the end or during the reporting period. Actual results could significantly differ from those estimates. Significant areas requiring management to make estimates include the derivative liability and the valuation of equity instruments issued for services. Further details of the nature of these assumptions and conditions may be found in the relevant notes to the consolidated financial statements. | |||||||||||||
a) | Fair value of derivative liability | |||||||||||||
The derivative is not traded in an active market and the fair value is determined using valuation techniques. The Company uses judgment to select a variety of methods to make assumptions that are based on specific management plans and market conditions at the end of each reporting period. The Company uses a fair value estimate to determine the fair value of the derivative liability. The carrying value of the derivative liability would be higher or lower as management estimates around specific probabilities change. The estimates may be significantly different from those recorded in the consolidated financial statements because of the use of judgment and the inherent uncertainty in estimating the fair value of these instruments that are not quoted in an active market. All changes in the fair value are recorded in the consolidated statement of operations each reporting period. This is considered to be a Level 3 financial instrument. | ||||||||||||||
Loss per share | Loss per share | Loss per share | ||||||||||||
Loss per share is calculated based on the weighted average number of common shares outstanding. For the three and six month periods ended December 31, 2014 and for the three months ended December 31, 2013 diluted loss per share does not differ from basic loss per share since the effect of the Company’s warrants and stock options are anti-dilutive. At December 31, 2014, potential common shares of 15,409,745 (December 31, 2013 – 24,864,009) relating to warrants and 3,415,000 (December 31, 2013 – 3,240,000) relating to stock options were excluded from the calculation of net loss per common share because their inclusion would be anti-dilutive. | Income or loss per share is calculated based on the weighted average number of common shares outstanding. Diluted loss per share does not differ from basic loss per share since the effect of the Company’s warrants and stock options are anti-dilutive. Diluted income per share is calculated using the treasury stock method which uses the weighted average number of common shares outstanding during the period and also includes the dilutive effect of potentially issuable common shares from outstanding stock options and warrants. At June 30, 2014, potential common shares of 21,919,699 (2013 - 28,104,009, 2012 - 4,380,000) related to outstanding warrants and stock options were excluded from the calculation of net loss per common share because their inclusion would be anti-dilutive. | |||||||||||||
For the six months ended December 31, 2013 diluted income per share has also been presented. Diluted income per share is calculated using the treasury stock method which uses the weighted average number of common shares outstanding during the period and also includes the dilutive effect of potentially issuable common shares from outstanding stock options and warrants. | ||||||||||||||
Recent accounting pronouncements | Recent accounting pronouncements | Recent accounting pronouncements | ||||||||||||
From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, we believe that the impact of recently issued standards that are not yet effective will not have a material impact on our financial position or results of operations upon adoption. | ||||||||||||||
The Company reviews new accounting standards as issued. The accounting pronouncements issued subsequent to the date of these financial statements that were considered significant by management were evaluated for the potential effect on these financial statements. Management does not believe any of the subsequent pronouncements will have a material effect on these financial statements as presented and does not anticipate the need for any future restatement of these financial statements because of the retro-active application of any accounting pronouncements issued subsequent to December 31, 2014 through the date these financial statements were issued. | Accounting Standards Updates (“ASU”) 2014-10 Topic 915, Development Stage Entities | |||||||||||||
The objective of the guidance is to reduce cost and complexity in the financial reporting system by eliminating inception-to-date information from the financial statements of development stage entities. The new standard eliminates the concept of a development stage entity (“DSE”) from US GAAP. Therefore, the current incremental reporting requirements for a DSE, including inception-to-date information, will no longer apply. This standard is effective for annual reporting periods beginning after December 15, 2014. The Company has elected to early adopt this guidance effective with its June 30, 2014 consolidated financial statements. | ||||||||||||||
Accounting Standards Update (“ASU”) 2014-15 - Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern | ASU 3013-05 Topic 830, Accounting for Cumulative Translation Adjustments | |||||||||||||
The standards amends cumulative translation adjustment derecognition guidance in particular when (i) an entity ceases to have a controlling financial interest in certain subsidiaries or groups of assets within a foreign entity, or (ii) there is a loss of a controlling financial interest in a foreign entity or a step acquisition involving an equity method investment that is a foreign entity. This is effective for public entities for years, and interim periods within those years, beginning after December 15, 2013. | ||||||||||||||
The objective of the guidance is to require management to explicitly assess an entity's ability to continue as a going concern, and to provide related footnote disclosures in certain circumstances. In connection with each annual and interim period, management will assess if there is substantial doubt about an entity's ability to continue as a going concern within one year after the issuance date of an entity’s financial statements. The new standard defines substantial doubt and provides examples of indicators thereof. The definition of substantial doubt incorporates a likelihood threshold of "probable" similar to the current use of that term in U.S. GAAP for loss contingencies. The new standard will be effective for all entities in the first annual period ending after December 15, 2016 (December 31, 2016 for calendar year-end entities). Earlier application is permitted. The Company is currently assessing this standard for its impact on future reporting periods. | ASU 2013-11 Topic 740, Accounting for Cumulative Translation Adjustments | |||||||||||||
The standard amends guidance on financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This is effective for public entities for years, and interim periods within those years, beginning after December 15, 2013. | ||||||||||||||
Consolidation | Consolidation | |||||||||||||
The consolidated financial statements include the accounts of Del Mar Pharmaceuticals (BC) Ltd., Callco, and Exchangeco as of and for the period ended June 30, 2014. Inter-company balances and transactions have been eliminated on consolidation. | ||||||||||||||
Cash and cash equivalents | Cash and cash equivalents | |||||||||||||
Cash and cash equivalents consist of cash on deposit and highly liquid short-term interest bearing securities with maturities at the date of purchase of three months or less. Cash and cash equivalents are held at recognized Canadian and United States financial institutions. Interest earned is recognized in the consolidated statement of operations and comprehensive loss. In the year ended December 31, 2013, the Company received net proceeds from financing of $8,575,000. The Company has agreed not to use the proceeds from the financing to repay debt. | ||||||||||||||
Foreign currency translation | Foreign currency translation | |||||||||||||
The functional currency of the Company at June 30, 2014 is the United States dollar. Transactions that are denominated in a foreign currency are re-measured into the functional currency at the current exchange rate on the date of the transaction. Any foreign-currency denominated monetary assets and liabilities are subsequently re-measured at current exchange rates, with gains or losses recognized as foreign exchange losses or gains in the consolidated statement of operations. Non-monetary assets and liabilities are translated at historical exchange rates. Expenses are translated at average exchange rates during the period. Exchange gains and losses are included in consolidated statement of operations and comprehensive loss for the period. | ||||||||||||||
Adjustments arising from the translation of the Company’s financial statements to United States dollars for the periods ended December 31, 2012, 2011 and 2010 due to differences between average rates and balance sheet rates are recorded in other comprehensive income as for those periods the Company’s functional currency was the Canadian dollar. For those periods the financial statements have been presented in a currency other than the functional currency of the Company as management has determined that the US dollar is the common currency in which the Company’s peers, being international drug and pharmaceutical companies, present their financial statements. For presentation purposes the assets and liabilities of the Company for 2012, 2011, and 2010 have been translated to US dollars at exchange rates at the reporting date. The historical equity transactions have been translated using historical rates in effect on the date that each transaction occurred. The income and expenses are translated to US dollars at the average exchange rate for the period in which the transaction arose. Exchange differences arising are recognized in a separate component of equity titled accumulated other comprehensive income. | ||||||||||||||
Current and future income taxes | Current and future income taxes | |||||||||||||
The Company follows the liability method of accounting for income taxes. Under this method, current income taxes are recognized for the estimated income taxes payable for the current period. Income taxes are accounted for using the asset and liability method of accounting. Future income taxes are recognized for the future income tax consequences attributable to differences between the carrying values of assets and liabilities and their respective income tax bases and for loss carry-forwards. Future income tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the periods in which temporary differences are expected to be recovered or settled. The effect on future income tax assets and liabilities of a change in tax laws or rates is included in earnings in the period that includes the enactment date. When realization of future income tax assets does not meet the more-likely-than-not criterion for recognition, a valuation allowance is provided. | ||||||||||||||
Financial instruments | Financial instruments | |||||||||||||
The Company has financial instruments that are measured at fair value. To determine the fair value, we use the fair value hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use to value an asset or liability and are developed based on market data obtained from independent sources. Unobservable inputs are inputs based on assumptions about the factors market participants would use to value an asset or liability. The three levels of inputs that may be used to measure fair value are as follows: | ||||||||||||||
· | Level one - inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities; | |||||||||||||
· | Level two - inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly such as interest rates, foreign exchange rates, and yield curves that are observable at commonly quoted intervals; and | |||||||||||||
· | Level three - unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use. | |||||||||||||
Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy. | ||||||||||||||
The Company’s financial instruments consist of cash and cash equivalents, taxes and other receivables, accounts payable and accrued liabilities, related party payables and derivative liability. The carrying values of cash and cash equivalents, taxes and other receivables, accounts payable and accrued liabilities and related party payables approximate their fair values due to the immediate or short-term maturity of these financial instruments. | ||||||||||||||
As quoted prices for the derivative liability are not readily available, the Company has used a simulated probability valuation model, as described in note 8 to estimate fair value. The derivative liability utilizes Level 3 inputs as defined above. | ||||||||||||||
The Company has the following liabilities under the fair value hierarchy: | ||||||||||||||
30-Jun-14 | ||||||||||||||
Liability | Level 1 | Level 2 | Level 3 | |||||||||||
Derivative liability | - | - | 3,329,367 | |||||||||||
31-Dec-13 | ||||||||||||||
Liability | Level 1 | Level 2 | Level 3 | |||||||||||
Derivative liability | - | - | 4,402,306 | |||||||||||
31-Dec-12 | ||||||||||||||
Liability | Level 1 | Level 2 | Level 3 | |||||||||||
Derivative liability | - | - | 121,000 | |||||||||||
Intangible assets | Intangible assets | |||||||||||||
Under its assignment agreement with Valent Technologies LLC (“Valent”) (note 5) the Company has incurred certain costs relating to patents assigned to the Company. As the patents had not yet been assigned to the Company at December 31, 2011, the Company has expensed these costs for the year ended December 31, 2011. | ||||||||||||||
Expenditures associated with the filing, or maintenance of patents, licensing or technology agreements are expensed as incurred. Costs previously recognized as an expense are not recognized as an asset in subsequent periods. | ||||||||||||||
