BioRestorative Therapies (BRTX) 10-Q 15 May 18 2018 Q1 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	3 Months Ended
	Mar. 31, 2018	May 11, 2018
Document And Entity Information [Abstract]
Entity Registrant Name	BioRestorative Therapies, Inc.
Entity Central Index Key	1,505,497
Document Type	10-Q
Document Period End Date	Mar. 31, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		6,558,002
Trading Symbol	BRTX
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,018

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Current Assets:
Cash	$ 8,564	$ 451,680
Accounts receivable	19,000	38,000
Prepaid expenses and other current assets	17,345	30,030
Total Current Assets	44,909	519,710
Property and equipment, net	285,987	327,847
Intangible assets, net	870,226	888,950
Security deposit	22,100	22,100
Total Assets	1,223,222	1,758,607
Current Liabilities:
Accounts payable	2,386,074	2,454,944
Accrued expenses and other current liabilities	2,061,074	1,885,551
Accrued interest	405,478	329,166
Current portion of notes payable, net of debt discount of $372,328 and $336,229 at March 31, 2018 and December 31, 2017, respectively	3,693,743	3,467,568
Derivative liabilities	277,470	216,073
Total Current Liabilities	8,823,839	8,353,302
Accrued expenses, non-current portion		38,000
Accrued interest, non-current portion	5,324	9,591
Notes payable, non-current portion, net of debt discount of $5,788 and $1,256 at March 31, 2018 and December 31, 2017, respectively	84,355	194,282
Total Liabilities	8,913,518	8,595,175
Stockholders’ Deficiency:
Preferred stock, $0.01 par value; Authorized, 5,000,000 shares; none issued and outstanding at March 31, 2018 and December 31, 2017
Common stock, $0.001 par value; Authorized, 30,000,000 shares; Issued and outstanding 6,483,253 and 6,112,473 shares at March 31, 2018 and December 31, 2017, respectively	6,483	6,112
Additional paid-in capital	46,215,334	44,561,773
Accumulated deficit	(53,912,113)	(51,404,453)
Total Stockholders’ Deficiency	(7,690,296)	(6,836,568)
Total Liabilities and Stockholders’ Deficiency	$ 1,223,222	$ 1,758,607

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Notes payable current, debt discount	$ 372,328	$ 336,229
Notes payable non-current, debt discount	$ 5,788	$ 1,256
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	30,000,000	30,000,000
Common stock, shares Issued	6,483,253	6,112,473
Common stock, shares Outstanding	6,483,253	6,112,473

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Income Statement [Abstract]
Revenues	$ 19,000	$ 7,000
Operating Expenses
Marketing and promotion	41,023	29,070
Consulting	432,930	464,135
Research and development	407,130	805,853
General and administrative	1,368,655	1,197,313
Total Operating Expenses	2,249,738	2,496,371
Loss From Operations	(2,230,738)	(2,489,371)
Other (Expense) Income
Interest expense	(161,259)	(97,801)
Amortization of debt discount	(261,646)	(132,742)
Loss on extinguishment of notes payable, net	(18,837)	(61,340)
Change in fair value of derivative liabilities	164,820
Warrant modification expense		(4,500)
Total Other Expense	(276,922)	(296,383)
Net Loss	$ (2,507,660)	$ (2,785,754)
Net Loss Per Share
Basic and Diluted	$ (0.39)	$ (0.56)
Weighted Average Number of Common Shares Outstanding
Basic and Diluted	6,392,819	4,985,297

Condensed Consolidated Stateme5

Condensed Consolidated Statement of Changes in Stockholders’ Deficiency (Unaudited)	3 Months Ended
	Mar. 31, 2018USD ($)shares
Common Stock [Member]
Balance	$ 6,112
Balance, shares | shares	6,112,473
Exercise of warrants for purchase of common stock	$ 207
Exercise of warrants for purchase of common stock, shares | shares	207,084
Shares and warrants issued in satisfaction of accrued services	$ 19
Shares and warrants issued in satisfaction of accrued services, shares | shares	19,000
Conversion of notes payable and accrued interest into common stock	$ 40
Conversion of notes payable and accrued interest into common stock, shares | shares	39,733
Shares issued in exchange for notes payable and accrued interest	$ 72
Shares issued in exchange for notes payable and accrued interest, shares | shares	71,963
Shares issued and recorded as debt discount in connection with notes payable issuances or extensions	$ 33
Shares issued and recorded as debt discount in connection with notes payable issuances or extensions, shares | shares	33,000
Reclassification of derivative liabilities to equity
Beneficial conversion features related to convertible notes payable
Stock-based compensation: - options and warrants
Net loss
Balance	$ 6,483
Balance, shares | shares	6,483,253
Additional Paid-In Capital [Member]
Balance	$ 44,561,773
Exercise of warrants for purchase of common stock	413,961
Shares and warrants issued in satisfaction of accrued services	37,981
Conversion of notes payable and accrued interest into common stock	82,864
Shares issued in exchange for notes payable and accrued interest	143,854
Shares issued and recorded as debt discount in connection with notes payable issuances or extensions	61,174
Reclassification of derivative liabilities to equity	9,397
Beneficial conversion features related to convertible notes payable	21,518
Stock-based compensation: - options and warrants	882,812
Net loss
Balance	46,215,334
Accumulated Deficit [Member]
Balance	(51,404,453)
Exercise of warrants for purchase of common stock
Shares and warrants issued in satisfaction of accrued services
Conversion of notes payable and accrued interest into common stock
Shares issued in exchange for notes payable and accrued interest
Shares issued and recorded as debt discount in connection with notes payable issuances or extensions
Reclassification of derivative liabilities to equity
Beneficial conversion features related to convertible notes payable
Stock-based compensation: - options and warrants
Net loss	(2,507,660)
Balance	(53,912,113)
Balance	(6,836,568)
Exercise of warrants for purchase of common stock	414,168
Shares and warrants issued in satisfaction of accrued services	38,000
Conversion of notes payable and accrued interest into common stock	82,904
Shares issued in exchange for notes payable and accrued interest	143,926
Shares issued and recorded as debt discount in connection with notes payable issuances or extensions	61,207
Reclassification of derivative liabilities to equity	9,397
Beneficial conversion features related to convertible notes payable	21,518
Stock-based compensation: - options and warrants	882,812
Net loss	(2,507,660)
Balance	$ (7,690,296)

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Cash Flows From Operating Activities
Net loss	$ (2,507,660)	$ (2,785,754)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization of debt discount	261,646	132,742
Accretion of interest expense	67,562	41,052
Depreciation and amortization	60,584	64,293
Stock-based compensation	882,812	955,393
Loss on extinguishment of note payables, net	18,837	61,340
Loss (gain) on settlement of payables		98,704
Change in fair value of derivative liabilities	(164,820)
Warrant modification expense		4,500
Changes in operating assets and liabilities:
Accounts receivable	19,000	(1,000)
Prepaid expenses and other current assets	12,685	13,212
Accounts payable	(68,870)	15,032
Accrued interest, expenses and other current liabilities	260,023	181,521
Total Adjustments	1,349,459	1,566,789
Net Cash Used In Operating Activities	(1,158,201)	(1,218,965)
Cash Flows From Financing Activities
Proceeds from notes payable	420,500	200,000
Repayments of notes payable	(119,583)	(74,000)
Advances from an officer and a family member of an officer		30,015
Repayments of advances from an officer and a director		(45,015)
Proceeds from exercise of warrants	414,168	175,000
Sales of common stock and warrants for cash		910,000
Net Cash Provided By Financing Activities	715,085	1,196,000
Net Decrease In Cash	(443,116)	(22,965)
Cash - Beginning	451,680	31,822
Cash - Ending	8,564	8,857
Supplemental Disclosures of Cash Flow Information:
Interest	9,198	11,000
Non-cash investing and financing activities:
Warrant modifications		4,500
Shares issue and recorded as debt discount in connection with notes	61,207	33,620
Shares issued in exchange for notes payable and accrued interest	143,926	348,742
Conversion of notes payable and accrued interest into common stock	82,904	68,411
Shares and warrants issued in satisfaction of accrued consulting and director services	38,000	568,704
Bifurcated embedded conversion options recorded as debt discount	235,614
Reclassification of derivative liabilities to equity	9,397
Beneficial conversion features set up as debt discount	$ 21,518

Business Organization and Natur

Business Organization and Nature of Operations	3 Months Ended
	Mar. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business Organization and Nature of Operations	Note 1 – Business Organization and Nature of Operations BioRestorative Therapies, Inc. has one wholly-owned subsidiary, Stem Pearls, LLC (“Stem Pearls”). BioRestorative Therapies, Inc. and its subsidiary are referred to collectively as “BRT” or the “Company” (See Note 3 – Summary of Significant Accounting Policies – Principles of Consolidation). BRT develops therapeutic products and medical therapies using cell and tissue protocols, primarily involving adult stem cells. BRT’s website is at www.biorestorative.com BRTX-100 The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all of the information and disclosures required by GAAP for annual financial statements. In the opinion of management, such statements include all adjustments (consisting only of normal recurring items) which are considered necessary for a fair presentation of the unaudited condensed consolidated financial statements of the Company as of March 31, 2018 and for the three months ended March 31, 2018 and 2017. The results of operations for the three months ended March 31, 2018 are not necessarily indicative of the operating results for the full year ending December 31, 2018 or any other period. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related disclosures of the Company as of December 31, 2017 and for the year then ended, which were filed with the Securities and Exchange Commission on Form 10-K on April 2, 2018.

