Document And Entity Information
Document And Entity Information | 12 Months Ended |
Dec. 31, 2015 | |
Document Information [Line Items] | |
Document Type | S1 |
Amendment Flag | false |
Document Period End Date | Dec. 31, 2015 |
Entity Registrant Name | Bionik Laboratories Corp. |
Entity Central Index Key | 1,508,381 |
Entity Filer Category | Smaller Reporting Company |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Current | ||
Cash and cash equivalents | $ 6,617,082 | $ 209,933 |
Prepaid expenses and other receivables (Note 3) | 188,217 | 81,130 |
Due from related parties (Note 7) | 38,554 | 44,986 |
Loans receivable (Note 4) | 307,459 | 0 |
Total Current Assets | 7,151,312 | 336,049 |
Equipment (Note 5) | 87,103 | 77,922 |
Total Assets | 7,238,415 | 413,971 |
Current | ||
Accounts payable (Note 7) | 134,718 | 308,947 |
Accrued liabilities | 57,840 | 155,463 |
Warrant derivative liability (Note 10) | 6,067,869 | 0 |
Total Liabilities | 6,260,427 | 464,410 |
Shareholders' Equity (Deficiency) | ||
Special Voting Preferred Stock, par value $0.001; Authorized - 1; Issued and outstanding - 1 (December 31, 2014 - Nil) | 0 | 0 |
Common Shares, par value $0.001; Authorized - 150,000,000 (December 31, 2014 - 200,000,000); Exchangeable Shares; Authorized - Unlimited, Issued and outstanding - 22,428,313 and 50,000,000 Exchangeable Shares (December 31, 2014 - nil and 49,737,096 Exchangeable Shares) (Note 8) | 72,428 | 49,737 |
Additional paid-in capital | 11,412,399 | 4,936,456 |
Shares to be issued (Note 8(xiii)) | 98,900 | 0 |
Deficit | (10,647,888) | (5,053,982) |
Accumulated other comprehensive income | 42,149 | 17,350 |
Total Shareholders' Equity (Deficiency) | 977,988 | (50,439) |
Total Liabilities and Shareholders' Equity (Deficiency) | $ 7,238,415 | $ 413,971 |
Consolidated Balance Sheets _Pa
Consolidated Balance Sheets [Parenthetical] - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Preferred Stock, Par Value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 1 | 1 |
Preferred Stock, Shares Issued | 1 | 0 |
Preferred Stock, Shares Outstanding | 1 | 0 |
Common Stock, Par Value (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 150,000,000 | 200,000,000 |
Common Stock, Shares, Issued | 22,428,313 | 0 |
Common Stock, Shares, Outstanding | 22,428,313 | 0 |
Common Stock, Other Shares, Outstanding | 50,000,000 | 49,737,096 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) | 9 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Operating expenses | ||
Research and development | $ 1,101,820 | $ 1,489,483 |
General and administrative | 1,192,244 | 2,666,669 |
Share-based compensation expense (Notes 8(v) and 9) | 112,573 | 1,709,230 |
Depreciation (Note 5) | 34,036 | 59,479 |
Total operating expenses | 2,440,673 | 5,924,861 |
Other expenses (income) | ||
Imputed interest expense (Note 6) | 27,677 | 0 |
Interest expense | 6,212 | 3,018 |
Other income | (46,026) | (33,974) |
Foreign exchange loss | 36,211 | 184,125 |
Change in fair value of warrant derivative liability (Note 10) | 0 | (484,124) |
Total other (income) expenses | 24,074 | (330,955) |
Net loss for the period | (2,464,747) | (5,593,906) |
Foreign exchange translation adjustment | (24,390) | 24,799 |
Net loss and comprehensive loss for the period | $ (2,489,137) | $ (5,569,107) |
Loss per share - basic and diluted (in dollars per share) | $ (0.05) | $ (0.08) |
Weighted average number of shares outstanding - basic and diluted (in shares) | 48,225,034 | 67,210,266 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders' Equity (Deficiency) - USD ($) | Total | Preferred Stock [Member] | Common Stock [Member] | Shares To Be Issued [Member] | Additional Paid-in Capital [Member] | Deficit [Member] | Accumulated Other Comprehensive Income [Member] |
Opening Balance at Mar. 31, 2014 | $ (774,626) | $ 0 | $ 36,622 | $ 1,736,247 | $ (2,589,235) | $ 41,740 | |
Opening Balance (in shares) at Mar. 31, 2014 | 0 | 36,621,885 | |||||
Issuance of common shares for cash (Note 8(i)) | 2,616,062 | $ 0 | $ 10,792 | 2,605,270 | 0 | 0 | |
Issuance of common shares for cash (in shares) (Note 8(i)) | 0 | 10,792,335 | |||||
Shares issues on conversion of loans (Notes 8(ii) and (iii)) | 239,746 | $ 0 | $ 1,012 | 238,734 | 0 | 0 | |
Shares issues on conversion of loans (in shares) (Notes 8(ii) and (iii)) | 0 | 1,012,142 | |||||