Once the technology has achieved commercialization, patent costs will be deferred and amortized over the remaining life of the related patent. | ||||||||||||||
Research and development costs (including clinical trial expenses) | Research and development costs (including clinical trial expenses) | |||||||||||||
Research and development expenses include payroll, employee benefits, stock-based compensation expense, and other headcount-related expenses associated with product research and development. Research and development expenses also include third-party development and clinical trial expenses noted bel0w. Such costs related to product research and development are included in research and development expense until the point that technological feasibility is reached, which for our products, is generally shortly before the products are approved by the relevant food and drug administration. Once technological feasibility is reached, such costs are capitalized and amortized to cost of revenue over the estimated lives of the products. | ||||||||||||||
Clinical trial expenses are a component of research and development costs and include fees paid to contract research organizations, investigators and other service providers who conduct specific research for product development activities on behalf of the Company. The amount of clinical trial expenses recognized in a period related to service agreements is based on estimates of the work performed on an accrual basis. These estimates are based on patient enrollment, services provided and goods delivered, contractual terms and experience with similar contracts. The Company monitors these factors to the extent possible and adjusts our estimates accordingly. Prepaid expenses or accrued liabilities are adjusted if payments to service providers differ from estimates of the amount of service completed in a given period. | ||||||||||||||
Research and development costs are expensed in the period incurred. At June 30, 2014, and at December 31, 2013, and 2012, all research and development costs were expensed. | ||||||||||||||
Shares for services | Shares for services | |||||||||||||
The Company has issued equity instruments for services provided by employees and non-employees. The equity instruments are valued at the fair value of the instrument granted (see notes 8 and 9 for assumptions). | ||||||||||||||
The Company has transferred shares from the DelMar Employee Share Purchase Trust (the “Trust”) (note 8) to consultants and management in exchange for services rendered to the Company. The Company recognizes the fair value of the shares transferred as an expense with a corresponding increase in common stock. The shares reserved for issuance to consultants and management that are held by the Trust are included in the financial statements at year end. There are no other assets in the Trust. The number of shares outstanding for issue from the Trust at June 30, 2014 is nil (2013 - nil; 2012 - nil; 2011 - 1,590,625) (note 9). | ||||||||||||||
The shares transferred from the Trust have been valued using the fair value of the shares transferred. The Company used recent share transactions in order to determine the fair value of the shares transferred from the Trust. | ||||||||||||||
Stock options | Stock options | |||||||||||||
The Company accounts for these awards under Accounting Standards Codification (“ASC”) 718, “Compensation - Stock Compensation” (“ASC 718”). ASC 718 requires measurement of compensation cost for all stock-based awards at fair value on the date of grant and recognition of compensation over the requisite service period for awards expected to vest. Compensation expense for unvested options to non-employees is revalued at each period end and is being amortized over the vesting period of the options. The determination of grant-date fair value for stock option awards is estimated using the Black-Scholes model, which includes variables such as the expected volatility of the Company’s share price, the anticipated exercise behavior of its grantee, interest rates, and dividend yields. These variables are projected based on the Company’s historical data, experience, and other factors. Changes in any of these variables could result in material adjustments to the expense recognized for share-based payments. Such value is recognized as expense over the requisite service period, net of estimated forfeitures, using the straight-line attribution method. The estimation of stock awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from current estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. The Company considers many factors when estimating expected forfeitures, including type of awards granted, employee class, and historical experience. Actual results and future estimates may differ substantially from current estimates. | ||||||||||||||
Comprehensive income | Comprehensive income | |||||||||||||
In accordance with ASC 220, “Comprehensive Income” (“ASC 220”) all components of comprehensive income, including net loss, are reported in the financial statements in the period in which they are recognized. | ||||||||||||||
Comprehensive income is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources. Net loss and other comprehensive (income) loss, , including foreign currency translation adjustments, are reported, net of any related tax effect, to arrive at comprehensive income. No taxes were recorded on items of other comprehensive income. | ||||||||||||||
Derivative liability | Derivative liability | |||||||||||||
The Company accounts for certain warrants under the authoritative guidance on accounting for derivative financial instruments indexed to, and potentially settled in, a company’s own stock, on the understanding that in compliance with applicable securities laws, the warrants require the issuance of securities upon exercise and do not sufficiently preclude an implied right to net cash settlement. The Company classifies these warrants on its balance sheet as a derivative liability which is fair valued at each reporting period subsequent to the initial issuance. The Company has used a simulated probability valuation model to value the warrants. Determining the appropriate fair-value model and calculating the fair value of warrants requires considerable judgment. Any change in the estimates (specifically probabilities) used may cause the value to be higher or lower than that reported. The estimated volatility of the Company’s common stock at the date of issuance, and at each subsequent reporting period, is based on the historical volatility of similar life sciences companies. The risk-free interest rate is based on rates published by the government for bonds with a maturity similar to the expected remaining life of the warrants at the valuation date. The expected life of the warrants is assumed to be equivalent to their remaining contractual term. | ||||||||||||||
Segment information | Segment information | |||||||||||||
The Company identifies its operating segments based on business activities, management responsibility and geographical location. The Company operates within a single operating segment being the research and development of cancer indications, and operates in one geographic area, being North America. All of the Company’s assets are located in either Canada or the United States. |
Significant_Accounting_Policie2
Significant Accounting Policies (Tables) | 6 Months Ended | ||||||||||||
Jun. 30, 2014 | |||||||||||||
Significant Accounting Policies [Abstract] | |||||||||||||
Schedule of derivative liabilities under the fair value hierarchy | 30-Jun-14 | ||||||||||||
Liability | Level 1 | Level 2 | Level 3 | ||||||||||
Derivative liability | - | - | 3,329,367 | ||||||||||
31-Dec-13 | |||||||||||||
Liability | Level 1 | Level 2 | Level 3 | ||||||||||
Derivative liability | - | - | 4,402,306 | ||||||||||
31-Dec-12 | |||||||||||||
Liability | Level 1 | Level 2 | Level 3 | ||||||||||
Derivative liability | - | - | 121,000 |
Reverse_Acquisition_Tables
Reverse Acquisition (Tables) | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
Reverse Acquisition [Abstract] | |||||
Schedule of reverse acquisition | $ | ||||
Net liabilities (derivative liability) | 2,041,680 |
Taxes_and_Other_Receivables_Ta
Taxes and Other Receivables (Tables) | 6 Months Ended | ||||||||||||
Jun. 30, 2014 | |||||||||||||
Taxes and Other Receivables [Abstract] | |||||||||||||
Schedule of taxes and other receivables | June 30, | December 31, | December 31, | ||||||||||
2014 | 2013 | 2012 | |||||||||||
$ | $ | $ | |||||||||||
Government grants | 562 | - | 34,168 | ||||||||||
Other receivables | 9,010 | 11,062 | 11,331 | ||||||||||
9,572 | 11,062 | 45,499 |
Accounts_Payable_and_Accrued_L1
Accounts Payable and Accrued Liabilities (Tables) | 6 Months Ended | ||||||||||||
Jun. 30, 2014 | |||||||||||||
Accounts payable and accrued liabilities [Abstract] | |||||||||||||
Schedule of accounts payable and accrued liabilities | June 30, | December 31, | December 31, | ||||||||||
2014 | 2013 | 2012 | |||||||||||
$ | $ | $ | |||||||||||
Trade payables | 244,906 | 140,457 | 677,615 | ||||||||||
Payable to related parties (note 10) | 54,960 | 109,030 | 447,777 | ||||||||||
299,866 | 249,487 | 1,125,392 |
Derivative_Liability_Tables
Derivative Liability (Tables) | 6 Months Ended | |||||||||||||||||||||
Dec. 31, 2014 | Jun. 30, 2014 | |||||||||||||||||||||
Derivative liability [Abstract] | ||||||||||||||||||||||
Shedule of derivative liabilities | December 31, | June 30, | June 30, | December 31, | December 31, | |||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||
2014 | 2014 | $ | $ | $ | ||||||||||||||||||
$ | $ | Opening balance | 4,402,306 | 121,000 | 106,146 | |||||||||||||||||
Opening balance | 3,329,367 | 4,402,306 | Issuance of units | - | 3,681,372 | 333,356 | ||||||||||||||||
Dividend warrant liability acquired on reverse acquisition | - | 2,041,680 | - | |||||||||||||||||||
Change in fair value of warrants | (66,606 | ) | 166,388 | Warrants issued for services | - | 124,020 | - | |||||||||||||||
Change in fair value due to change in warrant terms | (23,658 | ) | (111,179 | ) | Change in fair value of unexercised warrants | 166,388 | (1,324,051 | ) | (318,502 | ) | ||||||||||||
Reclassification to equity upon amendment of warrants | (975,278 | ) | - | Change in fair value due to tender offer | (111,179 | ) | - | - | ||||||||||||||
Reclassification to equity upon exchange of warrants | (305,112 | ) | - | Reclassification to equity upon exercise of warrants | (1,128,148 | ) | (241,715 | ) | - | |||||||||||||
Reclassification to equity upon exercise of warrants | (391,422 | ) | (1,128,148 | ) | ||||||||||||||||||
Closing balance | 3,329,367 | 4,402,306 | 121,000 | |||||||||||||||||||
Closing balance | 1,567,291 | 3,329,367 | ||||||||||||||||||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | Jun. 30, 2014 | |||||||||||||||||||||||||||||||||||||||||||||
Stockholders' Equity [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
Summary of number of shares held in trust | Number of | |||||||||||||||||||||||||||||||||||||||||||||
shares held | ||||||||||||||||||||||||||||||||||||||||||||||
in Trust | ||||||||||||||||||||||||||||||||||||||||||||||
Balance - April 6, 2010 | - | |||||||||||||||||||||||||||||||||||||||||||||
Shares issued to the DelMar Employee Share Purchase Trust | 2,000,000 | |||||||||||||||||||||||||||||||||||||||||||||
Shares transferred to employees and consultants for services | (325,000 | ) | ||||||||||||||||||||||||||||||||||||||||||||
Founders shares acquired by the Trust | 68,750 | |||||||||||||||||||||||||||||||||||||||||||||
Balance - December 31, 2010 | 1,743,750 | |||||||||||||||||||||||||||||||||||||||||||||
Shares transferred to employees and consultants for services | (200,000 | ) | ||||||||||||||||||||||||||||||||||||||||||||
Founders shares acquired by the Trust | 46,875 | |||||||||||||||||||||||||||||||||||||||||||||
Balance - December 31, 2011 | 1,590,625 | |||||||||||||||||||||||||||||||||||||||||||||
Shares transferred to employees and consultants for services | (1,590,625 | ) | ||||||||||||||||||||||||||||||||||||||||||||
Balance - June 30, 2014, December 31, 2013 and 2012 | - | |||||||||||||||||||||||||||||||||||||||||||||
Schedule of options outstanding under the plan | Number of | Weighted | Number of | Weighted | ||||||||||||||||||||||||||||||||||||||||||
stock | average | stock | average | |||||||||||||||||||||||||||||||||||||||||||
options | exercise | options | exercise | |||||||||||||||||||||||||||||||||||||||||||
outstanding | price | outstanding | price | |||||||||||||||||||||||||||||||||||||||||||
$ | ||||||||||||||||||||||||||||||||||||||||||||||
Balance - December 31, 2011 | - | - | ||||||||||||||||||||||||||||||||||||||||||||
Balance – June 30, 2014 | 3,187,214 | 0.96 | Granted | 1,020,000 | 0.47 | |||||||||||||||||||||||||||||||||||||||||
Issued | 300,000 | 1 | ||||||||||||||||||||||||||||||||||||||||||||
Forfeited | (72,214 | ) | 0.58 | Balance - December 31, 2012 | 1,020,000 | 0.47 | ||||||||||||||||||||||||||||||||||||||||
Balance – December 31, 2014 | 3,415,000 | 0.97 | Granted | 2,340,000 | 1.15 | |||||||||||||||||||||||||||||||||||||||||
Cancelled | (120,000 | ) | 0.47 | |||||||||||||||||||||||||||||||||||||||||||
Balance - December 31, 2013 | 3,240,000 | 0.96 | ||||||||||||||||||||||||||||||||||||||||||||
Forfeited | (52,786 | ) | 0.47 | |||||||||||||||||||||||||||||||||||||||||||
Balance - June 30, 2014 | 3,187,214 | 0.96 | ||||||||||||||||||||||||||||||||||||||||||||
Schedule of stock options currently outstanding and exercisable | Exercise price | Number | Weighted | Weighted | Number | Exercise | Exercise price | Number | Weighted | Weighted | Number | Exercise | ||||||||||||||||||||||||||||||||||
$ | outstanding at | average | average | exercisable | price | $ | Outstanding at | average | average | exercisable | price | |||||||||||||||||||||||||||||||||||