Going Concern and Management's

Going Concern and Management's Plans	3 Months Ended
	Mar. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern and Management's Plans	Note 2 – Going Concern and Management’s Plans As of March 31, 2018, the Company had a working capital deficiency and a stockholders’ deficiency of $8,778,930 and $7,690,296, respectively. During the three months ended March 31, 2018, the Company incurred a net loss of $2,507,660. These conditions indicate that there is substantial doubt about the Company’s ability to continue as a going concern within the next twelve months from the filing date of this report. The Company’s primary source of operating funds since inception has been equity and debt financings. The Company intends to continue to raise additional capital through debt and equity financings. There is no assurance that these funds will be sufficient to enable the Company to fully complete its development activities or attain profitable operations. If the Company is unable to obtain such additional financing on a timely basis or, notwithstanding any request the Company may make, the Company’s debt holders do not agree to convert their notes into equity or extend the maturity dates of their notes, the Company may have to curtail its development, marketing and promotional activities, which would have a material adverse effect on the Company’s business, financial condition and results of operations, and ultimately the Company could be forced to discontinue its operations and liquidate. The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with U.S. GAAP, which contemplate continuation of the Company as a going concern and the realization of assets and satisfaction of liabilities in the normal course of business. The carrying amounts of assets and liabilities presented in the financial statements do not necessarily purport to represent realizable or settlement values. The unaudited condensed consolidated financial statements do not include any adjustment that might result from the outcome of this uncertainty. Subsequent to March 31, 2018, the Company has received aggregate equity and debt financings with gross proceeds of $25,000 and $545,250, respectively, debt (inclusive of accrued interest) of $96,100 has been converted into or exchanged for common stock, $5,000 of debt has been repaid, and the due date for the repayment of $730,564 of debt has been extended to dates between June 2018 and December 2018. As a result, the Company expects to have the cash required to fund its operations through May 2018 while it continues to apply efforts to raise additional capital. While there can be no assurance that it will be successful, the Company is in negotiations to raise additional capital. As of the filing date of this report, the Company has a note payable with a principal balance of $250,000 which is past due. The Company is currently in the process of negotiating an extension with respect to this note though there can be no assurance that the Company will be successful. See Note 9 – Subsequent Events for additional details.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2018
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 3 – Summary of Significant Accounting Policies Principles of Consolidation The unaudited condensed consolidated financial statements of the Company include the accounts of Stem Pearls. All significant intercompany transactions have been eliminated in the consolidation. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the periods. The Company’s significant estimates and assumptions include the recoverability and useful lives of long-lived assets, the fair value of the Company’s stock, stock-based compensation, warrants issued in connection with notes payable, derivative liabilities and the valuation allowance related to the Company’s deferred tax assets. Certain of the Company’s estimates, including the carrying amount of the intangible assets, could be affected by external conditions, including those unique to the Company and general economic conditions. It is reasonably possible that these external factors could have an effect on the Company’s estimates and could cause actual results to differ from those estimates. Concentrations One license and the related royalties comprised all of the Company’s revenue during the three months ended March 31, 2018 and 2017. See “Revenue Recognition” below. Revenue Recognition The Company recognizes sublicensing and royalty revenue when all of the following have occurred: (i) persuasive evidence of an arrangement exists, (ii) the service is completed without further obligation, (iii) the sales price to the customer is fixed or determinable, and (iv) collectability is reasonably assured. In January 2012, the Company and a stem cell treatment company (“SCTC”) entered into a license agreement pursuant to which the SCTC granted to the Company a license to use certain intellectual property related to, among other things, stem cell disc procedures. Pursuant to the license agreement, the Company granted to the SCTC a non-exclusive sublicense to use certain of the licensed intellectual property in one location outside the United States. Pursuant to an amendment to the license agreement, effective November 30, 2015, the Company granted to the SCTC a non-exclusive sublicense to use, and the right to sublicense to third parties the right to use, in certain locations in the United States, certain of the licensed intellectual property. In consideration of the sublicenses, the SCTC has agreed to pay the Company royalties on a per disc procedure basis. During the three months ended March 31, 2018 and 2017, the Company recognized $19,000 and $7,000, respectively, of revenue related to the Company’s sublicenses. Net Loss Per Common Share Basic loss per common share is computed by dividing net loss by the weighted average number of vested common shares outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. The following securities are excluded from the calculation of weighted average dilutive common shares because their inclusion would have been anti-dilutive: March 31, 2018 2017 Options 3,615,369 2,168,950 Warrants 3,311,005 3,513,956 Convertible notes 864,998 136,360 Total potentially dilutive shares 7,791,372 5,819,266 Stock-Based Compensation The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. For employees, the fair value of the award is measured on the grant date and for non-employees, the fair value of the award is generally re-measured on vesting dates and interim financial reporting dates until the service period is complete. The fair value amount is then recognized over the period during which services are required to be provided in exchange for the award, usually the vesting period. Since the shares underlying the Company’s 2010 Equity Participation Plan (the “Plan”) are registered, the Company estimates the fair value of the awards granted under the Plan based on the market value of its freely tradable common stock as reported on the OTCQB market. The fair value of the Company’s restricted equity instruments was estimated by management based on observations of the cash sales prices of both restricted shares and freely tradable shares. Awards granted to directors are treated on the same basis as awards granted to employees. Upon the exercise of an option or warrant, the Company issues new shares of common stock out of its authorized shares. Subsequent Events The Company evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the consolidated financial statements, except as disclosed. Recently Issued Accounting Pronouncements In May 2017, the FASB issued Accounting Standards Update No. 2017-09, “Compensation—Stock Compensation (Topic 718)” (“ASU 2017-09”). ASU 2017-09 provides clarity on the accounting for modifications of stock-based awards. ASU 2017-09 requires adoption on a prospective basis in the annual and interim periods within those annual periods, beginning after December 15, 2017, for share-based payment awards modified on or after the adoption date. The adoption of this standard did not have a material impact on the Company’s financial statement disclosures.

Accrued Expenses and Other Curr

Accrued Expenses and Other Current Liabilities	3 Months Ended
	Mar. 31, 2018
Accrued Liabilities and Other Liabilities [Abstract]
Accrued Expenses and Other Current Liabilities	Note 4 – Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities are comprised of the following: March 31, 2018 December 31, 2017 Credit card payable $ 1,010 $ 1,010 Accrued payroll 398,134 349,163 Accrued research and development expenses 556,175 636,175 Accrued general and administrative expenses 727,039 604,308 Accrued director compensation 332,500 282,500 Deferred rent 46,216 50,395 Total accrued expenses 2,061,074 1,923,551 Less: accrued expenses, current portion 2,061,074 1,885,551 Accrued expenses, non-current portion $ - $ 38,000 See Note 6 - Commitments and Contingencies for additional details regarding the exchange of accrued consulting fees for common stock and a warrant.