Beneficial conversion feature (Note 6) | 27,677 | $ 0 | $ 0 | 27,677 | 0 | 0 | |
Shares issued on exercise of stock options | 228,875 | $ 0 | $ 1,311 | 227,564 | 0 | 0 | |
Shares issued on exercise of stock options (in shares) | 0 | 1,310,734 | |||||
Share issue costs (Note 8(i)) | (11,609) | $ 0 | $ 0 | (11,609) | 0 | 0 | |
Share compensation expense (Note 9) | 112,573 | $ 0 | $ 0 | $ 0 | 112,573 | 0 | 0 |
Share compensation expense (in shares) (Note 9) | 0 | 0 | |||||
Net loss for the year/period | (2,464,747) | $ 0 | $ 0 | 0 | (2,464,747) | 0 | |
Foreign currency translation | (24,390) | 0 | 0 | 0 | 0 | (24,390) | |
Closing Balance at Dec. 31, 2014 | (50,439) | $ 0 | $ 49,737 | 4,936,456 | (5,053,982) | 17,350 | |
Closing Balance (in shares) at Dec. 31, 2014 | 0 | 49,737,096 | |||||
Effect of the Reverse Acquisition | 0 | $ 0 | $ 6,000 | 0 | (6,000) | 0 | 0 |
Effect of the Reverse Acquisition (in shares) | 1 | 6,000,063 | |||||
Shares issued on private placement (Notes 8(v) and (xii)) | 4,789,404 | $ 0 | $ 16,408 | 0 | 4,772,996 | 0 | 0 |
Shares issued on private placement (in shares) (Notes 8(v) and (xii)) | 0 | 16,408,250 | |||||
Shares to be issued for services (Note 8(xiii)) | 98,900 | $ 0 | $ 0 | 98,900 | 0 | 0 | 0 |
Shares to be issued for services (in shares) (Note 8(xiii)) | 0 | 0 | |||||
Share compensation expense (Note 9) | 1,709,230 | $ 0 | $ 283 | 0 | 1,708,947 | 0 | 0 |
Share compensation expense (in shares) (Note 9) | 0 | 282,904 | |||||
Net loss for the year/period | (5,593,906) | $ 0 | $ 0 | 0 | (5,593,906) | 0 | |
Foreign currency translation | 24,799 | 0 | 0 | 0 | 0 | 24,799 | |
Closing Balance at Dec. 31, 2015 | $ 977,988 | $ 0 | $ 72,428 | $ 98,900 | $ 11,412,399 | $ (10,647,888) | $ 42,149 |
Closing Balance (in shares) at Dec. 31, 2015 | 1 | 72,428,313 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Operating activities | ||
Net loss for the year/period | $ (2,464,747) | $ (5,593,906) |
Adjustment for items not affecting cash | ||
Depreciation of equipment | 34,036 | 59,479 |
Imputed interest | 27,677 | 0 |
Interest income | 0 | (7,459) |
Share compensation expense | 112,573 | 1,709,230 |
Shares to be issued for services | 0 | 98,900 |
Change in fair value of warrant derivative liability | 0 | (484,124) |
Adjustments, Noncash Items, to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities | (2,290,461) | (4,217,880) |
Changes in non-cash working capital items | ||
Prepaid expenses and other receivables | 420,709 | (107,087) |
Due from related parties | 0 | 6,432 |
Accounts payable | 195,427 | (174,229) |
Accrued liabilities | 34,847 | (97,623) |
Net cash used in operating activities | (1,639,478) | (4,590,387) |
Investing activities | ||
Acquisition of equipment | (109,316) | (80,195) |
Provision of a loan receivable | 0 | (300,000) |
Net cash used in investing activities | (109,316) | (380,195) |
Financing activities | ||
Proceeds from issuance of shares, net of issue costs | 2,604,453 | 11,341,397 |
Repayment of proceeds from loans payable | (733,293) | 0 |
Proceeds from exercise of stock options | 228,875 | 0 |
Repayment of loans from related parties | (111,357) | 0 |
Net cash provided by financing activities | 1,988,678 | 11,341,397 |
Effects of foreign currency exchange rate changes | (33,433) | 36,334 |
Net increase in cash and cash equivalents for the period | 206,451 | 6,407,149 |
Cash and cash equivalents, beginning of period | 3,482 | 209,933 |
Cash and cash equivalents, end of period | 209,933 | 6,617,082 |
Supplemental information: | ||
Issuance of shares on conversion of loans | $ 239,746 | $ 500,000 |
NATURE OF OPERATIONS