December 31, | remaining | exercise | at | $ | June 30, | remaining | exercise | at | $ | |||||||||||||||||||||||||||||||||||||
2014 | contractual | price | December 31, | 2014 | contractual | price | June 30, | |||||||||||||||||||||||||||||||||||||||
life | $ | 2014 | life | $ | 2014 | |||||||||||||||||||||||||||||||||||||||||
(years) | (years) | |||||||||||||||||||||||||||||||||||||||||||||
0.43 | 825,000 | 7.12 | 0.43 | 803,417 | 0.45 | 0.47 | 883,324 | 7.73 | 0.47 | 798,893 | 0.47 | |||||||||||||||||||||||||||||||||||
1 | 300,000 | 4.75 | 1 | 50,000 | 1 | 1.05 | 2,003,890 | 9.13 | 1.05 | 1,352,640 | 1.05 | |||||||||||||||||||||||||||||||||||
1.05 | 1,990,000 | 8.62 | 1.05 | 1,616,889 | 1.05 | 1.54 | 180,000 | 8.75 | 1.54 | 180,000 | 1.54 | |||||||||||||||||||||||||||||||||||
1.54 | 180,000 | 8.25 | 1.54 | 180,000 | 1.54 | 2.3 | 120,000 | 8.92 | 2.3 | 120,000 | 2.3 | |||||||||||||||||||||||||||||||||||
2.3 | 120,000 | 8.42 | 2.3 | 120,000 | 2.3 | |||||||||||||||||||||||||||||||||||||||||
3,415,000 | 0.97 | 2,770,306 | 0.96 | 3,187,214 | 0.96 | 2,451,533 | 0.96 | |||||||||||||||||||||||||||||||||||||||
Schedule of stock options valuation assumptions using a Black-Scholes pricing model | December 31, | June 30, | December 31, | December 31, | ||||||||||||||||||||||||||||||||||||||||||
2014 | 2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||||||||||
$ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||||
Dividend rate | 0 | % | ||||||||||||||||||||||||||||||||||||||||||||
Volatility | 73.8% to 91.9 | % | Dividend rate | 0 | % | 0 | % | 0 | % | |||||||||||||||||||||||||||||||||||||
Risk-free rate | 1.25 | % | Volatility | 73% to 76 | % | 73% to 85 | % | 74 | % | |||||||||||||||||||||||||||||||||||||
Term - years | 0.25 to 2.0 | Risk-free rate | 1.25 | % | 1 | % | 1.25 | % | ||||||||||||||||||||||||||||||||||||||
Term - years | 0.5 to 2.5 | 1 to 3 | 2.1 | |||||||||||||||||||||||||||||||||||||||||||
Schedule of stock-based compensation expense | Three months ended December 31, | Six months ended December 31, | Six months ended June 30, | Years ended December 31, | ||||||||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | 2014 | 2013 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||||||
$ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||
Research and development | (8,077 | ) | 163,514 | 13,056 | 213,589 | Research and development | 144,587 | 309,136 | 522,725 | 196,281 | ||||||||||||||||||||||||||||||||||||
General and administrative | 38,460 | 176,889 | 66,267 | 366,690 | General and administrative | 161,578 | 213,794 | 580,484 | 76,313 | |||||||||||||||||||||||||||||||||||||
30,383 | 340,403 | 79,323 | 580,279 | 306,165 | 522,930 | 1,103,209 | 272,594 | |||||||||||||||||||||||||||||||||||||||
Schedule of unvested stock options | Number of | Weighted | Weighted | Number of | Weighted | Weighted | ||||||||||||||||||||||||||||||||||||||||
Options | average | average | options | average | average | |||||||||||||||||||||||||||||||||||||||||
exercise | grant date | exercise | grant date | |||||||||||||||||||||||||||||||||||||||||||
price | fair value | price | fair value | |||||||||||||||||||||||||||||||||||||||||||
$ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||
Unvested at June 30, 2014 | 735,681 | 0.98 | 0.54 | Unvested at December 31, 2011 | - | - | - | |||||||||||||||||||||||||||||||||||||||
Issued | 300,000 | 1 | 0.25 | Granted | 1,020,000 | 0.47 | 0.3 | |||||||||||||||||||||||||||||||||||||||
Vested | (318,773 | ) | 1.03 | 0.57 | Vested | (575,500 | ) | 0.47 | 0.3 | |||||||||||||||||||||||||||||||||||||
Forfeited | (72,214 | ) | 0.58 | 0.36 | ||||||||||||||||||||||||||||||||||||||||||
Unvested at December 31, 2012 | 444,500 | 0.47 | 0.3 | |||||||||||||||||||||||||||||||||||||||||||
Unvested at December 31, 2014 | 644,694 | 1.01 | 0.63 | Granted | 2,340,000 | 1.15 | 0.63 | |||||||||||||||||||||||||||||||||||||||
Cancelled | (120,000 | ) | 0.47 | 0.3 | ||||||||||||||||||||||||||||||||||||||||||
Vested | (985,129 | ) | 1.05 | 0.58 | ||||||||||||||||||||||||||||||||||||||||||
Unvested at December 31, 2013 | 1,679,371 | 1.08 | 0.59 | |||||||||||||||||||||||||||||||||||||||||||
Forfeited | (52,786 | ) | 0.87 | 0.49 | ||||||||||||||||||||||||||||||||||||||||||
Vested | (890,904 | ) | 1.09 | 0.6 | ||||||||||||||||||||||||||||||||||||||||||
Unvested at June 30, 2014 | 735,681 | 0.98 | 0.54 | |||||||||||||||||||||||||||||||||||||||||||
Schedule of warrants | Number of | Amount | ||||||||||||||||||||||||||||||||||||||||||||
warrants | $ | |||||||||||||||||||||||||||||||||||||||||||||
Balance - December 31, 2011 | - | - | ||||||||||||||||||||||||||||||||||||||||||||
Warrants issued for patents (i) | 500,000 | 89,432 | ||||||||||||||||||||||||||||||||||||||||||||
Warrants issued as unit issue costs (ii) | 105,000 | 14,295 | ||||||||||||||||||||||||||||||||||||||||||||
Warrants issued for services (iii) | 345,000 | 49,379 | ||||||||||||||||||||||||||||||||||||||||||||
Balance - December 31, 2012 | 950,000 | 153,106 | ||||||||||||||||||||||||||||||||||||||||||||
Warrants issued as unit issue costs (iv) | 5,250,000 | 6,288,594 | ||||||||||||||||||||||||||||||||||||||||||||
Warrants exercised on a cashless basis (v) | (200,000 | ) | (239,600 | ) | ||||||||||||||||||||||||||||||||||||||||||
Balance - December 31, 2013 | 6,000,000 | 6,202,100 | ||||||||||||||||||||||||||||||||||||||||||||
Expiry of broker warrants (ii) | (5,000 | ) | (556 | ) | ||||||||||||||||||||||||||||||||||||||||||
Exercise of broker warrants (ii) | (8,000 | ) | (1,099 | ) | ||||||||||||||||||||||||||||||||||||||||||
Balance - June 30, 2014 | 5,987,000 | 6,200,445 | ||||||||||||||||||||||||||||||||||||||||||||
i) | At December 31, 2011, the Company recognized the fair value of the 500,000 contingent Valent warrants (note 5). The contingent warrants were recognized in additional paid in capital at December 31, 2011 and have been reclassified to warrants when the warrants were issued on February 1, 2012. The warrants have an exercise price of CA$0.50 per warrant and expire February 1, 2017. | |||||||||||||||||||||||||||||||||||||||||||||
ii) | The Company has issued broker warrants as finder’s fees in relation to the issuance of certain Units. All of the warrants were issued on March 1, 2012 and have an exercise price of CA$0.50 per warrant. Of the total, 100,000 expire March 1, 2015 and 5,000 expired March 1, 2014. During the six months ended June 30, 2014, 8,000 broker warrants were exercised for proceeds of $3,660 (CA$4,000). | |||||||||||||||||||||||||||||||||||||||||||||
iii) | The Company has issued 345,000 warrants for investor relations services. The warrants were issued on February 1, 2012 and they vest in 12 equal installments over a 12-month period commencing on March 1, 2012. The warrants have an exercise price of CA$0.50 per warrant and expire February 1, 2015. | |||||||||||||||||||||||||||||||||||||||||||||
iv) | As part of the Company’s unit offering the Company has issued 5,250,000 Placement Agent Warrants (note 9 (f)). The Placement Agent Warrants have been recognized as non-cash issue costs and the costs have been allocated to common stock and derivative liability. The portion allocated to additional paid in capital was $4,087,586 and the portion allocated to derivative liability was $2,201,008. The Placement Agent warrants have been valued using a simulated probability valuation model using the following assumptions: dividend rate - 0%, volatility - 104%, risk free rate - 1.0% and a term of five years. | |||||||||||||||||||||||||||||||||||||||||||||
v) | During the year ended December 31, 2013, 200,000 Placement Agent Warrants were exercised on a cashless basis for 123,810 shares of common stock. | |||||||||||||||||||||||||||||||||||||||||||||
Schedule of outstanding warrants | Description | Number | Description | Number | ||||||||||||||||||||||||||||||||||||||||||
Balance – June 30, 2014 | 18,732,485 | CA$0.50 warrants (i) | - | |||||||||||||||||||||||||||||||||||||||||||
Broker Warrants (i) | (92,000 | ) | Issued as broker warrants (ii) | 92,000 | ||||||||||||||||||||||||||||||||||||||||||
Investor Warrants exercised (ii) | (1,986,074 | ) | Issued for patents (iii) | 500,000 | ||||||||||||||||||||||||||||||||||||||||||
Investor Warrants exchanged (iii) | (1,244,666 | ) | Issued for services (iv) | 345,000 | ||||||||||||||||||||||||||||||||||||||||||
Investor Warrants (v) | 9,195,478 | |||||||||||||||||||||||||||||||||||||||||||||
Balance - December 31, 2014 | 15,409,745 | Dividend warrants (vi) | 3,250,007 | |||||||||||||||||||||||||||||||||||||||||||
Placement Agent (vii) | 5,050,000 | |||||||||||||||||||||||||||||||||||||||||||||
Issued for services (viii) | 300,000 | |||||||||||||||||||||||||||||||||||||||||||||
Closing balance - June 30, 2014 | 18,732,485 | |||||||||||||||||||||||||||||||||||||||||||||
i) | Of the balance of 2,189,000 outstanding at December 31, 2013, 20,000 were exercised for no additional consideration and 2,169,000 expired on January 25, 2014 (note 8). | |||||||||||||||||||||||||||||||||||||||||||||
ii) | The Company has issued broker warrants as finder’s fees in relation to the issuance of certain of the CA$0.50 units issued during the years ended December 31, 2011 and 2012. All of the warrants were issued on March 1, 2012 and have an exercise price of CA$0.50 per warrant. Of the total, 100,000 expire March 1, 2015 and 5,000 expired March 1, 2014. During the six months ended June 30, 2014, 8,000 warrants were exercised for proceeds of $3,660 (CA$0.50). | |||||||||||||||||||||||||||||||||||||||||||||
iii) | The Company issued 500,000 warrants to Valent (note 5). The warrants have an exercise price of CA$0.50 per warrant and expire February 1, 2017. | |||||||||||||||||||||||||||||||||||||||||||||
iv) | The Company has issued 345,000 warrants for investor relations services. The warrants were issued on February 1, 2012 and they vested in 12 equal installments over a 12-month period commencing on March 1, 2012. The warrants have an exercise price of CA$0.50 per warrant and expire February 1, 2015. | |||||||||||||||||||||||||||||||||||||||||||||
v) | The Investor Warrants were issued as part of the Company’s $0.80 unit offering. They were issued in tranches on January 25, 2013, January 31, 2013, February 8, 2013, February 21, 2013, February 28, 2013, March 1, 2013, and March 6, 2013 respectively (note 9 (f)). Of the initial number issued of 13,125,002, 277,313 have been exercised at $0.80, 3,652,211 have been exercised at $0.65 and the remaining balances of 9,195,478 were the subject of a tender offer (note 8). | |||||||||||||||||||||||||||||||||||||||||||||
vi) | The Dividend Warrants are exercisable at $1.25 per warrant until January 24, 2018. | |||||||||||||||||||||||||||||||||||||||||||||
vii) | The Placement Agent Warrants are exercisable at $0.80 per warrant until March 6, 2018 but can be exercised on a cashless basis. The Placement Agent Warrants were all issued on March 6, 2013. | |||||||||||||||||||||||||||||||||||||||||||||
viii) | The warrants are exercisable on a cashless basis at a price of $1.76 per warrant until September 12, 2018. | |||||||||||||||||||||||||||||||||||||||||||||
Schedule of common stock issued and outstanding | Shares of common stock | Common stock | Additional paid-in capital | |||||||||||||||||||||||||||||||||||||||||||
outstanding | ||||||||||||||||||||||||||||||||||||||||||||||
Warrants | ||||||||||||||||||||||||||||||||||||||||||||||
Balance – June 30, 2014 | 35,992,343 | 35,992 | 13,286,278 | 6,200,445 | ||||||||||||||||||||||||||||||||||||||||||
Exercise of Investor Warrants – net of issue costs | 1,986,074 | 1,986 | 1,264,191 | - | ||||||||||||||||||||||||||||||||||||||||||
Reclassification of derivative liability to equity on exercise of warrants | - | - | 391.422 | - | ||||||||||||||||||||||||||||||||||||||||||
Shares issued upon warrant exchange | 414,889 | 415 | 397,540 | - | ||||||||||||||||||||||||||||||||||||||||||
Reclassification of derivative liability to equity on amendment of warrant terms | - | - | 975,278 | - | ||||||||||||||||||||||||||||||||||||||||||
Shares issued for services | 187,000 | 187 | 181,000 | - | ||||||||||||||||||||||||||||||||||||||||||
Expiration of Broker Warrants | - | - | 12,640 | (12,640 | ) | |||||||||||||||||||||||||||||||||||||||||
Reclassification of stock option liability upon forfeiture of stock options | - | - | 38,038 | - | ||||||||||||||||||||||||||||||||||||||||||
Stock-based compensation | - | - | 78,694 | - | ||||||||||||||||||||||||||||||||||||||||||
Balance – December 31, 2014 | 38,580,306 | 38,580 | 16,625,081 | 6,187,805 | ||||||||||||||||||||||||||||||||||||||||||
Current_and_Future_Income_Taxe1
Current and Future Income Taxes (Tables) | 6 Months Ended | ||||||||||||
Jun. 30, 2014 | |||||||||||||
Current and Future Income Taxes [Abstract] | |||||||||||||
Schedule of taxable income | Expiry date | $ | |||||||||||
2029 | 70,637 | ||||||||||||
2030 | 1,131,510 | ||||||||||||
2031 | 1,229,147 | ||||||||||||
2033 | 4,121,312 | ||||||||||||
2034 | 2,398,163 | ||||||||||||
Components of future tax assets | June 30, | December 31, | December 31, | ||||||||||
2014 | 2013 | 2012 | |||||||||||
$ | $ | $ | |||||||||||
Non-capital losses carried forward | 2,686,530 | 1,822,341 | 323,910 | ||||||||||
Financing costs | 7,737 | 4,115 | 4,302 | ||||||||||
Scientific research and development | 144,235 | 121,490 | 11,193 | ||||||||||
2,838,502 | 1,947,946 | 339,405 | |||||||||||
Valuation allowance | (2,838,502 | ) | (1,947,946 | ) | (339,405 | ) | |||||||
Net future tax assets | - | - | - | ||||||||||
Schedule of difference between income tax rate and statutory income tax rate | June 30, | December 31, | December 31, | ||||||||||
2014 | 2013 | 2012 | |||||||||||
$ | $ | $ | |||||||||||
Tax recovery at statutory income tax rates | (989,430 | ) | (2,818,834 | ) | (324,049 | ) | |||||||
Permanent differences | 110,113 | 979,359 | 133,365 | ||||||||||
Effect of rate differentials between jurisdictions | 149,219 | 320,965 | - | ||||||||||
Other | (8,713 | ) | - | 13,087 | |||||||||