Notes Payable

Notes Payable	3 Months Ended
	Mar. 31, 2018
Debt Disclosure [Abstract]
Notes Payable	Note 5 – Notes Payable A summary of the notes payable activity during the three months ended March 31, 2018 is presented below: Related Party Convertible Other Debt Notes Notes Notes Discount Total Outstanding, December 31, 2017 $ 715,000 $ 2,029,870 [1] $ 1,254,465 $ (337,485 ) $ 3,661,850 Issuances - 414,000 58,000 - 472,000 Exchanges for equity - (117,917 ) - - (117,917 ) Conversions to equity - (77,621 ) - - (77,621 ) Repayments (25,000 ) (94,583 ) - - (119,583 ) Recognition of debt discount - - - (369,839 ) (369,839 ) Accretion of interest expense - - - 67,562 67,562 Amortization of debt discount - - - 261,646 261,646 Outstanding, March 31, 2018 $ 690,000 $ 2,153,749 [1] $ 1,312,465 $ (378,116 ) $ 3,778,098 [1] As of March 31, 2018 and December 31, 2017, a designated portion of convertible notes with an aggregate principal balance of $1,923,749 and $1,777,788, respectively, was convertible into shares of common stock at the election of the holder any time immediately until the balance has been paid in full. As of March 31, 2018 and December 31, 2017, a designated portion of convertible notes with an aggregate principal balance of $55,000 and $252,082, respectively, was convertible into shares of common stock at the election of the Company near maturity. In the event the Company exercised or exercises that conversion right on a designated portion of such principal balance, the holder had or has the right to accelerate the conversion of up to $36,667 and $196,666 of principal into shares of common stock at March 31, 2018 and December 31, 2017, respectively, at the same conversion price. As of March 31, 2018, a designated portion of convertible notes with a principal balance of $175,000 is convertible into shares of the Company’s common stock at the election of the holder after the 180th day following the issue date until the balance has been paid in full. Related Party Notes As of March 31, 2018 and December 31, 2017, related party notes consisted of notes payable issued to certain directors of the Company and the Tuxis Trust (the “Trust”). A director and principal shareholder of the Company serves as a trustee of Trust, which was established for the benefit of his immediate family. During the three months ended March 31, 2018, the Company partially repaid a certain related party note in the principal amount of $25,000. Convertible Notes and Other Notes Issuances During the three months ended March 31, 2018, the Company issued a lender a three-month note payable in the principal amount of $58,000, which bears no interest, for cash proceeds of $50,000. The $8,000 difference was recorded as a debt discount and is being amortized over the term of the note. In connection with the issuance of this promissory note, the Company issued the lender 1,500 shares of the Company’s common stock. The issuance date fair value of the common stock of $2,852 was recorded as debt discount and is being amortized over the term of the note. During the three months ended March 31, 2018, the Company issued certain lenders convertible notes payable in the aggregate principal amount of $414,000, for aggregate cash proceeds of $396,250. The difference of $17,750 was recorded as a debt discount and will be amortized over the terms of the respective notes. The convertible notes bear interest at rates ranging between 10% to 12% per annum payable at maturity with maturity dates ranging between August 2018 through December 2018. The convertible notes are convertible as follows: (i) $184,000 of aggregate principal and the respective interest is convertible into shares of the Company’s common stock at the election of the respective holder at any time immediately on or after the issue dates until the respective balances have been paid in full, (ii) $175,000 of principal and the respective interest is convertible into shares of the Company’s common stock at the election of the holder after the 180th day following the issue date until the balance has been paid in full, and (iii) $55,000 of principal and respective interest is convertible into shares of the Company’s stock at the election of the Company during the five days prior to maturity and ending on the day immediately prior to maturity; however, should the Company elect to convert any portion of the $55,000 of note principal and respective accrued interest, the holder would have the right to accelerate the conversion of the remaining outstanding principal and accrued interest of the note at the same conversion price. The conversion prices of the convertible notes are equal to the greater of (a) a range between 50% to 65% of the fair value of the Company’s stock or (b) $0.75 or $1.00 per share depending on the note. In connection with the issuance of a certain convertible note, the Company issued the lender 12,000 shares of the Company’s common stock and the relative fair value of $19,355 was recorded as debt discount and is being amortized over the term of the note. In connection with another convertible note, the Company incurred $25,750 of debt issuance costs which was recorded as debt discount and is being amortized over the term of the note. See below within Note 5 – Notes Payable – Conversions, Exchanges and Other and Note 8 – Derivative Liabilities for additional details regarding the embedded conversion options (“ECOs”) of the convertible notes. Conversions, Exchanges and Other During the three months ended March 31, 2018, the Company and certain lenders agreed to exchange certain convertible notes with an aggregate principal balance of $117,917 and aggregate accrued interest of $7,172 for an aggregate of 71,963 shares of the Company’s common stock at prices ranging from $1.58 to $2.11 per share. The common stock had an aggregate exchange date value of $143,926 and, as a result, the Company recorded a loss on extinguishment of notes payable of $18,837. During the three months ended March 31, 2018, the Company elected to convert certain convertible notes with an aggregate principal balance of $77,621 and aggregate accrued interest of $5,283 into an aggregate of 39,733 shares of the Company’s common stock at conversion prices ranging from $1.90 to $2.38 per share. During the three months ended March 31, 2018, the Company and certain lenders agreed to multiple extensions of the maturity dates of notes payable with an aggregate principal balance of $788,982 from maturity dates ranging between December 2017 to March 2018 to new maturity dates ranging from March 2018 to August 2018. In consideration of the extensions, the Company issued certain lenders an aggregate of 19,500 shares of the Company’s common stock. The aggregate issuance date fair value of the common stock of $39,000 was recorded as debt discount and is being amortized over the term of the respective notes. Additionally, in connection with one of the extensions, the Company increased the effective rate at which the note bears interest, from 0% to 8% per annum, effective February 8, 2018. See below within this Note 5 – Notes Payable – Conversions, Exchanges and Other and Note – 8 Derivative Liabilities for additional details regarding the ECOs of the convertible notes. During the three months ended March 31, 2018, the Company repaid an aggregate principal amount of $94,583 of convertible notes payable. During the three months ended March 31, 2018 and 2017, the contingently adjustable conversion ratio associated with certain convertible notes was resolved and such notes became convertible during the period. The Company estimated the intrinsic value of the ECO based upon the difference between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the convertible note. During the three months ended March 31, 2018 and 2017, the Company recognized $21,518 and $0, respectively, related to the beneficial conversion feature as debt discount which was immediately amortized. During the three months ended March 31, 2018, the Company determined that certain ECOs of issued or extended convertible notes to be derivative liabilities. The aggregate issuance date value of the ECOs was $235,614, which was recorded as a debt discount and is being amortized over the terms of the respective convertible notes. See Note 8 – Derivative Liabilities for additional details.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2018
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 6 – Commitments and Contingencies Consulting Agreements Business Advisory Services In January 2018, a February 2011 agreement for business advisory services that had expired on December 31, 2017 was further amended. Pursuant to the amendment, the agreement was reinstated effective as of January 1, 2018 and provides for an expiration date of December 31, 2018. In consideration of the extension of the term of the consulting agreement, the Company issued to the consultant an immediately vested five-year warrant for the purchase of 30,000 shares of common stock of the Company at an exercise price of $4.00 per share. The aggregate grant date value of the warrant of $48,192 was recognized immediately as stock-based compensation expense which is reflected as consulting expense in the unaudited condensed consolidated financial statements. Concurrently, the Company and the consultant agreed to exchange $38,000 of accrued consulting fees for 19,000 shares of common stock of the Company and a two-year warrant for the purchase of 4,750 shares of common stock of the Company at an exercise price of $4.00 per share, whose combined value is consistent with the carrying value of the liabilities being satisfied. Operating Lease Rent expense amounted to approximately $31,000 and $32,000 for the three months ended March 31, 2018 and 2017, respectively. Litigations, Claims and Assessments In the normal course of business, the Company may be involved in legal proceedings, claims and assessments arising in the ordinary course of business, and as of March 31, 2018, none are expected to materially impact the Company’s financial position. The Company records legal costs associated with loss contingencies as incurred and accrues for all probable and estimable settlements. Employment Agreements In January 2018, the Company entered into an employment agreement with its new Senior Vice President of Planning and Business Development (the “Senior VP”). Pursuant to the employment agreement, in the event that (a) the Senior VP’s employment is terminated by the Company without “cause”, or (b) the Senior VP terminates his employment for “good reason” (each as defined in the employment agreement), the Senior VP would be entitled to receive severance in an amount equal to three months of his then annual base salary. In March 2018, the Company and its CEO agreed to an extension of the expiration date of his employment agreement from March 31, 2018 to December 31, 2019. In connection with the extension, the CEO is entitled to new performance-based cash bonuses payable for the years ending December 31, 2018 and 2019, such that an aggregate of up to 50% of the CEO’s then annual base salary per annum could be earned for such year pursuant to the satisfaction of such goals. As of March 31, 2018 and December 31, 2017, the Company accrued approximately $76,000 and $87,000, respectively, for 2016 bonus milestones which were achieved but remain unpaid. As of March 31, 2018, the Company’s Compensation Committee and Board of Directors had not yet set the performance goals associated with cash bonuses payable to certain officers for the year ended December 31, 2018 and the Company has accrued approximately $96,000 for 2018 bonuses based on management’s best estimates.