NATURE OF OPERATIONS | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations [Text Block] | 1. NATURE OF OPERATIONS The Company and its Operations Bionik Laboratories Corp. (formerly Drywave Technologies Inc., the “Company” or “Bionik”) was incorporated on January 8, 2010 in the State of Colorado as Strategic Dental Management Corp. On July 16, 2013, the Company changed its name to Drywave Technologies Inc. (“Drywave”) and its state of incorporation from Colorado to Delaware. Effective February 13, 2015, the Company changed its name to Bionik Laboratories Corp. and reduced the authorized number of shares of common stock from 200,000,000 150,000,000 The Company is a bioengineering research and development company targeting diseases and injuries that impact human mobility. The Company is working towards its first product, which will be the “ARKE”, a robotic pair of exoskeleton legs to be used for rehabilitation purposes. These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”), which contemplates continuation of the Company as a going concern, which assumes the realization of assets and satisfaction of liabilities and commitments in the normal course of business. On February 26, 2015, the Company finalized a Share Exchange Agreement whereby Bionik Canada issued 50,000,000 3.14 100 As a result of the shareholders of Bionik Canada having a controlling interest in the Company subsequent to the Merger, for accounting purposes the Merger does not constitute a business combination. The transaction has been accounted for as a recapitalization of the Company with Bionik Canada being the accounting acquirer even though the legal acquirer is Bionik, accordingly, the historic financial statements of Bionik Canada are presented as the comparative balances for the period prior to the Merger. References to the Company refer to the Company and its subsidiaries, Bionik Acquisition Inc. and Bionik Laboratories Inc. References to Drywave relate to the Company prior to the Merger. The Company has not yet realized any revenues from its planned operations. As at December 31, 2015, the Company had working capital surplus of $ 890,885 128,361 977,988 50,439 5,569,107 2,489,137 The Company’s principal offices are located at 483 Bay Street, N105, Toronto, Ontario, M5G 2C9. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | 2. SIGNIFICANT ACCOUNTING POLICIES The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates, and changes in these estimates are recorded when known. Significant estimates made by management include: the valuation of the warrant derivative liability and the valuation allowance for deferred tax assets. The selection of the appropriate valuation model to apply to the warrant derivative liability and the related inputs and assumptions that are required to determine that valuation require significant judgment and require management to make estimates and assumptions that affect the reported amount of the related liability and reported amounts of the change in fair value. As the derivative warrant liability is required to be measured at fair value at each reporting date it is reasonably possible that these estimates and assumptions could change in the near term. Foreign Currency Translation On April 1, 2015, Bionik Canada and Bionik Acquisition Inc. changed its functional currency from the Canadian Dollar to the U.S. Dollar. This reflects the fact that the majority of the Company’s business is influenced by an economic environment denominated in U.S. currency as well the Company anticipates revenues to be earned in U.S. dollars. The change in accounting treatment was applied prospectively. The functional currency is separately determined for the Company and each of its subsidiaries, and is used to measure the financial position and operating results. The functional currency of the Company and its wholly-owned subsidiaries is the U.S. dollar. Transactions denominated in a currency other than the functional currency are recorded on initial recognition at the exchange rate at the date of the transaction. After initial recognition, monetary assets and liabilities denominated in foreign currency are translated at the end of each reporting period into the functional currency at the exchange rate at that date. Exchange differences are recognized in profit or loss. Non-monetary assets and liabilities measured at cost are translated at the exchange rate at the date of the transaction. Property and equipment are recorded at cost. Depreciation is computed using the declining balance method, over the estimated useful lives of these assets. The costs of improvements that extend the life of equipment are capitalized. All ordinary repair and maintenance costs are expensed as incurred. Property and equipment are depreciated as follows: Computer & Electronics 50 Furniture and Fixtures 20 Tools and Parts 20 The Company has yet to recognize any revenue. The Company intends