Effect of tax rate changes on future taxes | - | (305,647 | ) | - | |||||||||
Change in valuation allowance | 738,811 | 1,824,157 | 177,597 | ||||||||||
- | - | - |
Financial_Risk_Management_Tabl
Financial Risk Management (Tables) | 6 Months Ended | ||||||||||||
Jun. 30, 2014 | |||||||||||||
Financial Risk Management [Abstract] | |||||||||||||
Balances in foreign currency | June 30, | December 31, | December 31, | ||||||||||
2014 | 2013 | 2012 | |||||||||||
balances | balances | balances | |||||||||||
CA$ | CA$ | CA$ | |||||||||||
Trade payables | 136,825 | 95,835 | 359,088 | ||||||||||
Cash | 65,513 | 75,474 | 17,873 | ||||||||||
Fair value of off-balance sheet risks | Cash and | Insured | Non-insured | ||||||||||
cash | amount | amount | |||||||||||
equivalents | $ | $ | |||||||||||
$ | |||||||||||||
4,759,711 | 61,366 | 4,698,345 |
Financial_Instruments_Tables
Financial Instruments (Tables) | 6 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Fair Value Disclosures [Abstract] | |||||||
Schedule of derivative liabilities under the fair value hierarchy | 31-Dec-14 | ||||||
Liability | Level 1 | Level 2 | Level 3 | ||||
Derivative liability | - | - | 1,567,291 | ||||
30-Jun-14 | |||||||
Liability | Level 1 | Level 2 | Level 3 | ||||
Derivative liability | - | - | 3,329,367 | ||||
Nature_of_Operations_and_Liqui1
Nature of Operations and Liquidity Risk (Details) (USD $) | 0 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||
Aug. 08, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||
Nature of Operations and Liquidity Risk [Abstract] | |||||||||||
Net and comprehensive loss (income) for the period | $1,076,759 | $865,976 | $2,399,120 | ($2,798,908) | ($5,928,256) | ($14,218,945) | ($8,290,689) | ($2,400,363) | |||
Accumulated deficit | 21,064,623 | 15,864,506 | 21,064,623 | 18,663,414 | 15,864,506 | 15,864,506 | 3,842,133 | ||||
Cash and cash equivalents | 3,958,439 | 4,136,803 | 3,958,439 | 4,759,711 | 4,136,803 | 6,282,992 | 4,136,803 | 17,782 | 15,018 | ||
Net proceeds from exercise of warrants | $2,725,916 | $1,266,177 | $2,480,750 | ||||||||
Number of warrants exercised | -1,986,074 | [1] | |||||||||
[1] | During the six months ended December 31, 2014, 1,986,074 Investor Warrants were exercised for 1,986,074 shares of common stock (note 5). |
Significant_Accounting_Policie3
Significant Accounting Policies (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Level 1 | |||
Liability | |||
Derivative liability | |||
Level 2 | |||
Liability | |||
Derivative liability | |||
Level 3 | |||
Liability | |||
Derivative liability | $3,329,367 | $4,402,306 | $121,000 |
Significant_Accounting_Policie4
Significant Accounting Policies (Details Textual) (USD $) | 12 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Apr. 06, 2010 | |
Significant Accounting Policies [Line Items] | ||||||||
Net proceeds from short term financing | $8,575,000 | |||||||
Prototype drug product | ||||||||
Common stock | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Number of shares outstanding for issue from the Trust | 1,590,625 | 1,743,750 | ||||||
Antidilutive securities excluded from computation of earnings per share | 15,409,745 | 24,864,009 | ||||||
Stock Options | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Antidilutive securities excluded from computation of earnings per share | 28,104,009 | 3,415,000 | 3,240,000 | 21,919,699 | 4,380,000 | |||
Warrants | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Antidilutive securities excluded from computation of earnings per share | 28,104,009 | 21,919,699 | 4,380,000 |
Reverse_Acquisition_Details
Reverse Acquisition (Details) (Reverse Acquisition, DelMar (BC), USD $) | Jun. 30, 2014 |
Reverse Acquisition | DelMar (BC) | |
Schedule Of Reverse Acquisition [Line Items] | |
Net liabilities (derivative liability) | $2,041,680 |
Reverse_Acquisition_Detail_Tex
Reverse Acquisition (Detail Textuals) (Exchange Agreement (the "Reverse Acquisition"), DelMar Pharmaceuticals (BC) Ltd., USD $) | 12 Months Ended | 1 Months Ended |
Dec. 31, 2013 | Jan. 25, 2013 | |
Schedule Of Reverse Acquisition [Line Items] | ||
Recapitalization loss on reverse acquisition | $3,731,684 | |
Common stock | ||
Schedule Of Reverse Acquisition [Line Items] | ||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 13,070,000 | |
Outstanding warrants to purchase common shares | 3,360,000 | |
Percentage of outstanding shares of common stock | 80.10% | |
Fair value of the shares issued | $1,690,004 | |
Common stock | Stock Options | ||
Schedule Of Reverse Acquisition [Line Items] | ||
Outstanding option to purchase common shares | 1,020,000 | |
United States Residents | Common stock | ||
Schedule Of Reverse Acquisition [Line Items] | ||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 4,340,417 | |
Canadian Residents | Common stock | ||
Schedule Of Reverse Acquisition [Line Items] | ||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 8,729,583 |
Valent_Technologies_LLC_Agreem1
Valent Technologies LLC Agreement (Detail Textuals) | 3 Months Ended | 6 Months Ended | 12 Months Ended | 1 Months Ended | 1 Months Ended | 3 Months Ended | 6 Months Ended | 1 Months Ended | 6 Months Ended | 0 Months Ended | |||||||||||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2014 | Jun. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Jan. 25, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 03, 2011 | Feb. 01, 2012 | Sep. 12, 2010 | Sep. 12, 2010 | |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Warrants | Series A Preferred Stock [Member] | Series A Preferred Stock [Member] | Series A Preferred Stock [Member] | Valent Technologies, LLC | Valent Technologies, LLC | Valent Technologies, LLC | Valent Technologies, LLC | Valent Technologies, LLC | Valent Technologies, LLC | DelMar Pharmaceuticals, Inc | Loan agreement | Loan agreement | Loan agreement | Loan agreement | Loan agreement | Assignment Agreement | Assignment Agreement | |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Series A Preferred Stock [Member] | Valent Technologies, LLC | Valent Technologies, LLC | Valent Technologies, LLC | Valent Technologies, LLC | Valent Technologies, LLC | USD ($) | Valent Technologies, LLC | |||||||||||||||
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Warrants | USD ($) | |||||||||||||||||||||
CAD | |||||||||||||||||||||||||||
Agreement [Line Items] | |||||||||||||||||||||||||||
Consideration to acquire the prototype drug product | $250,000 | ||||||||||||||||||||||||||
Leaset amount of financing transaction | 2,000,000 | ||||||||||||||||||||||||||
Issuance of common shares to Valent for future royalty reduction | 1,150,000 | ||||||||||||||||||||||||||
Loan amount | 250,000 | ||||||||||||||||||||||||||
Unsecured loan interest bearing rate | 3.00% | ||||||||||||||||||||||||||
Loan payable | 264,352 | 278,530 | 276,439 | 272,372 | 264,352 | ||||||||||||||||||||||
Aggregate accrued interest | 28,530 | 26,439 | 22,372 | 14,352 | |||||||||||||||||||||||
Number of warrants issued | 200,000 | 500,000 | |||||||||||||||||||||||||
Exercise price of warrants (in Canadian dollars per warrant) | $0.65 | $0.65 | 0.5 | ||||||||||||||||||||||||
Fair value of the contingent warrants | 89,432 | ||||||||||||||||||||||||||
Maturity date of loan | 30-Jun-19 | ||||||||||||||||||||||||||
Term of loan | 5 years | ||||||||||||||||||||||||||
Preferred stock, issued | 278,530 | 278,530 | 278,530 | ||||||||||||||||||||||||
Preferred Stock, par value (in dollars per share) | $0.00 | $0.00 | $0.00 | $0.00 | $0.00 | $0.00 | $0.00 | $1 | |||||||||||||||||||
Preferred stock, dividend rate percentage | 3.00% | ||||||||||||||||||||||||||
Interest expense | -2,044 | -2,091 | 4,067 | -4,073 | 3,947 | 8,020 | 7,521 | ||||||||||||||||||||
Dividend Payable | 2,089 | 2,089 | |||||||||||||||||||||||||
Accrued dividend payable | 2,089 | 2,089 | |||||||||||||||||||||||||
Loans payable to accured interest | $2,091 | $2,044 | $4,073 |
Taxes_and_Other_Receivables_De
Taxes and Other Receivables (Details) (USD $) | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Schedule of taxes and other receivables | ||||
Government grants | $562 | $34,168 | ||
Other receivables | 9,010 | 11,062 | 11,331 | |
Taxes and other receivables | $14,082 | $9,572 | $11,062 | $45,499 |
Taxes_and_Other_Receivables_De1
Taxes and Other Receivables (Details Textual) (IRAP) | 6 Months Ended | 7 Months Ended | 12 Months Ended | 0 Months Ended | |||
Jun. 30, 2014 | Nov. 30, 2012 | Nov. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 15, 2017 | Jun. 15, 2017 | |
USD ($) | USD ($) | CAD | USD ($) | USD ($) | Subsequent Event [Member] | Subsequent Event [Member] | |
USD ($) | CAD | ||||||
Schedule of Taxes and Other Receivables [Line Items] | |||||||
Maximum amount of reimbursement for research and development costs | $48,245 | 48,000 | $182,093 | 194,398 | |||
Aggregate total amount of reimbursement | 562 | 40,542 | |||||
Reimbursement received | 6,374 | ||||||
Reimbursement receivable | 34,168 | ||||||
Amount lapsed under grant | $7,703 |
Accounts_Payable_and_Accrued_L2
Accounts Payable and Accrued Liabilities (Details) (USD $) | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Accounts payable and accrued liabilities [Abstract] | ||||
Trade payables | $244,906 | $140,457 | $677,615 | |
Payable to related parties (note 10) | 37,659 | 54,960 | 109,030 | 447,777 |
Accounts payable and accrued liabilities total | $256,527 | $244,906 | $140,457 | $677,615 |
Accounts_Payable_and_Accrued_L3
Accounts Payable and Accrued Liabilities (Details Textual) (Common Stock [Member]) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2012 | |
USD ($) | CAD | |
Accounts Payable And Accrued Liabilities [Line Items] | ||
Issuance of stock for settlement of accounts payable (in shares) | 500,000 | 500,000 |
Issuance of shares for settlement of accounts payable | $253,050 | 250,000 |
Related_Party_Transactions_Det
Related Party Transactions (Details Textual) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | |
Related Party Transaction [Line Items] | |||||||||
Cash compensation to officers | $192,000 | $220,704 | $454,549 | ||||||
Aggregate amount owing to officers and directors for fees and expenses | 37,659 | 109,030 | 37,659 | 54,960 | 109,030 | 109,030 | 447,777 | ||
Loan payable, current | 264,352 | ||||||||
Interest expense | -2,044 | -2,091 | 4,067 | -4,073 | 3,947 | 8,020 | 7,521 | ||
Director fees recognized | 48,500 | 15,000 | 44,333 | ||||||
Valent Technologies, LLC | |||||||||
Related Party Transaction [Line Items] | |||||||||
Loan payable, current | 272,372 | 276,439 | 272,372 | 272,372 | 278,530 | ||||
Interest expense | 26,439 | 3,947 | 22,372 | ||||||
Officer and Director | Accounts Payable | |||||||||
Related Party Transaction [Line Items] | |||||||||
Aggregate amount owing to officers and directors for fees and expenses | 65,023 | 65,023 | 65,023 | ||||||
Officer and Director | Consulting Agreement | |||||||||
Related Party Transaction [Line Items] | |||||||||
Cash compensation to officers | 265,000 | 215,000 | |||||||
Aggregate amount owing to officers and directors for fees and expenses | 37,659 | 37,659 | 54,960 | ||||||
Director fees recognized | $48,500 | $29,333 |
Related_Party_Transactions_Det1
Related Party Transactions (Details Textual 1) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | 1 Months Ended | ||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 25, 2013 | Sep. 30, 2014 | |
Related Party Transaction [Line Items] | ||||||||||
Cash compensation to officers | $192,000 | $220,704 | $454,549 | |||||||
Loan payable, current | 264,352 | |||||||||
Interest expense | -2,044 | -2,091 | 4,067 | -4,073 | 3,947 | 8,020 | 7,521 | |||
Stock issued in exchange for reduction in royalties | 1,150,000 | 1,150,000 | ||||||||
Director fees recognized | 48,500 | 15,000 | 44,333 | |||||||
Valent Technologies, LLC | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Loan payable, current | 272,372 | 276,439 | 272,372 | 272,372 | 278,530 | |||||
Interest expense | 26,439 | 3,947 | 22,372 | |||||||
Stock issued in exchange for reduction in royalties | 1,150,000 | |||||||||
Payments of stock issuance costs | $598,000 | $598,000 |
Related_Party_Transactions_Det2
Related Party Transactions (Details Textual 2) | 6 Months Ended | 12 Months Ended | 12 Months Ended | 17 Months Ended | ||||||||||
Dec. 31, 2014 | Dec. 31, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | |
USD ($) | CAD | USD ($) | Valent Technologies, LLC | Director | Director | Director | Officer and Director | Officer and Director | Officer and Director | Officer and Director | Officer and Director | |||
USD ($) | USD ($) | CAD | Consulting Agreement | USD ($) | Consulting Agreement | Consulting Agreement | Consulting Agreement | Consulting Agreement | ||||||
USD ($) | USD ($) | CAD | USD ($) | CAD | ||||||||||
Agreements | ||||||||||||||
Unit | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Monthly payment to officers and directors | $27,022 | 27,000 | $26,550 | 27,000 | ||||||||||
Number of agreements | 2 | 2 | ||||||||||||
Number of units issued for services and settlement of accounts payable | 360,000 | 360,000 | ||||||||||||
Value for units issued for services | 117,275 | 180,144 | ||||||||||||
Value for units issued per month | 15,012 | 15,000 | ||||||||||||
Total expenses recognized from related party transaction | 180,144 | |||||||||||||
General and administrative expenses from transactions with related party | 60,389 | |||||||||||||
Research and development expenses from transactions with related party | 119,755 | |||||||||||||
Aggregate cash compensation | 12,006 | 12,000 | ||||||||||||
Clinical development costs included in accounts payable | 314,119 | |||||||||||||
Cash compensation paid to two individuals | 144,072 | 144,000 | ||||||||||||
Related party payables | 133,658 | |||||||||||||
Value issued for settlement of accounts payable | 253,050 | |||||||||||||
Loan payable, including accrued interest | 264,352 | 264,352 | ||||||||||||
Accounts payable to director | $25,000 | |||||||||||||