Stockholders' Deficiency

Stockholders' Deficiency	3 Months Ended
	Mar. 31, 2018
Stockholders' Equity Note [Abstract]
Stockholders' Deficiency	Note 7 – Stockholders’ Deficiency Warrant and Option Valuation The Company has computed the fair value of warrants and options granted using the Black-Scholes option pricing model. Option forfeitures are estimated at the time of valuation and reduce expense ratably over the vesting period. This estimate will be adjusted periodically based on the extent to which actual option forfeitures differ, or are expected to differ, from the previous estimate, when it is material. The Company estimated forfeitures related to option grants at an annual rate ranging from 0% to 5% for options granted during the three months ended March 31, 2018 and 2017. The expected term used for warrants and options issued to non-employees is the contractual life and the expected term used for options issued to employees and directors is the estimated period of time that options granted are expected to be outstanding. The Company utilizes the “simplified” method to develop an estimate of the expected term of “plain vanilla” employee option grants. The Company is utilizing an expected volatility figure based on a review of the historical volatilities, over a period of time, equivalent to the expected life of the instrument being valued, of similarly positioned public companies within its industry. The risk-free interest rate was determined from the implied yields from U.S. Treasury zero-coupon bonds with a remaining term consistent with the expected term of the instrument being valued. Stock Warrants Warrant Compensation See Note 6 - Commitments and Contingencies for additional details associated with the issuance of common stock and warrants in connection with a consulting agreement extension. The Company recorded stock–based compensation expense of $48,192 and $40,763 during the three months ended March 31, 2018 and 2017, respectively, related to stock warrants issued as compensation, which is reflected as consulting expense in the unaudited condensed consolidated statements of operations. As of March 31, 2018, there was no unrecognized stock-based compensation expense related to stock warrants. Warrant Modifications and Exercises During the three months ended March 31, 2018, the Company issued an aggregate of 207,084 shares of the Company’s common stock pursuant to the exercise of warrants for aggregate gross proceeds of $414,168. The shares were issued pursuant to a warrant repricing program under which the exercise price for certain outstanding and exercisable warrants for the purchase of shares of common stock of the Company was reduced to $2.00 per share (reduced from exercises prices ranging from $4.00 to $5.00 per share). The warrants were exercised over a limited period of time. In connection with the share issuances, the Company issued to the purchasers of such shares additional two-year warrants for the purchase of an aggregate of 51,771 shares of common stock of the Company at an exercise price of $4.00 per share. The Company did not recognize a warrant modification charge as there was no incremental value of the modified warrants and additional warrants issued as compared to the original warrants, both valued as of the respective modification dates. Warrant Activity Summary In applying the Black-Scholes option pricing model to warrants granted, the Company used the following assumptions: For the Three Months Ended March 31, 2018 2017 Risk free interest rate 1.92% - 2.29 % 2.14% - 2.33 % Contractual term (years) 1.98 - 5.00 5.00 Expected volatility 128% - 129 % 132 % Expected dividends 0.00 % 0.00 % The weighted average estimated fair value of the warrants granted during the three months ended March 31, 2018 and 2017 was approximately $1.22 and $1.63 per share, respectively. A summary of the warrant activity during the three months ended March 31, 2018 is presented below: Weighted Weighted Average Average Remaining Aggregate Number of Exercise Life Intrinsic Warrants Price In Years Value Outstanding, December 31, 2017 3,435,134 $ 4.47 Issued 86,521 4.00 Exercised (207,084 ) 2.00 Expired (3,566 ) 42.61 Outstanding, March 31, 2018 3,311,005 $ 4.39 2.5 $ - Exercisable, March 31, 2018 3,311,005 $ 4.39 2.5 $ - The following table presents information related to stock warrants at March 31, 2018: Warrants Outstanding Warrants Exercisable Weighted Outstanding Average Exercisable Exercise Number of Remaining Life Number of Price Warrants In Years Warrants $4.00 - $4.99 2,989,079 2.5 2,989,079 $5.00 - $5.99 195,989 3.2 195,989 $6.00 - $7.99 40,000 2.3 40,000 $8.00 - $9.99 2,500 1.7 2,500 $10.00 - $14.99 40,400 2.0 40,400 $15.00 - $19.99 35,435 1.4 35,435 $20.00 - $60.00 7,602 0.5 7,602 3,311,005 2.5 3,311,005 Stock Options In applying the Black-Scholes option pricing model to stock options granted, the Company used the following assumptions: For the Three Months Ended March 31, 2018 2017 Risk free interest rate 2.44%-2.45 % N/A Expected term (years) 5.47-9.69 N/A Expected volatility 129 % N/A Expected dividends 0.00 % N/A The weighted average estimated fair value of the stock options granted during the three months ended March 31, 2018 was approximately $2.99. There were no stock options granted during the three months ended March 31, 2017. In January 2018, the Company granted a ten-year option to a consultant of the Company to purchase 10,000 shares of the Company’s common stock at an exercise price of $3.20 per share. The shares vest ratably over three years on the issuance date anniversaries. The option had an aggregate grant date value of $33,700. During the three months ended March 31, 2018, the option was forfeited in connection with the consultant’s termination and accordingly, no expense related to the option was recognized. In January 2018, the Company granted the Senior VP a ten-year option to purchase 500,000 shares of the Company’s common stock at an exercise price of $3.40 per share. The shares vest based upon the achievement of a certain performance condition. As of March 31, 2018, the achievement of such performance condition is deemed probable to occur and the aggregate grant date value of the option of $1,491,300 is being amortized over the expected vesting period of the option. A summary of the option activity during the three months ended March 31, 2018 is presented below: Weighted Weighted Average Average Remaining Aggregate Number of Exercise Life Intrinsic Options Price In Years Value Outstanding, December 31, 2017 3,122,202 $ 4.25 Granted 510,000 3.40 Forfeited (16,833 ) 3.41 Outstanding, March 31, 2018 3,615,369 $ 4.13 7.9 $ 74,730 Exercisable, March 31, 2018 1,933,380 $ 4.73 6.8 $ 600 The following table presents information related to stock options at March 31, 2018: Options Outstanding Options Exercisable Weighted Outstanding Average Exercisable Exercise Number of Remaining Life Number of Price Options In Years Options $2.00 - $2.99 193,500 - - $3.00 - $3.99 2,153,667 8.2 768,842 $4.00 - $4.99 1,190,702 6.0 1,087,038 $5.00 - $5.99 5,000 6.2 5,000 $6.00 - $19.99 37,500 5.8 37,500 $20.00 - $30.00 35,000 4.0 35,000 3,615,369 6.8 1,933,380 The following table presents information related to stock option expense: Weighted Average Remaining For the Three Months Ended Unrecognized at Amortization March 31, March 31, Period 2018 2017 2018 (Years) Consulting $ 264,227 $ 268,614 $ 805,832 1.1 Research and development 75,845 258,416 464,815 1.9 General and administrative 494,548 387,600 1,819,369 0.9 $ 834,620 $ 914,630 $ 3,090,016 1.1

Derivative Liabilities

Derivative Liabilities	3 Months Ended
	Mar. 31, 2018
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative Liabilities	Note 8 – Derivative Liabilities During the three months ended March 31, 2018, the Company recorded derivative liabilities in the aggregate amount of $235,614 related to the ECOs of certain convertible notes payable. The Company estimated the fair value of the original derivative liabilities using the Multinomial Lattice option pricing model (Level 3 inputs) including the fair value of the Company’s freely tradable common stock as reported on the OTCQB market. See Note 5 – Notes Payable – Convertible Notes and Other Notes for additional details. On March 31, 2018, the Company recomputed the fair value of ECOs recorded as derivative liabilities to be $214,221. The Company estimated the fair value of the original derivative liabilities using the Multinomial Lattice option pricing model (Level 3 inputs) including the fair value of the Company’s freely tradable common stock as reported on the OTCQB market. The Company recorded a gain on the change in fair value of these derivative liabilities of $148,054 during the three months ended March 31, 2018. On March 31, 2018, the Company recomputed the fair value of the derivative liabilities related to outstanding warrants to be $63,249. These warrants are redeemable for cash equal to the Black-Scholes value, as defined, at the election of the warrant holder upon a fundamental transaction pursuant to the warrant terms. The Company has estimated the fair value of the warrants at March 31, 2018 using the Black-Scholes model using the following assumptions: expected volatility of 100%, risk-free rates of 2.56%, contractual terms ranging between 4.57 and 4.66 years, and expected dividends of 0%. The Company recorded a gain on the change in fair value of these derivative liabilities of $16,765 during the three months ended March 31, 2018. During the three months ended March 31, 2018, the Company reclassified an aggregate of $9,397 of derivative liabilities to equity in connection with repayments and conversions of certain convertible notes payable into shares of the Company’s common stock. See Note 5 – Notes Payable – Convertible Notes and Other Notes for additional details. The following table sets forth a summary of the changes in the fair value of Level 3 derivative liabilities that are measured at fair value on a recurring basis: Beginning balance as of January 1, 2018 $ 216,073 Issuance of derivative liabilities 235,614 Reclassification of derivative liabilities to equity (9,397 ) Change in fair value of derivative liabilities (164,820 ) Ending balance as of March 31, 2018 $ 277,470

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2018
Subsequent Events [Abstract]
Subsequent Events	Note 9 – Subsequent Events Common Stock and Warrant Offering Subsequent to March 31, 2018, the Company issued 10,000 shares of common stock of the Company and a five-year immediately vested warrant to purchase 10,000 shares of common stock of the Company at an exercise price of $3.50 per share to an investor for gross proceeds of $25,000. Notes Payable Subsequent to March 31, 2018, the Company issued certain lenders convertible notes payable in the aggregate principal amount of $602,500 for aggregate cash proceeds of $545,250. The difference of $57,250 was recorded as a debt discount and is being amortized over the term of the respective notes. The convertible notes bear interest at a rate of 12% per annum payable at maturity with maturity dates ranging between October 2018 to April 2019. The principal amount of convertible notes and the respective interest are convertible into shares of the Company’s common stock at the election of the holders after the 180 th Subsequent to March 31, 2018, the Company elected to convert certain convertible notes with an aggregate principal balance of $40,143 and aggregate accrued interest of $5,957 into an aggregate of 23,416 shares of the Company’s common stock at conversion prices ranging from $1.74 to $2.38. Subsequent to March 31, 2018, the Company and a certain lender agreed to exchange a certain note payable with a principal balance of $50,000 for 33,333 shares of the Company’s common stock at a price of $1.50 per share. Subsequent to March 31, 2018, the Company and certain lenders agreed to extend certain notes payable with an aggregate principal balance of $590,564 from maturity dates ranging between June 2015 to October 2018 to new maturity dates ranging between June 2018 to December 2018. In consideration of certain note extensions, the Company and the lender agreed to add an aggregate of $177,283 of incurred interest to the principal of the respective notes. Subsequent to March 31, 2018, the Company and certain related party lenders agreed to extend certain related party notes payable with an aggregate principal balance of $140,000 from maturity dates ranging between August 2016 to February 2018 to new maturity dates ranging from July 2018 to December 2018. Concurrent with one of the extensions, the Company partially repaid a certain related party note in the principal amount of $5,000.