to record revenue when it is realized, or realizable and earned. The Company will consider revenue to be realized, or realizable and earned, when the following revenue recognition requirements are met: persuasive evidence of an arrangement exists; the products or services have been accepted by the customer via delivery or acceptance; the sales price is fixed or determinable; and collectability is reasonably assured. The Company receives certain grant and input tax credit recoveries from the Canadian government in compensation for eligible expenditures. These are presented as other income in the statement of operations and comprehensive loss as they generally relate to a number of the Company’s operating expenses, such as salaries and benefits, research and development and professional and consulting fees. The recoveries are recognized in the corresponding period when such expenses are incurred and collection of the grant funds is assured. Cash and cash equivalents include highly liquid investments with original terms to maturity of 90 days or less at the date of purchase. For all periods presented cash and cash equivalents consisted entirely of cash. The Company is engaged in research and development work. Research and development costs are charged as operating expense of the Company as incurred. The Company’s derivative warrant instruments are measured at fair value using a simulation model which takes into account, as of the valuation date, factors including the current exercise price, the expected life of the warrant, the current price of the underlying stock, its expected volatility, holding cost and the risk-free interest rate for the term of the warrant (Note 10). The warrant derivative liability is revalued at each reporting period and changes in fair value are recognized in the consolidated statements of operations and comprehensive loss under the caption “Change in fair value of warrant liability”. ASC 280-10, “Disclosures about Segments of an Enterprise and Related Information”, establishes standards for the way that public business enterprises report information about operating segments in the Company’s consolidated financial statements. Operating segments are components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company does not have any reportable segments. All of its operations and assets are domiciled in Canada. Income taxes are computed in accordance with the provisions of ASC Topic 740, which requires, among other things, a liability approach to calculating deferred income taxes. The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been recognized in its consolidated financial statements or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between the financial statement carrying amounts and tax bases of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. The Company is required to make certain estimates and judgments about the application of tax law, the expected resolution of uncertain tax positions and other matters. In the event that uncertain tax positions are resolved for amounts different than the Company’s estimates, or the related statutes of limitations expire without the assessment of additional income taxes, the Company will be required to adjust the amounts of related assets and liabilities in the period in which such events occur. Such adjustment may have a material impact on Bionik’s income tax provision and results of operations. ASC Topic 820 defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. Included in the ASC Topic 820 framework is a three level valuation inputs hierarchy with Level 1 being inputs and transactions that can be effectively fully observed by market participants spanning to Level 3 where estimates are unobservable by market participants outside of the Company and must be estimated using assumptions developed by the Company. The Company discloses the lowest level input significant to each category of asset or liability valued within the scope of ASC Topic 820 and the valuation method as exchange, income or use. The Company uses inputs which are as observable as possible and the methods most applicable to the specific situation of each company or valued item. The carrying amounts reported in the balance sheets for cash and cash equivalents, other receivables, accounts