Stock options granted | 825,000 | 825,000 | 1,410,000 | |||||||||||
Exercise price | $0.43 | 0.5 | $0.47 | 0.5 | $1.05 | |||||||||
Stock issued in exchange for reduction in royalties | 1,150,000 | 1,150,000 | ||||||||||||
Number of options granted in equal tranches to director | 450,000 | 450,000 | ||||||||||||
Shares transferred from DelMar Employee Share Purchase Trust to officers and directors. | 1,390,625 | 1,390,625 |
Derivative_Liability_Details
Derivative Liability (Details) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Schedule Of Derivative Liabilities [Roll Forward] | ||||||||
Opening balance | $3,329,367 | $4,402,306 | $4,402,306 | $121,000 | $121,000 | |||
Change in fair value of warrants | -435,200 | -372,487 | -66,606 | -166,388 | -8,466,826 | -7,142,775 | 1,324,051 | 318,502 |
Change in fair value of derivative liability due to change in warrant terms | 143,532 | -23,658 | -111,179 | |||||
Reclassification to equity upon amendment of warrants | -975,278 | |||||||
Reclassification to equity upon exchange of warrants | -305,112 | |||||||
Reclassification to equity upon exercise of warrants | -391,422 | -1,128,148 | -1,128,148 | -241,715 | ||||
Issuance of units | 3,681,372 | 333,356 | ||||||
Dividend warrant liability acquired on reverse acquisition | 2,041,680 | |||||||
Warrants issued for services | 124,020 | 49,379 | ||||||
Change in fair value due to tender offer | -111,179 | |||||||
Closing balance | $1,567,291 | $4,402,306 | $1,567,291 | $3,329,367 | $4,402,306 | $4,402,306 | $4,402,306 | $121,000 |
Derivative_Liability_Details_T
Derivative Liability (Details Textual) | 0 Months Ended | 1 Months Ended | 0 Months Ended | 6 Months Ended | 12 Months Ended | |||||||
10-May-12 | Oct. 07, 2011 | Oct. 03, 2011 | Feb. 27, 2012 | Jan. 23, 2012 | Nov. 11, 2011 | Dec. 31, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Unit | Unit | Unit | Unit | Unit | Unit | USD ($) | USD ($) | CAD | USD ($) | USD ($) | USD ($) | |
Unit | ||||||||||||
Derivative liability [Abstract] | ||||||||||||
Number of units issued for services in settlement of accounts payable | 50,000 | 100,000 | 500,000 | 560,000 | 4,150,000 | 50,000 | 5,410,000 | 5,410,000 | ||||
Cash proceeds for units issued for services in settlement of accounts payable | $2,671,923 | 2,705,000 | ||||||||||
Proceeds of units issued held in escrow | 3,000,000 | 3,000,000 | ||||||||||
Common stock shares issued on exercise of warrants | 20,000 | 20,000 | 221,000 | |||||||||
Number of warrants of exercised | 20,000 | 20,000 | 221,000 | 221,000 | ||||||||
Reclassification to equity upon exercise of warrants | ($391,422) | ($1,128,148) | ($1,128,148) | ($241,715) |
Derivative_Liability_Details_T1
Derivative Liability (Details Textual 1) | 0 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 6 Months Ended | 0 Months Ended | 6 Months Ended | 1 Months Ended | 6 Months Ended | 12 Months Ended | 0 Months Ended | 6 Months Ended | 0 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | ||||||||||||||||
Aug. 08, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 25, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2014 | Jun. 30, 2014 | Jun. 06, 2014 | Jun. 30, 2014 | Jun. 09, 2014 | Aug. 08, 2014 | Dec. 31, 2014 | Jun. 06, 2014 | Dec. 31, 2014 | Jun. 06, 2014 | Oct. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Aug. 08, 2014 | Dec. 31, 2014 | Jun. 30, 2014 | Aug. 08, 2014 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2014 | |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Subsequent Event [Member] | Subsequent Event [Member] | Common stock | Common stock | Investor Warrants | Investor Warrants | Investor Warrants | Investor Warrants | Investor Warrants | Investor Warrants | Investor Warrants | Investor Warrants | Dividend Warrants | Dividend Warrants | Warrants Issued for Services | Warrants Issued for Services | Amended Warrants | Amended Warrants | Amended Warrants | Amended Warrants | Investor Warrant Exercises | Investor Warrant Exercises | Investor Warrant Exchange | ||
CAD | USD ($) | USD ($) | USD ($) | USD ($) | Subsequent Event [Member] | Maximum [Member] | Maximum [Member] | Minimum [Member] | Minimum [Member] | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Subsequent Event [Member] | USD ($) | USD ($) | USD ($) | |||||||||||||||
WarrantUnit | USD ($) | USD ($) | USD ($) | USD ($) | WarrantUnit | USD ($) | |||||||||||||||||||||||||||
Derivative [Line Items] | |||||||||||||||||||||||||||||||||
Number of warrants issued | 277,313 | 300,000 | 414,889 | ||||||||||||||||||||||||||||||
Number of warrants of exercised | 221,000 | 20,000 | 221,000 | 221,000 | 92,000 | 762,227 | |||||||||||||||||||||||||||
Net proceeds from the exercise of warrants | $2,725,916 | $1,266,177 | $2,480,750 | $2,255,240 | $221,850 | $470,676 | $470,676 | $795,501 | $3,886,736 | ||||||||||||||||||||||||
Dividend warrants exercise price | $1.25 | $1.25 | |||||||||||||||||||||||||||||||
Number of dividend warrants issued | 3,250,007 | ||||||||||||||||||||||||||||||||
Reclassification of derivative liability to equity upon exercise of Investor Warrants (note 8) | 1,110,548 | 984,484 | 126,064 | 391,422 | |||||||||||||||||||||||||||||
Reclassification of derivative liability to equity upon the exchange of Investor Warrants (note 5) | -305,112 | ||||||||||||||||||||||||||||||||
Reclassification of derivative liability to equity upon the amendment of Dividend Warrants (note 5) | -975,278 | 975,278 | |||||||||||||||||||||||||||||||
Loss on exchange of warrants | 92,843 | 92,843 | |||||||||||||||||||||||||||||||
Number of warrants outstanding | 2,189,000 | 18,732,485 | 2,189,000 | 2,189,000 | 9,195,478 | 9,195,478 | 8,433,251 | 5,964,738 | |||||||||||||||||||||||||
Exercise Price | $0.65 | $0.65 | 0.5 | $0.80 | $0.80 | $0.80 | $0.65 | $0.65 | $1.25 | $1.76 | $1.76 | $0.65 | $0.80 | ||||||||||||||||||||
Common stock shares issued on exercise of warrants | 20,000 | 221,000 | 3,652,211 | 277,313 | 1,223,847 | 1,244,666 | |||||||||||||||||||||||||||
Number of warrants expired | 2,169,000 | 1,223,847 | 5,195,598 | ||||||||||||||||||||||||||||||
Term of warrants | 5 years | 5 years | 5 years | ||||||||||||||||||||||||||||||
Warrant liability description of warrants expired | On January 25, 2014, the remaining 2,169,000 of these warrants expired. All of the CA$0.50 warrants outstanding at December 31, 2013 have now either been exercised or have expired as at June 30, 2014. | ||||||||||||||||||||||||||||||||
Number of units issued | 13,125,002 | 300,000 | |||||||||||||||||||||||||||||||
Exercise of CA $0.50 unit warrants | 0.5 | 0.5 | 0.8 | ||||||||||||||||||||||||||||||
Proceeds of units issued | 10,500,000 | ||||||||||||||||||||||||||||||||
Number of common stock consisted in each unit | 1 | ||||||||||||||||||||||||||||||||
Number of warrant consisted in each unit | 1 | ||||||||||||||||||||||||||||||||
Warrants, redemption price per share | 0.001 | 0.001 | |||||||||||||||||||||||||||||||
Minimum closing price per share | $1.60 | $2.50 | |||||||||||||||||||||||||||||||
Number of consecutive trading days | 20 days | 20 days | |||||||||||||||||||||||||||||||
Warrants exercisable description | Dividend Warrants are exercisable at $1.25 per share until January 24, 2018. | 762,227 | (i) reduce the exercise price of the Investor Warrants from $0.80 per share to $0.65 per share of common stock in cash, (ii) shorten the exercise period of the Investor Warrants so that they expire concurrently with the expiration of the Offer to Amend and Exercise at 5:00 p.m. (Pacific Time) on August 8, 2014, as may be extended by the Company in its sole discretion ("Expiration Date"), (iii) delete the price-based anti-dilution provisions contained in the Investor Warrants, (iv) restrict the ability of the holder of shares issuable upon exercise of the Amended Warrants to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any of such shares without the prior written consent of the Company for a period of time twenty (20) days after the Expiration Date (the " Lock-Up Period ") | (i) reduce the exercise price of the Investor Warrants from $0.80 per share to $0.65 per share of common stock in cash, (ii) shorten the exercise period of the Investor Warrants so that they expire concurrently with the expiration of the Offer to Amend and Exercise at 5:00 p.m. (Pacific Time) on August 8, 2014, as may be extended by the Company in its sole discretion ("Expiration Date"), (iii) delete the price-based anti-dilution provisions contained in the Investor Warrants, (iv) restrict the ability of the holder of shares issuable upon exercise of the Amended Warrants to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any of such shares without the prior written consent of the Company for a period of time twenty (20) days after the Expiration Date (the " Lock-Up Period ") | |||||||||||||||||||||||||||||
Average trading volume of shares per day | 50,000 | ||||||||||||||||||||||||||||||||
Warrants, redemption description | Dividend Warrants will be redeemable by the Company at a price of $0.001 per Dividend Warrant at any time commencing 18 months following the date of issuance subject to the conditions that (i) the Company's common stock has traded for twenty (20) consecutive trading days with a closing price of at least $2.50 per share and (ii) the underlying shares of common stock are registered. | ||||||||||||||||||||||||||||||||
Warrants redemption period description | Dividend Warrants may be redeemed by the Company upon not less than ninety (60) days nor more than ninety (90) days prior written notice. | ||||||||||||||||||||||||||||||||
Warrants issued for services | 124,020 | 124,020 | 49,379 | 124,020 | |||||||||||||||||||||||||||||
Agent fee of warrants | $118,697 | $24,772 | $24,772 | ||||||||||||||||||||||||||||||
Percentage of agent fee of warrant | 5.00% | 5.00% | 5.00% |
Derivative_Liability_Details_T2
Derivative Liability (Details Textual 2) | 6 Months Ended | |
Dec. 31, 2014 | Jun. 30, 2014 | |
Warrants | ||
Derivative [Line Items] | ||
Fair value assumptions dividend rate | 0.00% | |
Fair value assumptions volatility rate | 72.80% | |
Fair value assumptions risk free rate | 0.09% | |
Fair value assumptions expected term | 1 month | |
Fair value assumptions valuation model | simulated probability valuation model | |
Dividend Warrants | ||
Derivative [Line Items] | ||
Fair value assumptions dividend rate | 0.00% | |
Fair value assumptions volatility rate | 75.00% | |
Fair value assumptions risk free rate | 1.19% | |
Fair value assumptions expected term | 3 years 6 months | |
Fair value assumptions valuation model | simulated probability valuation model | |
Investor Warrants | ||
Derivative [Line Items] | ||
Fair value assumptions dividend rate | 0.00% | |
Fair value assumptions volatility rate | 75.00% | |
Fair value assumptions risk free rate | 1.19% | |
Fair value assumptions expected term | 3 years 6 months | |
Fair value assumptions valuation model | simulated probability valuation model | |
Warrants Issued for Services | ||
Derivative [Line Items] | ||
Fair value assumptions dividend rate | 0.00% | 0.00% |
Fair value assumptions volatility rate | 74.00% | 76.00% |
Fair value assumptions risk free rate | 1.49% | 1.38% |
Fair value assumptions expected term | 3 years 6 months | 4 years 3 months |
Fair value assumptions valuation model | simulated probability valuation model | |
Investor Warrant Exchange | ||
Derivative [Line Items] | ||
Fair value assumptions dividend rate | 0.00% | |
Fair value assumptions volatility rate | 73.00% | |
Fair value assumptions risk free rate | 1.34% | |
Fair value assumptions expected term | 3 years |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 6 Months Ended | 12 Months Ended | |||||
Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2010 | |
Schedule of Common Stock Issued and Outstanding [Line Items] | |||||||
Balance | $880,479 | ($817,978) | ($1,327,914) | ($1,327,914) | ($877,133) | ($1,516) | |
Reclassification of derivative liability to equity on exercise of warrants | 391,422 | ||||||
Reclassification of derivative liability to equity on amendment of warrant terms | -975,278 | ||||||
Shares issued for services | 587,000 | 1,043,557 | 75,800 | ||||
Stock-based compensation | 78,694 | 300,967 | 78,694 | 211,673 | 890,648 | 272,594 | |
Balance | 2,086,551 | 880,479 | -817,978 | -817,978 | -1,327,914 | -1,516 | |
Common Stock [Member] | |||||||
Schedule of Common Stock Issued and Outstanding [Line Items] | |||||||
Balance | 35,992 | 31,535 | 13,050 | 13,050 | 9,059 | 8,256 | |
Balance (in shares) | 35,992,343 | ||||||
Exercise of Investor Warrants - net of issue costs | 1,986 | ||||||
Exercise Of Investor Warrants Shares | 1,986,074 | ||||||
Reclassification of derivative liability to equity on exercise of warrants | |||||||
Shares issued upon warrant exchange | 415 | ||||||
Shares issued upon warrant exchange, shares | 414,889 | ||||||
Reclassification of derivative liability to equity on amendment of warrant terms | |||||||
Shares issued for services | 187 | 500 | 615 | 140 | |||
Shares issued for services, shares | 187,000 | 500,000 | 615,000 | 140,000 | |||
Expiration of Broker Warrants | |||||||
Reclassification of stock option liability upon forfeiture of stock options | |||||||
Stock-based compensation | |||||||
Balance | 38,580 | 35,992 | 31,535 | 31,535 | 13,050 | 8,256 | |
Balance (in shares) | 38,580,306 | 35,992,343 | |||||
Additional Paid-in Capital [Member] | |||||||
Schedule of Common Stock Issued and Outstanding [Line Items] | |||||||
Balance | 13,286,278 | 8,791,715 | 2,326,885 | 2,326,885 | 513,279 | 125,905 | |
Exercise of Investor Warrants - net of issue costs | 1,264,191 | ||||||
Reclassification of derivative liability to equity on exercise of warrants | 391,422 | ||||||
Shares issued upon warrant exchange | 397,540 | ||||||
Reclassification of derivative liability to equity on amendment of warrant terms | 975,278 | ||||||
Shares issued for services | 181,000 | 587,000 | 1,042,942 | 75,660 | |||
Expiration of Broker Warrants | 12,640 | ||||||