Summary of Significant Accoun16

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2018
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation The unaudited condensed consolidated financial statements of the Company include the accounts of Stem Pearls. All significant intercompany transactions have been eliminated in the consolidation.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the periods. The Company’s significant estimates and assumptions include the recoverability and useful lives of long-lived assets, the fair value of the Company’s stock, stock-based compensation, warrants issued in connection with notes payable, derivative liabilities and the valuation allowance related to the Company’s deferred tax assets. Certain of the Company’s estimates, including the carrying amount of the intangible assets, could be affected by external conditions, including those unique to the Company and general economic conditions. It is reasonably possible that these external factors could have an effect on the Company’s estimates and could cause actual results to differ from those estimates.
Concentrations	Concentrations One license and the related royalties comprised all of the Company’s revenue during the three months ended March 31, 2018 and 2017. See “Revenue Recognition” below.
Revenue Recognition	Revenue Recognition The Company recognizes sublicensing and royalty revenue when all of the following have occurred: (i) persuasive evidence of an arrangement exists, (ii) the service is completed without further obligation, (iii) the sales price to the customer is fixed or determinable, and (iv) collectability is reasonably assured. In January 2012, the Company and a stem cell treatment company (“SCTC”) entered into a license agreement pursuant to which the SCTC granted to the Company a license to use certain intellectual property related to, among other things, stem cell disc procedures. Pursuant to the license agreement, the Company granted to the SCTC a non-exclusive sublicense to use certain of the licensed intellectual property in one location outside the United States. Pursuant to an amendment to the license agreement, effective November 30, 2015, the Company granted to the SCTC a non-exclusive sublicense to use, and the right to sublicense to third parties the right to use, in certain locations in the United States, certain of the licensed intellectual property. In consideration of the sublicenses, the SCTC has agreed to pay the Company royalties on a per disc procedure basis. During the three months ended March 31, 2018 and 2017, the Company recognized $19,000 and $7,000, respectively, of revenue related to the Company’s sublicenses.
Net Loss Per Common Share	Net Loss Per Common Share Basic loss per common share is computed by dividing net loss by the weighted average number of vested common shares outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. The following securities are excluded from the calculation of weighted average dilutive common shares because their inclusion would have been anti-dilutive: March 31, 2018 2017 Options 3,615,369 2,168,950 Warrants 3,311,005 3,513,956 Convertible notes 864,998 136,360 Total potentially dilutive shares 7,791,372 5,819,266
Stock-Based Compensation	Stock-Based Compensation The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. For employees, the fair value of the award is measured on the grant date and for non-employees, the fair value of the award is generally re-measured on vesting dates and interim financial reporting dates until the service period is complete. The fair value amount is then recognized over the period during which services are required to be provided in exchange for the award, usually the vesting period. Since the shares underlying the Company’s 2010 Equity Participation Plan (the “Plan”) are registered, the Company estimates the fair value of the awards granted under the Plan based on the market value of its freely tradable common stock as reported on the OTCQB market. The fair value of the Company’s restricted equity instruments was estimated by management based on observations of the cash sales prices of both restricted shares and freely tradable shares. Awards granted to directors are treated on the same basis as awards granted to employees. Upon the exercise of an option or warrant, the Company issues new shares of common stock out of its authorized shares.
Subsequent Events	Subsequent Events The Company evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the consolidated financial statements, except as disclosed.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In May 2017, the FASB issued Accounting Standards Update No. 2017-09, “Compensation—Stock Compensation (Topic 718)” (“ASU 2017-09”). ASU 2017-09 provides clarity on the accounting for modifications of stock-based awards. ASU 2017-09 requires adoption on a prospective basis in the annual and interim periods within those annual periods, beginning after December 15, 2017, for share-based payment awards modified on or after the adoption date. The adoption of this standard did not have a material impact on the Company’s financial statement disclosures.

Summary of Significant Accoun17

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2018
Accounting Policies [Abstract]
Schedule of Weighted Average Dilutive Common Shares	The following securities are excluded from the calculation of weighted average dilutive common shares because their inclusion would have been anti-dilutive: March 31, 2018 2017 Options 3,615,369 2,168,950 Warrants 3,311,005 3,513,956 Convertible notes 864,998 136,360 Total potentially dilutive shares 7,791,372 5,819,266

Accrued Expenses and Other Cu18

Accrued Expenses and Other Current Liabilities (Tables)	3 Months Ended
	Mar. 31, 2018
Accrued Liabilities and Other Liabilities [Abstract]
Schedule of Accrued Expenses and Other Current Liabilities	Accrued expenses and other current liabilities are comprised of the following: March 31, 2018 December 31, 2017 Credit card payable $ 1,010 $ 1,010 Accrued payroll 398,134 349,163 Accrued research and development expenses 556,175 636,175 Accrued general and administrative expenses 727,039 604,308 Accrued director compensation 332,500 282,500 Deferred rent 46,216 50,395 Total accrued expenses 2,061,074 1,923,551 Less: accrued expenses, current portion 2,061,074 1,885,551 Accrued expenses, non-current portion $ - $ 38,000

Notes Payable (Tables)

Notes Payable (Tables)	3 Months Ended
	Mar. 31, 2018
Debt Disclosure [Abstract]
Schedule of Notes Payable Activity	A summary of the notes payable activity during the three months ended March 31, 2018 is presented below: Related Party Convertible Other Debt Notes Notes Notes Discount Total Outstanding, December 31, 2017 $ 715,000 $ 2,029,870 [1] $ 1,254,465 $ (337,485 ) $ 3,661,850 Issuances - 414,000 58,000 - 472,000 Exchanges for equity - (117,917 ) - - (117,917 ) Conversions to equity - (77,621 ) - - (77,621 ) Repayments (25,000 ) (94,583 ) - - (119,583 ) Recognition of debt discount - - - (369,839 ) (369,839 ) Accretion of interest expense - - - 67,562 67,562 Amortization of debt discount - - - 261,646 261,646 Outstanding, March 31, 2018 $ 690,000 $ 2,153,749 [1] $ 1,312,465 $ (378,116 ) $ 3,778,098 [1] As of March 31, 2018 and December 31, 2017, a designated portion of convertible notes with an aggregate principal balance of $1,923,749 and $1,777,788, respectively, was convertible into shares of common stock at the election of the holder any time immediately until the balance has been paid in full. As of March 31, 2018 and December 31, 2017, a designated portion of convertible notes with an aggregate principal balance of $55,000 and $252,082, respectively, was convertible into shares of common stock at the election of the Company near maturity. In the event the Company exercised or exercises that conversion right on a designated portion of such principal balance, the holder had or has the right to accelerate the conversion of up to $36,667 and $196,666 of principal into shares of common stock at March 31, 2018 and December 31, 2017, respectively, at the same conversion price. As of March 31, 2018, a designated portion of convertible notes with a principal balance of $175,000 is convertible into shares of the Company’s common stock at the election of the holder after the 180th day following the issue date until the balance has been paid in full.

Stockholders' Deficiency (Table

Stockholders' Deficiency (Tables)	3 Months Ended
	Mar. 31, 2018
Stockholders' Equity Note [Abstract]
Schedule of Share Based Payment Award Stock Warrants Valuation Assumptions	In applying the Black-Scholes option pricing model to warrants granted, the Company used the following assumptions: For the Three Months Ended March 31, 2018 2017 Risk free interest rate 1.92% - 2.29 % 2.14% - 2.33 % Contractual term (years) 1.98 - 5.00 5.00 Expected volatility 128% - 129 % 132 % Expected dividends 0.00 % 0.00 %
Schedule of Warrant Activity	A summary of the warrant activity during the three months ended March 31, 2018 is presented below: Weighted Weighted Average Average Remaining Aggregate Number of Exercise Life Intrinsic Warrants Price In Years Value Outstanding, December 31, 2017 3,435,134 $ 4.47 Issued 86,521 4.00 Exercised (207,084 ) 2.00 Expired (3,566 ) 42.61 Outstanding, March 31, 2018 3,311,005 $ 4.39 2.5 $ - Exercisable, March 31, 2018 3,311,005 $ 4.39 2.5 $ -
Schedule of Stock Warrant Activity	The following table presents information related to stock warrants at March 31, 2018: Warrants Outstanding Warrants Exercisable Weighted Outstanding Average Exercisable Exercise Number of Remaining Life Number of Price Warrants In Years Warrants $4.00 - $4.99 2,989,079 2.5 2,989,079 $5.00 - $5.99 195,989 3.2 195,989 $6.00 - $7.99 40,000 2.3 40,000 $8.00 - $9.99 2,500 1.7 2,500 $10.00 - $14.99 40,400 2.0 40,400 $15.00 - $19.99 35,435 1.4 35,435 $20.00 - $60.00 7,602 0.5 7,602 3,311,005 2.5 3,311,005
Schedule of Share Based Payment Award Stock Option Granted Assumptions	In applying the Black-Scholes option pricing model to stock options granted, the Company used the following assumptions: For the Three Months Ended March 31, 2018 2017 Risk free interest rate 2.44%-2.45 % N/A Expected term (years) 5.47-9.69 N/A Expected volatility 129 % N/A Expected dividends 0.00 % N/A
Schedule of Stock Option Activity	A summary of the option activity during the three months ended March 31, 2018 is presented below: Weighted Weighted Average Average Remaining Aggregate Number of Exercise Life Intrinsic Options Price In Years Value Outstanding, December 31, 2017 3,122,202 $ 4.25 Granted 510,000 3.40 Forfeited (16,833 ) 3.41 Outstanding, March 31, 2018 3,615,369 $ 4.13 7.9 $ 74,730 Exercisable, March 31, 2018 1,933,380 $ 4.73 6.8 $ 600
Schedule of Stock Option	The following table presents information related to stock options at March 31, 2018: Options Outstanding Options Exercisable Weighted Outstanding Average Exercisable Exercise Number of Remaining Life Number of Price Options In Years Options $2.00 - $2.99 193,500 - - $3.00 - $3.99 2,153,667 8.2 768,842 $4.00 - $4.99 1,190,702 6.0 1,087,038 $5.00 - $5.99 5,000 6.2 5,000 $6.00 - $19.99 37,500 5.8 37,500 $20.00 - $30.00 35,000 4.0 35,000 3,615,369 6.8 1,933,380
Schedule of Stock Option Expense	The following table presents information related to stock option expense: Weighted Average Remaining For the Three Months Ended Unrecognized at Amortization March 31, March 31, Period 2018 2017 2018 (Years) Consulting $ 264,227 $ 268,614 $ 805,832 1.1 Research and development 75,845 258,416 464,815 1.9 General and administrative 494,548 387,600 1,819,369 0.9 $ 834,620 $ 914,630 $ 3,090,016 1.1

Derivative Liabilities (Tables)

Derivative Liabilities (Tables)	3 Months Ended
	Mar. 31, 2018
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Summary of Changes in Fair Value of Level 3 Derivative Liabilities	The following table sets forth a summary of the changes in the fair value of Level 3 derivative liabilities that are measured at fair value on a recurring basis: Beginning balance as of January 1, 2018 $ 216,073 Issuance of derivative liabilities 235,614 Reclassification of derivative liabilities to equity (9,397 ) Change in fair value of derivative liabilities (164,820 ) Ending balance as of March 31, 2018 $ 277,470

Going Concern and Management'22

Going Concern and Management's Plans (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Working capital deficiency	$ 8,778,930
Stockholder's deficiency	(7,690,296)		$ (6,836,568)
Net loss	2,507,660	$ 2,785,754
Note payable past due	250,000
Subsequent to March 31, 2018 [Member]
Proceeds from equity financings	25,000
Proceeds from debt financings	545,250
Accrued interest	96,100
Repayments of debt	5,000
May 2018 [Member]
Repayments of debt	$ 730,564
Repayments of debt extended due date	due date for the repayment of $730,564 of debt has been extended to dates between June 2018 and December 2018.