payable, accrued liabilities, and due from related parties approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest. Per ASC Topic 820 framework these are considered Level 2 inputs where inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. As at December 31, 2015, the Company’s warrant derivative liability is measured at fair value at each reporting period using a simulation model based on Level 3 inputs. The Company’s policy is to recognize transfers into and out of Level 3 as of the date of the event or change in the circumstances that caused the transfer. There were no such transfers during the year. Basic and Diluted Loss Per Share Basic and diluted loss per share has been determined by dividing the net loss available to shareholders for the applicable period by the basic and diluted weighted average number of shares outstanding, respectively. The diluted weighted average number of shares outstanding is calculated as if all dilutive options had been exercised or vested at the later of the beginning of the reporting period or date of grant, using the treasury stock method. Loss per common share is computed by dividing the net loss by the weighted average number of shares of common shares outstanding during the period. Common share equivalents, options and warrants are excluded from the computation of diluted loss per share when their effect is anti-dilutive, as they are in 2015 and 2014. The Company follows the ASC Topic 360, which requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the assets’ carrying amounts may not be recoverable. In performing the review for recoverability, if future undiscounted cash flows (excluding interest charges) from the use and ultimate disposition of the assets are less than their carrying values, an impairment loss represented by the difference between its fair value and carrying value, is recognized. When properties are classified as held for sale they are recorded at the lower of the carrying amount or the expected sales price less costs to sell. Certain amounts have been reclassified within the consolidated statement of operations and comprehensive loss for the nine month period ended December 31, 2014, in order to conform with current presentation. There was no impact to the previously reported net loss. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606)”. The standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. The accounting standard is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2016. Early adoption is not permitted. The impact on our consolidated financial statements of adopting ASU 2014-09 will be assessed by management. In August 2014, the FASB issued a new financial accounting standard on going concern, ASU No. 2014-15, “Presentation of Financial Statements Going Concern (Sub-Topic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” The standard provides guidance about management’s responsibility to evaluate whether there is a substantial doubt about the organization’s ability to continue as a going concern. The amendments in this Update apply to all companies. They become effective in the annual period ending after December 15, 2016, with early application permitted. The impact on the consolidated financial statements of adopting ASU 2014-15 will be assessed by management. In September 2015, the FASB issued ASU No. 2015-16, “Simplifying the Accounting for Measurement-Period Adjustments,” which illustrates certain guidance governing adjustments to the provisional amounts recognized at the acquisition date with a corresponding adjustment to goodwill. Such adjustments are required when new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement amounts initially recognized or would have resulted in the recognition of additional assets and liabilities. ASU No. 2015-16 eliminates the requirement to retrospectively account for such adjustments. ASU No. 2015-16 is effective for the fiscal year commencing on January 1, 2016. The Company does not anticipate that the adoption of ASU No. 2015-16 will have a material effect on the consolidated financial position or the consolidated results of operations and comprehensive loss. In November 2015, the FASB issued ASU No. 2015-17, “Balance Sheet Classification of Deferred Taxes,” which requires that deferred tax liabilities and assets be classified on our Consolidated Balance Sheets as noncurrent based on an analysis of each taxpaying component within a jurisdiction. ASU No. 2015-17 is effective for the fiscal year commencing on January 1, 2017. The Company does not anticipate that the adoption of ASU No. 2015-17 will have a material effect on the consolidated financial position or the consolidated results of operations. Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying consolidated financial statements. |