Reclassification of stock option liability upon forfeiture of stock options | 38,038 | ||||||
Stock-based compensation | 78,694 | 300,967 | 890,648 | 272,594 | |||
Balance | 16,625,081 | 13,286,278 | 8,791,715 | 8,791,715 | 2,326,885 | 125,905 | |
Warrant [Member] | |||||||
Schedule of Common Stock Issued and Outstanding [Line Items] | |||||||
Balance | 6,200,445 | 6,202,100 | 153,106 | 153,106 | |||
Shares issued for services | |||||||
Expiration of Broker Warrants | -12,640 | ||||||
Stock-based compensation | |||||||
Balance | $6,187,805 | $6,200,445 | $6,202,100 | $6,202,100 | $153,106 |
Stockholders_Equity_Details_1
Stockholders' Equity (Details 1) | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
USD ($) | CAD | Stock Options | Stock Options | Stock Options | Stock Options | |
USD ($) | USD ($) | USD ($) | USD ($) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||||
Beginning Balance | 3,187,214 | 3,240,000 | 1,020,000 | |||
Issued | 825,000 | 825,000 | 300,000 | 2,340,000 | 1,020,000 | |
Forfeited | -72,214 | -52,786 | -120,000 | |||
Ending Balance | 3,415,000 | 3,187,214 | 3,240,000 | 1,020,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||||||
Beginning balance (in Dollars per share) | $0.96 | $0.96 | $0.47 | |||
Issued (in Dollars per share) | $0.43 | 0.5 | $1 | $1.15 | $0.47 | |
Forfeited (in Dollars per share) | $0.58 | $0.47 | $0.47 | |||
Ending balance (in Dollars per share) | $0.97 | $0.96 | $0.96 | $0.47 |
Stockholders_Equity_Details_2
Stockholders' Equity (Details 2) (Common Stock [Member]) | 9 Months Ended | 12 Months Ended | |||
Dec. 31, 2010 | Dec. 31, 2012 | Dec. 31, 2011 | Jun. 30, 2014 | Dec. 31, 2013 | |
Common Stock [Member] | |||||
Common Stock Issued And Outstanding [Roll Forward] | |||||
Beginning balance | 1,590,625 | 1,743,750 | |||
Shares issued to the DelMar Employee Share Purchase Trust | 2,000,000 | ||||
Shares transferred to employees and consultants for services | -325,000 | -1,590,625 | -200,000 | ||
Founders shares acquired by the Trust | 68,750 | 46,875 | |||
Ending balance | 1,743,750 | 1,590,625 |
Stockholders_Equity_Details_3
Stockholders' Equity (Details 3) (Stock Options, USD $) | 6 Months Ended | ||||
Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of stock options outstanding | 3,415,000 | 3,187,214 | 3,240,000 | 1,020,000 | |
Weighted average exercise price (in Dollars per share) | $0.97 | $0.96 | $0.96 | $0.47 | |
Number of stock options exercisable | 2,770,306 | 2,451,533 | |||
Exercise price (in Dollars per share) | $0.96 | $0.96 | |||
0.43 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Exercise price (in Dollars per share) | $0.43 | ||||
Number of stock options outstanding | 825,000 | ||||
Weighted average remaining contractual life (years) | 7 years 1 month 13 days | ||||
Weighted average exercise price (in Dollars per share) | $0.43 | ||||
Number of stock options exercisable | 803,417 | ||||
Exercise price (in Dollars per share) | $0.45 | ||||
1.00 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Exercise price (in Dollars per share) | $1 | ||||
Number of stock options outstanding | 300,000 | ||||
Weighted average remaining contractual life (years) | 4 years 9 months | ||||
Weighted average exercise price (in Dollars per share) | $1 | ||||
Number of stock options exercisable | 50,000 | ||||
Exercise price (in Dollars per share) | $1 | ||||
1.05 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Exercise price (in Dollars per share) | $1.05 | $1.05 | |||
Number of stock options outstanding | 1,990,000 | 2,003,890 | |||
Weighted average remaining contractual life (years) | 8 years 7 months 13 days | 9 years 1 month 17 days | |||
Weighted average exercise price (in Dollars per share) | $1.05 | $1.05 | |||
Number of stock options exercisable | 1,616,889 | 1,352,640 | |||
Exercise price (in Dollars per share) | $1.05 | $1.05 | |||
0.47 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Exercise price (in Dollars per share) | $0.47 | ||||
Number of stock options outstanding | 883,324 | ||||
Weighted average remaining contractual life (years) | 7 years 8 months 23 days | ||||
Weighted average exercise price (in Dollars per share) | $0.47 | ||||
Number of stock options exercisable | 798,893 | ||||
Exercise price (in Dollars per share) | $0.47 | ||||
1.54 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Exercise price (in Dollars per share) | $1.54 | $1.54 | |||
Number of stock options outstanding | 180,000 | 180,000 | |||
Weighted average remaining contractual life (years) | 8 years 3 months | 8 years 9 months | |||
Weighted average exercise price (in Dollars per share) | $1.54 | $1.54 | |||
Number of stock options exercisable | 180,000 | 180,000 | |||
Exercise price (in Dollars per share) | $1.54 | $1.54 | |||
2.30 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Exercise price (in Dollars per share) | $2.30 | $2.30 | |||
Number of stock options outstanding | 120,000 | 120,000 | |||
Weighted average remaining contractual life (years) | 8 years 5 months 1 day | 8 years 11 months 1 day | |||
Weighted average exercise price (in Dollars per share) | $2.30 | $2.30 | |||
Number of stock options exercisable | 120,000 | 120,000 | |||
Exercise price (in Dollars per share) | $2.30 | $2.30 |
Stockholders_Equity_Details_4
Stockholders' Equity (Details 4) (Stock Options) | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Dividend rate | 0.00% | 0.00% | 0.00% | 0.00% |
Volatility | 74.00% | |||
Risk-free rate | 1.25% | 1.25% | 1.00% | 1.25% |
Term - years | 2 years 1 month 6 days | |||
Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Volatility | 73.80% | 73.00% | 73.00% | |
Term - years | 3 months | 6 months | 1 year | |
Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Volatility | 91.90% | 76.00% | 85.00% | |
Term - years | 2 years | 2 years 6 months | 3 years |
Stockholders_Equity_Details_5
Stockholders' Equity (Details 5) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock-based compensation expense | $30,383 | $340,403 | $79,323 | $306,165 | $580,279 | $522,930 | $1,103,209 | $272,594 |
Research and development | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock-based compensation expense | -8,077 | 163,514 | 13,056 | 144,587 | 213,589 | 309,136 | 522,725 | 196,281 |
General and administrative | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock-based compensation expense | $38,460 | $176,889 | $66,267 | $161,578 | $366,690 | $213,794 | $580,484 | $76,313 |
Stockholders_Equity_Details_6
Stockholders' Equity (Details 6) | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
USD ($) | CAD | Stock Options | Stock Options | Stock Options | Stock Options | |
USD ($) | USD ($) | USD ($) | USD ($) | |||
Share Based Compensation Arrangement By Share Based Payment Award Stock Options Unvested Number Of Shares [Roll Forward] | ||||||
Number of options unvested, beginning balance | 735,681 | 1,679,371 | 444,500 | |||
Number of options, granted | 825,000 | 825,000 | 300,000 | 2,340,000 | 1,020,000 | |
Number of options, vested | -318,773 | -890,904 | -985,129 | -575,500 | ||
Number of options, cancelled\Forfeited | -72,214 | -52,786 | -120,000 | |||
Number of options unvested, ending balance | 644,694 | 735,681 | 1,679,371 | 444,500 | ||
Share Based Compensation Arrangement By Share Based Payment Award Stock Options Unvested Weighted Average Exercise Price [Roll Forward] | ||||||
Weighted average exercise price unvested, beginning balance (in Dollars per share) | $0.98 | $1.08 | $0.47 | |||
Weighted average exercise price unvested, granted (in Dollars per share) | $0.43 | 0.5 | $1 | $1.15 | $0.47 | |
Weighted average exercise price unvested, vested (in Dollars per share) | $1.03 | $1.09 | $1.05 | $0.47 | ||
Weighted average exercise price unvested, cancelled\Forfeited (in Dollars per share) | $0.58 | $0.47 | $0.47 | |||
Weighted average exercise price unvested, ending balance (in Dollars per share) | $1.01 | $0.98 | $1.08 | $0.47 | ||
Share Based Compensation Arrangement By Share Based Payment Award Stock Options Unvested Weighted Average Grant Date Fair Value [Roll Forward] | ||||||
Weighted average grant date fair value, unvested, beginning balance (in Dollars per share) | $0.54 | $0.59 | $0.30 | |||
Weighted average grant date fair value, unvested, granted (in Dollars per share) | $0.25 | $0.63 | $0.30 | |||
Weighted average grant date fair value, unvested, vested (in Dollars per share) | $0.57 | $0.60 | $0.58 | $0.30 | ||
Weighted average grant date fair value, unvested, cancelled\Forfeited (in Dollars per share) | $0.36 | $0.49 | $0.30 | |||
Weighted average grant date fair value, unvested, ending balance (in Dollars per share) | $0.63 | $0.54 | $0.59 | $0.30 |
Stockholders_Equity_Details_7
Stockholders' Equity (Details 7) (USD $) | 6 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||||
Number Of Warrants [Roll Forward] | ||||||||
Beginning Balance | 18,732,485 | 6,000,000 | 950,000 | |||||
Broker warrants (i) | -92,000 | [1] | ||||||
Investor Warrants exercised (ii) | -1,986,074 | [2] | ||||||
Investor Warrants exchanged (iii) | -1,244,666 | [3] | ||||||
Warrants issued for patents | 500,000 | [4] | ||||||
Warrants issued as unit issue costs | 5,250,000 | [5] | 105,000 | [6] | ||||
Warrants issued for services | 345,000 | [7] | ||||||
Warrants exercised on a cashless basis | ($200,000) | [8] | ||||||
Expiry of broker warrants | -5,000 | [6] | ||||||
Exercise of broker warrants | -8,000 | [6] | ||||||
Ending Balance | 15,409,745 | 18,732,485 | 6,000,000 | 950,000 | ||||
Value of Warrants [Roll Forward] | ||||||||
Beginning Balance | 6,200,445 | 6,202,100 | 153,106 | |||||
Warrants issued for patents | 89,432 | [4] | ||||||
Warrants issued as unit issue costs | 6,288,594 | [5] | 14,295 | [6] | ||||
Warrants issued for services | 49,379 | [7] | ||||||
Warrants exercised on a cashless basis | -239,600 | [8] | ||||||
Expiry of broker warrants | -556 | [6] | ||||||
Exercise of broker warrants | -1,099 | [6] | ||||||
Ending Balance | $6,187,805 | $6,200,445 | $6,202,100 | $153,106 | ||||
[1] | During the six months ended December 31, 2014, 92,000 Broker Warrants expired. | |||||||
[2] | During the six months ended December 31, 2014, 1,986,074 Investor Warrants were exercised for 1,986,074 shares of common stock (note 5). | |||||||
[3] | During the six months ended December 31, 2014, 1,244,666 Investor Warrants were exchanged for 414,889 shares of common stock (notes 5 and 8). | |||||||
[4] | At December 31, 2011, the Company recognized the fair value of the 500,000 contingent Valent warrants (note 5). The contingent warrants were recognized in additional paid in capital at December 31, 2011 and have been reclassified to warrants when the warrants were issued on February 1, 2012. The warrants have an exercise price of CA$0.50 per warrant and expire February 1, 2017. | |||||||
[5] | As part of the Company's unit offering the Company has issued 5,250,000 Placement Agent Warrants (note 9 (f)). The Placement Agent Warrants have been recognized as non-cash issue costs and the costs have been allocated to common stock and derivative liability. The portion allocated to additional paid in capital was $4,087,586 and the portion allocated to derivative liability was $2,201,008. The Placement Agent warrants have been valued using a simulated probability valuation model using the following assumptions: dividend rate - 0%, volatility - 104%, risk free rate - 1.0% and a term of five years. | |||||||
[6] | The Company has issued broker warrants as finder's fees in relation to the issuance of certain Units. All of the warrants were issued on March 1, 2012 and have an exercise price of CA$0.50 per warrant. Of the total, 100,000 expire March 1, 2015 and 5,000 expired March 1, 2014. During the six months ended June 30, 2014, 8,000 broker warrants were exercised for proceeds of $3,660 (CA$4,000). | |||||||
[7] | The Company has issued 345,000 warrants for investor relations services. The warrants were issued on February 1, 2012 and they vested in 12 equal installments over a 12-month period commencing on March 1, 2012. The warrants have an exercise price of CA$0.50 per warrant and expire February 1, 2015. | |||||||
[8] | During the year ended December 31, 2013, 200,000 Placement Agent Warrants were exercised on a cashless basis for 123,810 shares of common stock. |
Stockholders_Equity_Details_8
Stockholders' Equity (Details 8) | Jun. 30, 2014 | Dec. 31, 2013 | |
Stockholders Equity Note [Line Items] | |||
Number of warrants outstanding | 18,732,485 | 2,189,000 | |
CA $0.50 warrants | |||
Stockholders Equity Note [Line Items] | |||
Number of warrants outstanding | [1] | ||
Issued as broker warrants | |||
Stockholders Equity Note [Line Items] | |||
Number of warrants outstanding | 92,000 | [2] | |
Issued for patents | |||
Stockholders Equity Note [Line Items] | |||
Number of warrants outstanding | 500,000 | [3] | |
Issued for services | |||
Stockholders Equity Note [Line Items] | |||
Number of warrants outstanding | 345,000 | [4] | |
Investor Warrants | |||
Stockholders Equity Note [Line Items] | |||
Number of warrants outstanding | 9,195,478 | [5] | |
Dividend Warrants | |||
Stockholders Equity Note [Line Items] | |||
Number of warrants outstanding | 3,250,007 | [6] | |
Placement Agent | |||
Stockholders Equity Note [Line Items] | |||
Number of warrants outstanding | 5,050,000 | [7] | |
Issued for services | |||
Stockholders Equity Note [Line Items] | |||
Number of warrants outstanding | 300,000 | [8] | |
[1] | Of the balance of 2,189,000 outstanding at December 31, 2013, 20,000 were exercised for no additional consideration and 2,169,000 expired on January 25, 2014 (note 8). | ||
[2] | The Company has issued broker warrants as finder's fees in relation to the issuance of certain of the CA$0.50 units issued during the years ended December 31, 2011 and 2012. All of the warrants were issued on March 1, 2012 and have an exercise price of CA$0.50 per warrant. Of the total, 100,000 expire March 1, 2015 and 5,000 expired March 1, 2014. During the six months ended June 30, 2014, 8,000 warrants were exercised for proceeds of $3,660 (CA$0.50). | ||