Summary of Significant Accoun23

Summary of Significant Accounting Policies (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Sublicense Agreement [Member]
Deferred revenue recognized	$ 19,000	$ 7,000

Summary of Significant Accoun24

Summary of Significant Accounting Policies - Schedule of Weighted Average Dilutive Common Shares (Details) - shares	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Total potentially dilutive shares	7,791,372	5,819,266
Options [Member]
Total potentially dilutive shares	3,615,369	2,168,950
Warrants [Member]
Total potentially dilutive shares	3,311,005	3,513,956
Convertible Notes [Member]
Total potentially dilutive shares	864,998	136,360

Accrued Expenses and Other Cu25

Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Accrued Expenses and Other Current Liabilities [Line Items]
Less: accrued expenses, current portion	$ 2,061,074	$ 1,885,551
Accrued expenses, non-current portion		38,000
Accrued Expenses and Other Current Liabilities [Member]
Accrued Expenses and Other Current Liabilities [Line Items]
Credit card payable	1,010	1,010
Accrued payroll	398,134	349,163
Accrued research and development expenses	556,175	636,175
Accrued general and administrative expenses	727,039	604,308
Accrued director compensation	332,500	282,500
Deferred rent	46,216	50,395
Total accrued expenses	2,061,074	1,923,551
Less: accrued expenses, current portion	2,061,074	1,885,551
Accrued expenses, non-current portion		$ 38,000

Notes Payable (Details Narrativ

Notes Payable (Details Narrative) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Debt Instrument [Line Items]
Repaid a certain related party note in the principal amount		$ 45,015
Note payable in the principal amount	55,000		$ 252,082
Debt conversion values	82,904
Loss on extinguishment of notes payable	(18,837)	(61,340)
Maximum [Member]
Debt Instrument [Line Items]
Debt conversion values	36,667		$ 196,666
Related Party Notes [Member]
Debt Instrument [Line Items]
Repaid a certain related party note in the principal amount	25,000
Convertible Notes and Other Notes [Member]
Debt Instrument [Line Items]
Note payable in the principal amount	58,000
Proceeds from issuance of convertible notes	50,000
Amortized debt discount	$ 8,000
Number of shares issued to lender	1,500
Fair value of common stock	$ 2,852
Debt conversion, description	convertible as follows: (i) $184,000 of aggregate principal and the respective interest is convertible into shares of the Company’s common stock at the election of the respective holder at any time immediately on or after the issue dates until the respective balances have been paid in full, (ii) $175,000 of principal and the respective interest is convertible into shares of the Company’s common stock at the election of the holder after the 180th day following the issue date until the balance has been paid in full, and (iii) $55,000 of principal and respective interest is convertible into shares of the Company’s stock at the election of the Company during the five days prior to maturity and ending on the day immediately prior to maturity;
Debt issuance cost	$ 25,750
Convertible Notes and Other Notes [Member] | Lenders [Member]
Debt Instrument [Line Items]
Note payable in the principal amount	414,000
Proceeds from issuance of convertible notes	396,250
Amortized debt discount	17,750
Fair value of common stock	$ 19,355
Debt maturity term	August 2018 through December 2018
Number of common stock shares issued	12,000
Convertible Notes and Other Notes [Member] | Conversion One [Member]
Debt Instrument [Line Items]
Debt conversion values	$ 184,000
Convertible Notes and Other Notes [Member] | Conversion Two [Member]
Debt Instrument [Line Items]
Debt conversion values	175,000
Convertible Notes and Other Notes [Member] | Conversion Three [Member]
Debt Instrument [Line Items]
Debt conversion values	$ 55,000
Convertible Notes and Other Notes [Member] | Minimum [Member]
Debt Instrument [Line Items]
Debt conversion fair value percentage	50.00%
Convertible Notes and Other Notes [Member] | Minimum [Member] | Lenders [Member]
Debt Instrument [Line Items]
Convertible notes bear interest rate	10.00%
Debt instrument, convertible, conversion price	$ 0.75
Convertible Notes and Other Notes [Member] | Maximum [Member]
Debt Instrument [Line Items]
Debt conversion fair value percentage	65.00%
Conversions, Exchanges and Other [Member]
Debt Instrument [Line Items]
Note payable in the principal amount	$ 77,621
Number of common stock shares issued	39,733
Accrued interest	$ 5,283
Conversions, Exchanges and Other [Member] | Embedded Conversion Options [Member]
Debt Instrument [Line Items]
Amortized debt discount	235,614
Debt beneficial conversion feature	$ 21,518	$ 0
Conversions, Exchanges and Other [Member] | Minimum [Member]
Debt Instrument [Line Items]
Debt instrument, convertible, conversion price	$ 1.90
Conversions, Exchanges and Other [Member] | Maximum [Member]
Debt Instrument [Line Items]
Debt instrument, convertible, conversion price	$ 2.38
Convertible Notes Payable [Member]
Debt Instrument [Line Items]
Repaid aggregate principal amount	$ 94,583
Lenders [Member] | Convertible Notes and Other Notes [Member] | Maximum [Member]
Debt Instrument [Line Items]
Convertible notes bear interest rate	12.00%
Debt instrument, convertible, conversion price	$ 1
Lenders [Member] | Conversions, Exchanges and Other [Member]
Debt Instrument [Line Items]
Note payable in the principal amount	$ 788,982
Amortized debt discount	$ 39,000
Number of shares issued to lender	19,500
Debt maturity term	Maturity dates ranging between December 2017 to March 2018 to new maturity dates ranging from March 2018 to August 2018
Lenders [Member] | Conversions, Exchanges and Other [Member] | Minimum [Member]
Debt Instrument [Line Items]
Convertible notes bear interest rate	0.00%
Lenders [Member] | Conversions, Exchanges and Other [Member] | Maximum [Member]
Debt Instrument [Line Items]
Convertible notes bear interest rate	8.00%
Lender [Member] | Conversions, Exchanges and Other [Member]
Debt Instrument [Line Items]
Note payable in the principal amount	$ 117,917
Fair value of common stock	$ 143,926
Number of common stock shares issued	71,963
Accrued interest	$ 7,172
Loss on extinguishment of notes payable	$ 18,837
Lender [Member] | Conversions, Exchanges and Other [Member] | Minimum [Member]
Debt Instrument [Line Items]
Debt instrument, convertible, conversion price	$ 1.58
Lender [Member] | Conversions, Exchanges and Other [Member] | Maximum [Member]
Debt Instrument [Line Items]
Debt instrument, convertible, conversion price	$ 2.11

Notes Payable - Schedule of Not

Notes Payable - Schedule of Notes Payable Activity (Details) - USD ($)		3 Months Ended
		Mar. 31, 2018	Mar. 31, 2017
Outstanding beginning		$ 3,661,850
Issuances		472,000
Exchanges to equity		(117,917)
Conversion to equity		(77,621)
Repayments		(119,583)	$ (74,000)
Recognition of debt discount		(369,839)
Accretion of interest expense		67,562	41,052
Amortization of debt discount		261,646	$ 132,742
Outstanding ending		3,778,098
Debt Discount [Member]
Outstanding beginning		(337,485)
Issuances
Exchanges to equity
Conversion to equity
Repayments
Recognition of debt discount		(369,839)
Accretion of interest expense		67,562
Amortization of debt discount		261,646
Outstanding ending		(378,116)
Convertible Notes Payable [Member]
Outstanding beginning	[1]	2,029,870
Issuances	[1]	414,000
Exchanges to equity	[1]	(117,917)
Conversion to equity		(77,621)
Repayments	[1]	(94,583)
Recognition of debt discount	[1]
Accretion of interest expense	[1]
Amortization of debt discount	[1]
Outstanding ending	[1]	2,153,749
Other Notes [Member]
Outstanding beginning		1,254,465
Issuances		58,000
Exchanges to equity
Conversion to equity
Repayments
Recognition of debt discount
Accretion of interest expense
Amortization of debt discount
Outstanding ending		1,312,465
Related Party Notes [Member]
Outstanding beginning		715,000
Issuances
Exchanges to equity
Conversion to equity
Repayments		(25,000)
Recognition of debt discount
Accretion of interest expense
Amortization of debt discount
Outstanding ending		$ 690,000
[1]	As of March 31, 2018 and December 31, 2017, a designated portion of convertible notes with an aggregate principal balance of $1,923,749 and $1,777,788, respectively, was convertible into shares of common stock at the election of the holder any time immediately until the balance has been paid in full. As of March 31, 2018 and December 31, 2017, a designated portion of convertible notes with an aggregate principal balance of $55,000 and $252,082, respectively, was convertible into shares of common stock at the election of the Company near maturity. In the event the Company exercised or exercises that conversion right on a designated portion of such principal balance, the holder had or has the right to accelerate the conversion of up to $36,667 and $196,666 of principal into shares of common stock at March 31, 2018 and December 31, 2017, respectively, at the same conversion price. As of March 31, 2018, a designated portion of convertible notes with a principal balance of $175,000 is convertible into shares of the Company’s common stock at the election of the holder after the 180th day following the issue date until the balance has been paid in full.