[3] | The Company issued 500,000 warrants to Valent (note 5). The warrants have an exercise price of CA$0.50 per warrant and expire February 1, 2017. | ||
[4] | The Company has issued 345,000 warrants for investor relations services. The warrants were issued on February 1, 2012 and they vested in 12 equal installments over a 12-month period commencing on March 1, 2012. The warrants have an exercise price of CA$0.50 per warrant and expire February 1, 2015. | ||
[5] | The Investor Warrants were issued as part of the Company's $0.80 unit offering. They were issued in tranches on January 25, 2013, January 31, 2013, February 8, 2013, February 21, 2013, February 28, 2013, March 1, 2013, and March 6, 2013 respectively (note 9 (f)). Of the initial number issued of 13,125,002, 277,313 have been exercised at $0.80, 3,652,211 have been exercised at $0.65 and the remaining balances of 9,195,478 are the subject of a tender offer (note 8). | ||
[6] | The Dividend Warrants are exercisable at $1.25 per warrant until January 24, 2018. | ||
[7] | The Placement Agent Warrants are exercisable at $0.80 per warrant until March 6, 2018 but can be exercised on a cashless basis. The Placement Agent Warrants were all issued on March 6, 2013. | ||
[8] | The warrants are exercisable on a cashless basis at a price of $1.76 per warrant until September 12, 2018. |
Stockholders_Equity_Detail_Tex
Stockholders' Equity (Detail Textuals) (USD $) | 6 Months Ended | 12 Months Ended | 1 Months Ended | 6 Months Ended | |||
Dec. 31, 2014 | Jun. 30, 2014 | Sep. 30, 2014 | Jan. 25, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Stockholders Equity Note [Line Items] | |||||||
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 | 0.001 | $0.00 | $0.00 | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | ||
Preferred stock, shares outstanding | 1 | 1 | 1 | ||||
Preferred Stock Special Voting Shares Issued | 1 | 1 | |||||
Common stock, shares authorized | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | ||
Common stock, par value (in dollars per share) | $0.00 | $0.00 | 0.001 | $0.00 | $0.00 | ||
Common stock, shares issued (in shares) | 38,580,306 | 35,992,343 | 35,992,343 | 31,534,819 | 13,050,000 | ||
Common stock, shares outstanding (in shares) | 38,580,306 | 35,992,343 | 35,992,343 | ||||
DelMar Pharmaceuticals, Inc | |||||||
Stockholders Equity Note [Line Items] | |||||||
Common stock, shares outstanding (in shares) | 3,250,007 | ||||||
DelMar Pharmaceuticals (BC) Ltd. | |||||||
Stockholders Equity Note [Line Items] | |||||||
Common stock, shares issued (in shares) | 3,250,007 | ||||||
Common stock, shares outstanding (in shares) | 3,250,007 | ||||||
Series A Preferred Stock [Member] | |||||||
Stockholders Equity Note [Line Items] | |||||||
Preferred stock, issued | 278,530 | 278,530 | |||||
Preferred stock, shares outstanding | 278,530 | ||||||
Preferred Stock, Dividend Rate, Percentage | 3.00% | ||||||
Canadian Residents | |||||||
Stockholders Equity Note [Line Items] | |||||||
Common stock, shares issued (in shares) | 7,044,583 | ||||||
Common stock, shares outstanding (in shares) | 7,044,583 | ||||||
Exchange Agreement (the "Reverse Acquisition") | |||||||
Stockholders Equity Note [Line Items] | |||||||
Number of shares acquired | 13,070,000 | ||||||
Exchange Agreement (the "Reverse Acquisition") | Series A Preferred Stock [Member] | |||||||
Stockholders Equity Note [Line Items] | |||||||
Preferred stock, par value (in dollars per share) | $1 | ||||||
Voting and Exchange Trust Agreement | |||||||
Stockholders Equity Note [Line Items] | |||||||
Preferred Stock Special Voting Shares Issued | 1 | 1 | 1 | ||||
Preferred Stock, Dividend Rate, Percentage | 3.00% |
Stockholders_Equity_Detail_Tex1
Stockholders' Equity (Detail Textuals 1) | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | |||||||||||||||||
Dec. 31, 2014 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2010 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Sep. 08, 2010 | Sep. 08, 2010 | Aug. 27, 2010 | Aug. 27, 2010 | Dec. 31, 2010 | Dec. 31, 2012 | Dec. 31, 2012 | 27-May-10 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | 27-May-10 | 27-May-10 | Dec. 31, 2012 | Jan. 25, 2013 | |||
USD ($) | CAD | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Stock Options | Stock Options | Stock Options | Investor Warrant Exercises [Member] | Investor Warrant Exchange [Member] | Warrant [Member] | Broker Warrants [Member] | Private Placement | Private Placement | Private Placement | Private Placement | Private Placement | Director | Director | Common stock | Common stock | Common stock | Common stock | Common stock | Common stock | Common stock | Director and Officer [Member] | Valent Technologies, LLC | Exchange Agreement (the "Reverse Acquisition") | |||
USD ($) | USD ($) | USD ($) | CAD | USD ($) | CAD | USD ($) | CAD | USD ($) | USD ($) | CAD | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Founders [Member] | Common stock | DelMar Pharmaceuticals (BC) Ltd. | ||||||||||||||||
USD ($) | Founders [Member] | Common stock | ||||||||||||||||||||||||||||||||
Stockholders Equity Note [Line Items] | ||||||||||||||||||||||||||||||||||
Stock issued to founders, shares | 7,000,000 | 6,000,000 | ||||||||||||||||||||||||||||||||
Stock issued to founders, per share | $0.00 | $0.00 | ||||||||||||||||||||||||||||||||
Stock issued to founders, proceeds | $6,667 | |||||||||||||||||||||||||||||||||
Shares issued to the DelMar Employee Share Purchase Trust | 2,000,000 | |||||||||||||||||||||||||||||||||
Number of stock issued pursuant to vesting provisions and a repurchase option | 6,700,000 | |||||||||||||||||||||||||||||||||
Number of unvested shares to be repurchased prior to the expiration period | 6,700,000 | |||||||||||||||||||||||||||||||||
Stock repurchase price per share | $0.00 | |||||||||||||||||||||||||||||||||
Vesting percentage of common stock | 25.00% | |||||||||||||||||||||||||||||||||
Description of vesting of common stock | 25% of the common shares shall vested immediately on May 27, 2010 and the remaining shares shall vest in twelve equal tranches on each quarterly anniversary of May 27, 2010 with the number of shares to vest on each such date to equal 1/16 of the number of shares issued on May 27, 2010. | |||||||||||||||||||||||||||||||||
Expiration period of stock option | 36 months | |||||||||||||||||||||||||||||||||
Common stock issued during period | 280,000 | 280,000 | 720,000 | 720,000 | ||||||||||||||||||||||||||||||
Common stock per share amount (in dollars per share) | $0.10 | 0.1 | $0.10 | 0.1 | ||||||||||||||||||||||||||||||
Proceeds from issuance of common stock | 26,989 | 68,414 | ||||||||||||||||||||||||||||||||
Subscriptions receivable | 28,506 | |||||||||||||||||||||||||||||||||
Issuance of shares for settlement of accounts payable (in shares) | 500,000 | 500,000 | ||||||||||||||||||||||||||||||||
Stock issued during period value employee stock purchase trust for services additional paid in capital | 781,846 | 32,091 | 1,591 | |||||||||||||||||||||||||||||||
Stock Issued During Period Value Employee Stock Purchase Trust For Services (in shares) | 1,390,625 | 1,390,625 | 1,590,625 | |||||||||||||||||||||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 13,070,000 | |||||||||||||||||||||||||||||||||
Number of warrants exchanged | -1,244,666 | [1] | -1,244,666 | [1] | ||||||||||||||||||||||||||||||
Number of broker warrants | -92,000 | [2] | -92,000 | [2] | ||||||||||||||||||||||||||||||
Number of warrants exercised | -1,986,074 | [3] | -1,986,074 | [3] | ||||||||||||||||||||||||||||||
Stock option expense | 79,323 | 580,279 | ||||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 825,000 | 825,000 | 300,000 | 2,340,000 | 1,020,000 | |||||||||||||||||||||||||||||
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition | 78,694 | 300,967 | 78,694 | 211,673 | 890,648 | 272,594 | ||||||||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $0.43 | 0.5 | $1 | $1.15 | $0.47 | 0.5 | $0.47 | 0.5 | ||||||||||||||||||||||||||
Stock option liability | 180,350 | 217,759 | 212,561 | 311,257 | 212,561 | |||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 12,675 | 372,454 | 422,910 | 422,910 | 306,000 | |||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | 304,495 | 336,853 | 341,304 | 341,304 | 172,650 | |||||||||||||||||||||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 6 months | 1 year 6 months | 2 years | |||||||||||||||||||||||||||||||
Unrecognized compensation expense | 80,089 | 130,048 | ||||||||||||||||||||||||||||||||
Number of investort warrants issued | 414,889 | 200,000 | ||||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 3,360,000 | |||||||||||||||||||||||||||||||||
Common stock shares issued on exercise of warrants | 20,000 | 221,000 | 1,223,847 | 1,244,666 | ||||||||||||||||||||||||||||||
Increase (Decrease) in Derivative Liabilities | $629 | $98,696 | ||||||||||||||||||||||||||||||||
[1] | During the six months ended December 31, 2014, 1,244,666 Investor Warrants were exchanged for 414,889 shares of common stock (notes 5 and 8). | |||||||||||||||||||||||||||||||||
[2] | During the six months ended December 31, 2014, 92,000 Broker Warrants expired. | |||||||||||||||||||||||||||||||||
[3] | During the six months ended December 31, 2014, 1,986,074 Investor Warrants were exercised for 1,986,074 shares of common stock (note 5). |
Stockholders_Equity_Detail_Tex2
Stockholders' Equity (Detail Textuals 2) (USD $) | 0 Months Ended | 1 Months Ended | 6 Months Ended | |
Sep. 08, 2010 | Aug. 27, 2010 | Jun. 30, 2014 | Dec. 31, 2014 | |
WarrantUnit | ||||
Stockholders Equity Note [Line Items] | ||||
Proceeds from issuance of private offering | $26,989 | $68,414 | ||
Exercise price of warrant | $0.65 | |||
Series of subscription agreements | Accredited investors | ||||
Stockholders Equity Note [Line Items] | ||||
Sale of units, price per unit (in dollars per unit) | 0.8 | |||
Number of units sold under private offering | 13,125,002 | |||
Proceeds from issuance of private offering | $10,500,000 | |||
Number of share of common stock consist in each offering unit | 1 | |||
Number of warrant consist in each offering unit | 1 | |||
Term of warrants | 5 years | |||
Exercise price of warrant | $0.80 |
Stockholders_Equity_Detail_Tex3
Stockholders' Equity (Detail Textuals 3) (USD $) | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | |
Stockholders Equity Note [Line Items] | |||||
Exercise price of warrant | $0.65 | ||||
Deferred costs | $90,771 | $90,771 | |||
Stock issued during period in exchange for reduction In royalties, Shares | 1,150,000 | 1,150,000 | |||
Charles Vista, LLC | |||||
Stockholders Equity Note [Line Items] | |||||
Cash fee to placement agent | 1,050,000 | ||||
Cash fee to placement agent gross proceeds percentage | 10.00% | ||||
Non-accountable expense allowance | 315,000 | ||||
Non-accountable expense allowance gross proceeds percentage | 3.00% | ||||
Period of consulting services | 1 year | ||||
Unit issue and closings costs | 500,000 | ||||
Net proceeds from issuance of common stock and warrants | $8,575,000 | ||||
Term of warrants | 5 years | ||||
Number of common stock called by warrants | 5,250,000 | ||||
Percentage of shares of common stock called by warrants | 20.00% | ||||
Exercise price of warrant | $0.80 | ||||
Specified percentage of amount of funds solicited by placement agent equals to solicitation fee | 5.00% |
Stockholders_Equity_Detail_Tex4
Stockholders' Equity (Detail Textuals 4) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | 1-May-12 | |
Stockholders Equity Note [Line Items] | |||||||||
Shares issued for services | $587,000 | $1,043,557 | $75,800 | ||||||
Research and Development Expense | -612,169 | -566,060 | -1,283,796 | 992,922 | -1,126,295 | 1,216,359 | 2,342,654 | 1,550,490 | |
General and Administrative Expense | -656,229 | -636,182 | -1,101,229 | 1,756,859 | -1,377,550 | 2,574,757 | 3,952,307 | 1,154,604 | |
Stock Option Expense | 306,165 | 522,930 | 1,103,209 | 272,594 | |||||
Share-Based Compensation | 260,510 | 893,665 | 626,279 | 1,520,487 | 2,146,766 | 1,130,240 | |||
Consulting agreement | |||||||||
Stockholders Equity Note [Line Items] | |||||||||
Stock agreed to issue a month pursuant to consulting agreement | 20,000 | ||||||||
Stock Issued During Period, Shares, Issued for Services | 100,000 | 140,000 | |||||||
Shares issued for services | 587,500 | 997,557 | 1,043,557 | 75,800 | |||||
Expenses on shares issued to consulting agreement | 142,557 | 142,557 | 75,800 | ||||||
Additional stock issued pursuant to consulting agreement | 500,000 | 475,000 | 615,000 | ||||||
Additional expenses on shares issued to consulting agreement | 587,500 | 855,000 | 901,000 | ||||||
Research and Development Expense | 144,587 | 309,136 | 568,725 | 1,130,240 | |||||
General and Administrative Expense | 749,078 | 1,211,351 | 1,578,041 | 383,884 | |||||
Stock Option Expense | 306,165 | 522,930 | |||||||
Share-Based Compensation | 893,665 | 1,520,487 | 2,146,766 | 1,130,240 | |||||
Fair value of the shares from the trust | $781,846 |
Stockholders_Equity_Detail_Tex5
Stockholders' Equity (Detail Textuals 5) | 6 Months Ended | 1 Months Ended |
Jun. 30, 2014 | Feb. 29, 2012 | |
Share-Based Compensation Arrangement By Share-Based Payment Award [Line Items] | ||
Percentage of equity securities deemed granted to principle founders of entity on pro rata basis as per ownership | 66 2/3 | |
Stock Options | ||
Share-Based Compensation Arrangement By Share-Based Payment Award [Line Items] | ||
Threshold percentage of share capital on fully diluted basis for common stock authorized to issue | 7.50% | |
Stock Options | Minimum [Member] | ||
Share-Based Compensation Arrangement By Share-Based Payment Award [Line Items] | ||
Requisite service period | 6 months | |
Contractual term | 6 months | |
Stock Options | Maximum [Member] | ||
Share-Based Compensation Arrangement By Share-Based Payment Award [Line Items] | ||