Notes Payable - Schedule of N28

Notes Payable - Schedule of Notes Payable Activity (Details) (Parenthetical) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Debt instrument, face amount	$ 55,000	$ 252,082
Debt conversion, converted instrument, amount	82,904
Convertible notes with a principal balance	175,000
Maximum [Member]
Debt conversion, converted instrument, amount	36,667	196,666
Convertible Notes Payable [Member]
Debt instrument, face amount	$ 1,923,749	$ 1,777,788

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Rent expense	$ 31,000	$ 32,000
Business Advisory Services [Member] | Extension 1 [Member]
Warrant term	5 years
Warrants to purchase common stock	30,000
Exercise price per share	$ 4
Fair value of aggregate of warrant	$ 48,192
Accrued consulting fees	$ 38,000
Number of shares of common stock issued in exchange of accrued expenses	19,000
Business Advisory Services [Member] | Extension 2 [Member]
Warrant term	2 years
Warrants to purchase common stock	4,750
Exercise price per share	$ 4
Employment Agreements [Member]
Accrued bonuses	$ 76,000		$ 87,000
Employment Agreements [Member] | Certain Officers [Member] | December 31, 2018 [Member]
Accrued bonuses	$ 96,000
Employment Agreements [Member] | Chief Executive Officer [Member]
Employment agreements, description	In March 2018, the Company and its CEO agreed to an extension of the expiration date of his employment agreement from March 31, 2018 to December 31, 2019. In connection with the extension, the CEO is entitled to new performance-based cash bonuses payable for the years ending December 31, 2018 and 2019, such that an aggregate of up to 50% of the CEO’s then annual base salary per annum could be earned for such year pursuant to the satisfaction of such goals.

Stockholders' Deficiency (Detai

Stockholders' Deficiency (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended
	Jan. 31, 2018	Mar. 31, 2018	Mar. 31, 2017
Stock based compensation expenses		$ 882,812	$ 955,393
Warrant And Option Valuation [Member] | Minimum [Member]
Estimated forfeitures related to option grants at an annual rate		0.00%
Warrant And Option Valuation [Member] | Maximum [Member]
Estimated forfeitures related to option grants at an annual rate			5.00%
Stock Warrants [Member] | Consultant [Member]
Stock based compensation expenses		$ 48,192	$ 40,763
Unrecognized stock-based compensation expense
Warrant Modifications and Exercises [Member]
Warrants to purchase common stock		207,084
Aggregate gross proceeds of warrants		$ 414,168
Exercise price per share		$ 2
Warrant Modifications and Exercises [Member] | Additional Two-Year Warrants [Member]
Number of warrants issued		51,771
Exercise price per share		$ 4
Warrant term		2 years
Warrant Modifications and Exercises [Member] | Minimum [Member]
Exercise price per share		$ 4
Warrant Modifications and Exercises [Member] | Maximum [Member]
Exercise price per share		5
Warrants [Member]
Weighted average estimated fair value of the warrants granted per share		1.22	$ 1.63
Stock Option [Member]
Weighted average estimated fair value of the options granted per share		$ 2.99
Stock Option [Member] | Consultant [Member]
Exercise price per share	$ 3.20
Stock option term	10 years
Number of option to purchase shares	10,000
Shares vested term	3 years
Stock option grant date fair value	$ 33,700
Stock Option [Member] | Senior VP [Member]
Exercise price per share	$ 3.40
Number of option to purchase shares	500,000
Stock option grant date fair value	$ 1,491,300

Stockholders' Deficiency - Sche

Stockholders' Deficiency - Schedule of Share Based Payment Award Stock Warrants Valuation Assumptions (Details) - Warrant [Member]	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Contractual term (years)		5 years
Expected volatility		132.00%
Expected dividends	0.00%	0.00%
Minimum [Member]
Risk free interest rate	1.92%	2.14%
Contractual term (years)	1 year 11 months 23 days
Expected volatility	128.00%
Maximum [Member]
Risk free interest rate	2.29%	2.33%
Contractual term (years)	5 years
Expected volatility	129.00%

Stockholders' Deficiency - Summ

Stockholders' Deficiency - Summary of Warrant Activity (Details)	3 Months Ended
	Mar. 31, 2018USD ($)$ / sharesshares
Number of Warrants Exercisable, Balance | shares	1,933,380
Weighted Average Exercise Price Outstanding, Beginning Balance	$ 4.25
Weighted Average Exercise Price Outstanding, Issued	3.40
Weighted Average Exercise Price Outstanding, Expired	3.41
Weighted Average Exercise Price Outstanding, Ending Balance	4.13
Weighted Average Exercise Price Exercisable, Balance	$ 4.73
Weighted Average Remaining Life In Years Outstanding	7 years 10 months 25 days
Weighted Average Remaining Life In Years Exercisable	6 years 9 months 18 days
Aggregate Intrinsic Value, Outstanding | $	$ 74,730
Aggregate Intrinsic Value, Exercisable | $	$ 600
Warrant [Member]
Number of Warrants Outstanding, Beginning Balance | shares	3,435,134
Number of Warrants Outstanding, Issued | shares	86,521
Number of Warrants Outstanding, Exercised | shares	(207,084)
Number of Warrants Outstanding, Expired | shares	(3,566)
Number of Warrants Outstanding, Ending Balance | shares	3,311,005
Number of Warrants Exercisable, Balance | shares	3,311,005
Weighted Average Exercise Price Outstanding, Beginning Balance	$ 4.47
Weighted Average Exercise Price Outstanding, Issued	4
Weighted Average Exercise Price Outstanding, Exercised	2
Weighted Average Exercise Price Outstanding, Expired	42.61
Weighted Average Exercise Price Outstanding, Ending Balance	4.39
Weighted Average Exercise Price Exercisable, Balance	$ 4.39
Weighted Average Remaining Life In Years Outstanding	2 years 6 months
Weighted Average Remaining Life In Years Exercisable	2 years 6 months
Aggregate Intrinsic Value, Outstanding | $
Aggregate Intrinsic Value, Exercisable | $

Stockholders' Deficiency - Sc33

Stockholders' Deficiency - Schedule of Stock Warrant (Details)	3 Months Ended
	Mar. 31, 2018$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Number of Warrants	3,311,005
Warrants Exercisable, Weighted Average Remaining Life In Years	2 years 6 months
Warrants Exercisable, Exercisable Number of Warrants	3,311,005
Exercise Price One [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Number of Warrants	2,989,079
Warrants Exercisable, Weighted Average Remaining Life In Years	2 years 6 months
Warrants Exercisable, Exercisable Number of Warrants	2,989,079
Exercise Price Two [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Number of Warrants	195,989
Warrants Exercisable, Weighted Average Remaining Life In Years	3 years 2 months 12 days
Warrants Exercisable, Exercisable Number of Warrants	195,989
Exercise Price Three [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Number of Warrants	40,000
Warrants Exercisable, Weighted Average Remaining Life In Years	2 years 3 months 19 days
Warrants Exercisable, Exercisable Number of Warrants	40,000
Exercise Price Four [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Number of Warrants	2,500
Warrants Exercisable, Weighted Average Remaining Life In Years	1 year 8 months 12 days
Warrants Exercisable, Exercisable Number of Warrants	2,500
Exercise Price Five [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Number of Warrants	40,400
Warrants Exercisable, Weighted Average Remaining Life In Years	2 years
Warrants Exercisable, Exercisable Number of Warrants	40,400
Exercise Price Six [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Number of Warrants	35,435
Warrants Exercisable, Weighted Average Remaining Life In Years	1 year 4 months 24 days
Warrants Exercisable, Exercisable Number of Warrants	35,435
Exercise Price Seven [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Number of Warrants	7,602
Warrants Exercisable, Weighted Average Remaining Life In Years	6 months
Warrants Exercisable, Exercisable Number of Warrants	7,602
Minimum [Member] | Exercise Price One [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Exercise Price | $ / shares	$ 4
Minimum [Member] | Exercise Price Two [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Exercise Price | $ / shares	5
Minimum [Member] | Exercise Price Three [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Exercise Price | $ / shares	6
Minimum [Member] | Exercise Price Four [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Exercise Price | $ / shares	8
Minimum [Member] | Exercise Price Five [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Exercise Price | $ / shares	10
Minimum [Member] | Exercise Price Six [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Exercise Price | $ / shares	15
Minimum [Member] | Exercise Price Seven [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Exercise Price | $ / shares	20
Maximum [Member] | Exercise Price One [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Exercise Price | $ / shares	4.99
Maximum [Member] | Exercise Price Two [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Exercise Price | $ / shares	5.99
Maximum [Member] | Exercise Price Three [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Exercise Price | $ / shares	7.99
Maximum [Member] | Exercise Price Four [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Exercise Price | $ / shares	9.99
Maximum [Member] | Exercise Price Five [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Exercise Price | $ / shares	14.99
Maximum [Member] | Exercise Price Six [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Exercise Price | $ / shares	19.99
Maximum [Member] | Exercise Price Seven [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants Outstanding, Exercise Price | $ / shares	$ 60