Requisite service period | 3 years | |
Contractual term | 3 years |
Stockholders_Equity_Detail_Tex6
Stockholders' Equity (Detail Textuals 6) (USD $) | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Stockholders' Equity [Abstract] | ||||||
Stock Option Expense | $306,165 | $522,930 | $1,103,209 | $272,594 | ||
Stock option recognized as additional paid in capital | 78,694 | 300,967 | 78,694 | 211,673 | 890,648 | 272,594 |
Stock option liability | 180,350 | 217,759 | 212,561 | 311,257 | 212,561 | |
Aggregate intrinsic value of stock options outstanding | 12,675 | 372,454 | 422,910 | 422,910 | 306,000 | |
Aggregate intrinsic value of stock options exercisable | 304,495 | 336,853 | 341,304 | 341,304 | 172,650 | |
Unrecognized compensation expense | 80,089 | 130,048 | ||||
Unrecognized compensation expense, period of recognition | 1 year 6 months | 2 years | ||||
Aggregate intrinsic value of unvested stock options | $35,601 | $81,606 | $81,606 | $133,350 | ||
Remaining weighted average contractual term unvested stock options | 9 years |
Stockholders_Equity_Details_Te
Stockholders' Equity (Details Textuals 7) | 6 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | |||||||||||
Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 25, 2014 | Dec. 31, 2013 | Dec. 31, 2011 | Mar. 01, 2012 | Jun. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | |||
Warrants | Warrants | Issued as broker warrants | Issued as broker warrants | Issued as broker warrants | Issued as broker warrants | Issued as broker warrants | Issued as broker warrants | Issued as broker warrants | Issued as broker warrants | Issued for services | Placement Agent Warrants [Member] | |||||||
USD ($) | USD ($) | CAD | March 1st, 2015 | March 1st, 2014 | Installments | USD ($) | ||||||||||||
Stockholders Equity Note [Line Items] | ||||||||||||||||||
Fair value of contingent warrant | 5,250,000 | [1] | 105,000 | [2] | 500,000 | |||||||||||||
Exercise of CA $0.50 unit warrants | 0.5 | 0.5 | 0.5 | 0.5 | 0.5 | |||||||||||||
Number of warrants expired | 2,169,000 | 100,000 | 5,000 | |||||||||||||||
Number of placement agent warrants issued | 200,000 | 345,000 | 5,250,000 | |||||||||||||||
Number of warrants exercisable | 20,000 | 8,000 | 8,000 | 92,000 | ||||||||||||||
Value of warrants exercisable | $3,660 | 4,000 | ||||||||||||||||
Number of installments for vesting of warrants | 12 | |||||||||||||||||
Vesting period of warrant | 12 months | |||||||||||||||||
Non cash issue costs allocated to common stock | 123,810 | 4,087,586 | ||||||||||||||||
Non cash issue costs allocated to derivative liability | $2,201,008 | |||||||||||||||||
Fair value assumptions dividend rate | 0.00% | |||||||||||||||||
Fair value assumptions volatility rate | 104.00% | |||||||||||||||||
Fair value assumptions risk free rate | 1.00% | |||||||||||||||||
Fair value assumptions expected term | 5 years | |||||||||||||||||
[1] | As part of the Company's unit offering the Company has issued 5,250,000 Placement Agent Warrants (note 9 (f)). The Placement Agent Warrants have been recognized as non-cash issue costs and the costs have been allocated to common stock and derivative liability. The portion allocated to additional paid in capital was $4,087,586 and the portion allocated to derivative liability was $2,201,008. The Placement Agent warrants have been valued using a simulated probability valuation model using the following assumptions: dividend rate - 0%, volatility - 104%, risk free rate - 1.0% and a term of five years. | |||||||||||||||||
[2] | The Company has issued broker warrants as finder's fees in relation to the issuance of certain Units. All of the warrants were issued on March 1, 2012 and have an exercise price of CA$0.50 per warrant. Of the total, 100,000 expire March 1, 2015 and 5,000 expired March 1, 2014. During the six months ended June 30, 2014, 8,000 broker warrants were exercised for proceeds of $3,660 (CA$4,000). |
Stockholders_Equity_Details_Te1
Stockholders' Equity (Details Textual 8) | 6 Months Ended | 12 Months Ended | 6 Months Ended | 1 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 6 Months Ended | ||||||||||||||||||||||||
Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Jan. 25, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Mar. 01, 2012 | Jun. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2011 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | |||||||||
USD ($) | USD ($) | Subsequent Event [Member] | Subsequent Event [Member] | CDN $0.50 warrants | CDN $0.50 warrants | Issued as broker warrants | Issued as broker warrants | Issued as broker warrants | Issued as broker warrants | Issued as broker warrants | Issued as broker warrants | Issued as broker warrants | Issued as broker warrants | Issued for patents | Issued for patents | Issued for patents | Issued for services | Investor Warrants | Dividend Warrants | Dividend Warrants | Dividend Warrants | Placement Agent Warrants | Placement Agent Warrants | |||||||||||
CAD | USD ($) | USD ($) | CAD | March 1st, 2015 | March 1st, 2014 | Valent Technologies, LLC | Valent Technologies, LLC | USD ($) | USD ($) | USD ($) | Until January 24th 2018 | Until March 6th 2018 | ||||||||||||||||||||||
Installments | USD ($) | USD ($) | ||||||||||||||||||||||||||||||||
Stockholders Equity Note [Line Items] | ||||||||||||||||||||||||||||||||||
Exercise price of warrant | $0.65 | 0.5 | $1.20 | $1.76 | $0.65 | $1.25 | $1.25 | $0.80 | ||||||||||||||||||||||||||
Number of warrants exercisable | 20,000 | 8,000 | 8,000 | 92,000 | 277,313 | |||||||||||||||||||||||||||||
Exercise of CA $0.50 unit warrants | 0.5 | 0.5 | 0.5 | 0.5 | 0.5 | 0.5 | 0.5 | 0.5 | 0.8 | |||||||||||||||||||||||||
Number of installments for vesting of warrants | 12 | |||||||||||||||||||||||||||||||||
Number of warrants outstanding | 18,732,485 | 2,189,000 | [1] | 92,000 | [2] | 92,000 | [2] | 500,000 | [3] | 345,000 | [4] | 9,195,478 | [5] | 3,250,007 | [6] | 5,050,000 | [7] | |||||||||||||||||
Common stock shares issued on exercise of warrants | 20,000 | 221,000 | 3,652,211 | |||||||||||||||||||||||||||||||
Vesting period of warrant | 12 months | |||||||||||||||||||||||||||||||||
Number of warrants expired | 2,169,000 | 100,000 | 5,000 | |||||||||||||||||||||||||||||||
Number of warrants issued | 500,000 | 500,000 | 345,000 | 5,250,000 | ||||||||||||||||||||||||||||||
Exercise of CA$0.50 broker warrants | $3,660 | $3,660 | 4,000 | |||||||||||||||||||||||||||||||
Initial number of shares issued | 13,125,002 | |||||||||||||||||||||||||||||||||
[1] | Of the balance of 2,189,000 outstanding at December 31, 2013, 20,000 were exercised for no additional consideration and 2,169,000 expired on January 25, 2014 (note 8). | |||||||||||||||||||||||||||||||||
[2] | The Company has issued broker warrants as finder's fees in relation to the issuance of certain of the CA$0.50 units issued during the years ended December 31, 2011 and 2012. All of the warrants were issued on March 1, 2012 and have an exercise price of CA$0.50 per warrant. Of the total, 100,000 expire March 1, 2015 and 5,000 expired March 1, 2014. During the six months ended June 30, 2014, 8,000 warrants were exercised for proceeds of $3,660 (CA$0.50). | |||||||||||||||||||||||||||||||||
[3] | The Company issued 500,000 warrants to Valent (note 5). The warrants have an exercise price of CA$0.50 per warrant and expire February 1, 2017. | |||||||||||||||||||||||||||||||||
[4] | The Company has issued 345,000 warrants for investor relations services. The warrants were issued on February 1, 2012 and they vested in 12 equal installments over a 12-month period commencing on March 1, 2012. The warrants have an exercise price of CA$0.50 per warrant and expire February 1, 2015. | |||||||||||||||||||||||||||||||||
[5] | The Investor Warrants were issued as part of the Company's $0.80 unit offering. They were issued in tranches on January 25, 2013, January 31, 2013, February 8, 2013, February 21, 2013, February 28, 2013, March 1, 2013, and March 6, 2013 respectively (note 9 (f)). Of the initial number issued of 13,125,002, 277,313 have been exercised at $0.80, 3,652,211 have been exercised at $0.65 and the remaining balances of 9,195,478 are the subject of a tender offer (note 8). | |||||||||||||||||||||||||||||||||
[6] | The Dividend Warrants are exercisable at $1.25 per warrant until January 24, 2018. | |||||||||||||||||||||||||||||||||
[7] | The Placement Agent Warrants are exercisable at $0.80 per warrant until March 6, 2018 but can be exercised on a cashless basis. The Placement Agent Warrants were all issued on March 6, 2013. |
Recovered_Sheet1
Current and Future Income taxes - Taxable Income (Details) (USD $) | Jun. 30, 2014 |
2029 | |
Income Tax Disclosure [Line Items] | |
Tax credit carryforward, amount | $70,637 |
2030 | |
Income Tax Disclosure [Line Items] | |
Tax credit carryforward, amount | 1,131,510 |
2031 | |
Income Tax Disclosure [Line Items] | |
Tax credit carryforward, amount | 1,229,147 |
2033 | |
Income Tax Disclosure [Line Items] | |
Tax credit carryforward, amount | 4,121,312 |
2034 | |
Income Tax Disclosure [Line Items] | |
Tax credit carryforward, amount | $2,398,163 |
Current_and_Future_Income_Taxe2
Current and Future Income Taxes - Future Tax Assets (Details 1) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current and Future Income Taxes [Abstract] | |||
Non-capital losses carried forward | $2,686,530 | $1,822,341 | $323,910 |
Financing costs | 7,737 | 4,115 | 4,302 |
Scientific research and development | 144,235 | 121,490 | 11,193 |
Future tax assets, gross | 2,838,502 | 1,947,946 | 339,405 |
Valuation allowance | -2,838,502 | -1,947,946 | -339,405 |
Net future tax assets |
Current_and_Future_Income_Taxe3
Current and Future Income Taxes - Effective Income Tax Differ Statutory Income Tax (Details 2) (USD $) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Current and Future Income Taxes [Abstract] | |||
Tax recovery at statutory income tax rates | ($989,430) | ($2,818,834) | ($324,049) |
Permanent differences | 110,113 | 979,359 | 133,365 |
Effect of rate differentials between jurisdictions | 149,219 | 320,965 | |
Effect of tax rate changes on future taxes | -305,647 | ||
Other | -8,713 | 13,087 | |
Change in valuation allowance | 738,811 | 1,824,157 | 177,597 |
Income tax expense benefit |
Current_and_Future_Income_Taxe4
Current and Future Income Taxes (Details Textual) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Current and Future Income Taxes [Abstract] | |||
Statutory income tax rate | 34.00% | 34.00% | 34.00% |
Commitments_and_Contingencies_
Commitments and Contingencies (Details Textual) | 0 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Nov. 01, 2013 | Nov. 01, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
USD ($) | CAD | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | |
Commitments and Contingencies [Abstract] | |||||||
Monthly lease rent for office space | $2,185 | 2,325 | |||||
Rent expense | $12,867 | $13,659 | $22,323 | $12,669 | $480 | ||
Term of free office rent | 1 year | 1 year |
Financial_Risk_Management_Deta
Financial Risk Management (Details) | Dec. 31, 2012 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
USD ($) | Foreign Exchange Risk [Member] | Foreign Exchange Risk [Member] | Foreign Exchange Risk [Member] | |
CAD | CAD | CAD | ||
Concentration Risk [Line Items] | ||||
Trade payables | 136,825 | 95,835 | 359,088 | |
Cash | $264,352 | 65,513 | 75,474 | 17,873 |
Financial_Risk_Management_Deta1
Financial Risk Management (Details 1) (USD $) | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Financial Risk Management [Abstract] | ||||||
Cash and cash equivalents | $3,958,439 | $4,759,711 | $4,136,803 | $6,282,992 | $17,782 | $15,018 |
Insured amount | 61,366 | |||||
Non-insured amount | $4,698,345 |
Financial_Risk_Management_Deta2
Financial Risk Management (Details Textual) (USD $) | 6 Months Ended |
Jun. 30, 2014 | |
Foreign Exchange Risk [Member] | |
Concentration Risk [Line Items] | |
Financial risk, accounts payable and accrued liabilities and loan payable | $128,164 |
Financial risk, interest rate fluctuation benchmark, percentage | 10.00% |
Financial risk, financial instrument maximum exposure | 12,816 |
Interest Rate Risk [Member] | |
Concentration Risk [Line Items] | |
Financial risk, interest rate fluctuation benchmark, percentage | 10.00% |
Financial risk, short-term investments | 61,366 |
Credit Risk [Member] | |
Concentration Risk [Line Items] | |
Financial risk, financial instrument maximum exposure | 9,572 |
Liquidity Risk [Member] | |
Concentration Risk [Line Items] | |
Financial risk, financial instrument maximum exposure | $576,305 |
Financial_Instruments_Details
Financial Instruments (Details) (USD $) | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2012 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative liability | $1,567,291 | $3,329,367 | $4,402,306 | $4,402,306 | $121,000 |
Fair Value, Inputs, Level 1 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative liability | |||||
Fair Value, Inputs, Level 2 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative liability | |||||
Fair Value, Inputs, Level 3 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative liability | $1,567,291 | $3,329,367 |
Subsequent_Events_Details_Text
Subsequent Events (Details Textual) | 6 Months Ended | 0 Months Ended | ||||||
Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2014 | Feb. 09, 2015 | Jun. 30, 2014 | |
USD ($) | Investor [Member] | Subsequent Event [Member] | Subsequent Event [Member] | |||||
CAD | ||||||||
Subsequent Event [Line Items] | ||||||||
Exercise of CA $0.50 unit warrants | $0.65 | 0.5 | ||||||
Number of warrants of exercised | 20,000 | 221,000 | 92,000 | |||||
Warrants outstanding | 15,409,745 | 18,732,485 | 6,000,000 | 950,000 | 5,964,738 | |||
Shares issued for services, shares | 1,988,246 | |||||||
Investor warrants total | 1,591,875 | |||||||
Common stock shares are exchanged with warrants | 530,625 | |||||||
The increase (decrease) in stockholders' equity during the period. | $400,957 |