Stockholders' Deficiency - Sc34

Stockholders' Deficiency - Schedule of Share Based Payment Award Stock Option Granted Assumptions (Details)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Stock Option [Member]
Expected volatility	129.00%
Expected dividends	0.00%
Stock Options [Member]
Expected dividends
Minimum [Member] | Options [Member]
Risk free interest rate	2.44%
Expected term (years)	5 years 5 months 20 days	0 years
Expected volatility
Maximum [Member] | Options [Member]
Risk free interest rate	2.45%
Expected term (years)	9 years 8 months 9 days	0 years
Expected volatility

Stockholders' Deficiency - Sc35

Stockholders' Deficiency - Schedule of Stock Option Activity (Details)	3 Months Ended
	Mar. 31, 2018USD ($)$ / sharesshares
Equity [Abstract]
Number of Options, Outstanding, beginning | shares	3,122,202
Number of Options, Granted | shares	510,000
Number of Options, Forfeited | shares	(16,833)
Number of Options, Outstanding, ending | shares	3,615,369
Number of Options, Exercisable | shares	1,933,380
Weighted Average Exercise Price Outstanding, Beginning Balance | $ / shares	$ 4.25
Weighted Average Exercise Price, Granted | $ / shares	3.40
Weighted Average Exercise Price, Forfeited | $ / shares	3.41
Weighted Average Exercise Price Outstanding, Ending Balance | $ / shares	4.13
Weighted Average Exercise Price Exercisable, Balance | $ / shares	$ 4.73
Weighted Average Remaining Life In Years Outstanding	7 years 10 months 25 days
Weighted Average Remaining Life In Years Exercisable	6 years 9 months 18 days
Aggregate Intrinsic Value, Outstanding | $	$ 74,730
Aggregate Intrinsic Value, Exercisable | $	$ 600

Stockholders' Deficiency - Sc36

Stockholders' Deficiency - Schedule of Stock Options (Details)	3 Months Ended
	Mar. 31, 2018$ / sharesshares
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Outstanding Number of Options	3,615,369
Options Exercisable, Weighted Average Remaining Life In Years	6 years 9 months 18 days
Options Exercisable, Exercisable Number of Options	1,933,380
Exercise Price One [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Outstanding Number of Options	193,500
Options Exercisable, Weighted Average Remaining Life In Years	0 years
Options Exercisable, Exercisable Number of Options
Exercise Price One [Member] | Minimum [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Exercise Price | $ / shares	$ 2
Exercise Price One [Member] | Maximum [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Exercise Price | $ / shares	$ 2.99
Exercise Price Two [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Outstanding Number of Options	2,153,667
Options Exercisable, Weighted Average Remaining Life In Years	8 years 2 months 12 days
Options Exercisable, Exercisable Number of Options	768,842
Exercise Price Two [Member] | Minimum [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Exercise Price | $ / shares	$ 3
Exercise Price Two [Member] | Maximum [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Exercise Price | $ / shares	$ 3.99
Exercise Price Three [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Outstanding Number of Options	1,190,702
Options Exercisable, Weighted Average Remaining Life In Years	6 years
Options Exercisable, Exercisable Number of Options	1,087,038
Exercise Price Three [Member] | Minimum [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Exercise Price | $ / shares	$ 4
Exercise Price Three [Member] | Maximum [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Exercise Price | $ / shares	$ 4.99
Exercise Price Four [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Outstanding Number of Options	5,000
Options Exercisable, Weighted Average Remaining Life In Years	6 years 2 months 12 days
Options Exercisable, Exercisable Number of Options	5,000
Exercise Price Four [Member] | Minimum [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Exercise Price | $ / shares	$ 5
Exercise Price Four [Member] | Maximum [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Exercise Price | $ / shares	$ 5.99
Exercise Price Five [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Outstanding Number of Options	37,500
Options Exercisable, Weighted Average Remaining Life In Years	5 years 9 months 18 days
Options Exercisable, Exercisable Number of Options	37,500
Exercise Price Five [Member] | Minimum [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Exercise Price | $ / shares	$ 6
Exercise Price Five [Member] | Maximum [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Exercise Price | $ / shares	$ 19.99
Exercise Price Six [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Outstanding Number of Options	35,000
Options Exercisable, Weighted Average Remaining Life In Years	4 years
Options Exercisable, Exercisable Number of Options	35,000
Exercise Price Six [Member] | Minimum [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Exercise Price | $ / shares	$ 20
Exercise Price Six [Member] | Maximum [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Exercise Price | $ / shares	$ 30

Stockholders' Deficiency - Sc37

Stockholders' Deficiency - Schedule of Stock Option Expense (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Options [Member]
Unrecognized expense	$ 3,090,016
Option [Member]
Stock-based compensation expense	$ 834,620	$ 914,630
Weighted Average Remaining Amortization Period	1 year 1 month 6 days
Consulting [Member] | Options [Member]
Stock-based compensation expense	$ 264,227
Unrecognized expense	$ 805,832
Weighted Average Remaining Amortization Period	1 year 1 month 6 days
Research and Development Expense [Member] | Options [Member]
Stock-based compensation expense	$ 75,845	258,416
Unrecognized expense	$ 464,815
Weighted Average Remaining Amortization Period	1 year 10 months 25 days
General and Administrative Expense [Member] | Options [Member]
Stock-based compensation expense	$ 494,548	387,600
Unrecognized expense	$ 1,819,369
Weighted Average Remaining Amortization Period	10 months 25 days
Consulting Expense [Member] | Options [Member]
Stock-based compensation expense		$ 268,614

Derivative Liabilities (Details

Derivative Liabilities (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Gain on derivative liabilities	$ (164,820)
Reclassification of derivative liabilities	9,397
Warrants Issued with Convertible Notes Payable [Member]
Derivative liabilities	$ 63,249
Fair value assumptions, expected volatility rate	100.00%
Fair value assumptions risk-free rate	2.56%
Fair value assumptions expected dividends	0.00%
Warrants Issued with Convertible Notes Payable [Member] | Minimum [Member]
Fair value assumptions expected terms	4 years 6 months 25 days
Warrants Issued with Convertible Notes Payable [Member] | Maximum [Member]
Fair value assumptions expected terms	4 years 7 months 28 days
Embedded Conversion Options of Convertible Notes Payable [Member] | Level 3 [Member]
Derivative liabilities	$ 214,221
Embedded Conversion Options [Member]
Derivative liabilities	235,614
Fair value of derivative liabilities	214,221
Gain on derivative liabilities	$ 148,054

Derivative Liabilities - Summar

Derivative Liabilities - Summary of Changes in Fair Value of Level 3 Derivative Liabilities (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative liabilities, beginning balance January 1, 2018	$ 216,073
Issuance of derivative liabilities	235,614
Reclassification of derivative liabilities to equity	(9,397)
Change in fair value of derivative liabilities	(164,820)
Derivative liabilities, ending balance	$ 277,470

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Note payable in the principal amount	$ 55,000	$ 252,082
Subsequent Event [Member] | Convertible Notes [Member]
Note payable in the principal amount	40,143
Accrued interest	$ 5,957
Debt conversion of common stock, shares	23,416
Subsequent Event [Member] | Convertible Notes [Member] | Minimum [Member]
Debt instrument, convertible, conversion price	$ 1.74
Subsequent Event [Member] | Convertible Notes [Member] | Maximum [Member]
Debt instrument, convertible, conversion price	$ 2.38
Subsequent Event [Member] | Lenders [Member]
Aggregate principal amount of convertible notes payable	$ 602,500
Proceeds from issuance of convertible notes	545,250
Amortized debt discount	$ 57,250
Convertible notes bear interest rate	12.00%
Debt maturity term	October 2018 to April 2019
Debt extension, description	a) the closing sale price of the Company’s common stock on the trading day immediately preceding the closing date, as defined, or (b) 58% of the lowest closing sale price of the Company’s common stock on the principal market on which such stock trades during the ten consecutive trading days including and immediately preceding the conversion date. In the event that the Company prepays any of the notes during the first ninety-day period following the issue date, the respective holder is entitled to receive a prepayment premium of up to 25%, depending on the note, on the then outstanding principal balance including accrued interest. In the event that the Company prepays any of the notes during the second ninety-day period following the issue date, the respective holder is entitled to receive a prepayment premium of up to 35%, depending on the note, on the then outstanding principal balance including accrued interest. In connection with certain note issuances, the respective holder may demand in writing, prepayment of the note in cash in an amount equal to 135% of the then outstanding principal and balance and accrued interest during the period between 150 days to 179 days following the respective issuance date.
Number of shares issued to lender	8,000
Debt issuance costs	$ 5,000
Subsequent Event [Member] | Lenders [Member] | Notes Payable [Member]
Debt extension, description	June 2015 to October 2018 to new maturity dates ranging between June 2018 to December 2018
Note payable in the principal amount	$ 590,564
Accrued interest	177,283
Subsequent Event [Member] | Lender [Member]
Note payable in the principal amount	$ 50,000
Debt conversion of common stock, shares	33,333
Debt instrument, convertible, conversion price	$ 1.50
Subsequent Event [Member] | Related Party Lenders [Member]
Debt extension, description	August 2016 to February 2018 to new maturity dates ranging from July 2018 to December 2018
Note payable in the principal amount	$ 140,000
Repaid aggregate principal amount	$ 5,000
Subsequent Event [Member] | Common Stock and Warrant Offerings [Member]
Number of common stock shares issued	10,000
Warrant term	5 years
Warrants to purchase common stock	10,000
Exercise price per share	$ 3.50
Subsequent Event [Member] | Common Stock and Warrant Offerings [Member] | Investor [Member]
Gross proceeds of warrants	$ 25,000