PREPAID EXPENSES AND OTHER RECE
PREPAID EXPENSES AND OTHER RECEIVABLES | 12 Months Ended |
Dec. 31, 2015 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expense And Other Receivables [Text Block] | 3. PREPAID EXPENSES AND OTHER RECEIVABLES December 31, December 31, 2015 2014 $ $ Prepaid expenses and other receivables 120,661 18,172 Prepaid insurance 12,966 40,630 Sales taxes receivable (i) 54,590 22,328 188,217 81,130 i) Sales tax receivable represents net harmonized sales taxes (HST) input tax credits receivable from the Government of Canada. |
LOANS RECEIVABLE
LOANS RECEIVABLE | 12 Months Ended |
Dec. 31, 2015 | |
Receivables [Abstract] | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | 4. LOANS RECEIVABLE During the year, the Company provided two loans to a third party (the “Borrower”) in the aggregate amount of $ 300,000 6 200,000 7,459 |
EQUIPMENT
EQUIPMENT | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | EQUIPMENT December 31, 2015 December 31, 2014 Accumulated Accumulated Cost Depreciation Net Cost Depreciation Net $ $ $ $ $ $ Computers and electronics 148,214 84,072 64,142 77,650 27,438 50,212 Furniture and fixtures 23,496 9,478 14,018 24,909 7,325 17,584 Tools and parts 11,422 2,479 8,943 11,913 1,787 10,126 183,132 96,029 87,103 114,472 36,550 77,922 Equipment is recorded at cost less accumulated depreciation. Depreciation expense during the year ended December 31, 2015 was $ 59,479 34,036 |
CONVERTIBLE SECURED PROMISSORY
CONVERTIBLE SECURED PROMISSORY NOTE | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | CONVERTIBLE SECURED PROMISSORY NOTE On December 8, 2011, the Company received $ 61,500 60,000 121,500 1 20 The note matured on February 28, 2014, at this point the conversion option expired and the note became due on demand; however, no repayment was demanded. Upon the occurrence of the April financing (Note 8(i)) the Company agreed to honor the original conversion option and a beneficial conversion feature of $ 27,677 27,677 On May 9, 2014, the lender converted the note plus accrued interest into common shares based on the 20 0.22 0.24 |
RELATED PARTY TRANSACTIONS AND
RELATED PARTY TRANSACTIONS AND BALANCES | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | RELATED PARTY TRANSACTIONS AND BALANCES Due from related parties (a) As of December 31, 2015, the Company had advances receivable from the Chief Operating Officer (“COO”) and Chief Technology Officer (“CTO”) for $ 38,554 44,986 1 37,837 44,000 756 1,046 Issuance of shares to settle due to related party (b) During the nine months ended December 31, 2014, one advance amounting to $ 85,947 95,000 331,443 Accounts payable and accrued liabilities (c) As at December 31, 2015, $ 2,970 4,220 856 5,930 878 346 |
SHARE CAPITAL
SHARE CAPITAL | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | SHARE CAPITAL December 31, 2015 December 31, 2014 Number of Number of shares $ shares $ Exchangeable Shares: Balance, beginning of year/period 49,737,096 49,737 36,621,885 36,622 Shares issued for services (v) 262,904 263 - - Shares issued under private placement - - (i) 10,792,335 10,792 Shares issued on conversion and settlement of debt - - (ii)(iii) 1,012,142 1,012 Shares issued on the exercise of options - - (iv) 1,310,734 1,311 Balance, end of the year/period 50,000,000 50,000 49,737,096 49,737 Common Shares Balance, beginning of the year - - - - Shares issued as Merger consideration (vii) 6,000,063 6,000 - - Shares issued under private placement (vi)-(xii) 16,408,250 16,408 - - Shares issued for services (xiii) 20,000 20 Balance, end of the year 22,428,313 22,428 - - TOTAL COMMON SHARES 72,428,313 72,428 - - (i) In April, 2014, the Company completed a private placement issuing 10,792,335 0.24 2,616,062 11,609 (ii) In May 2014, the Company issued 436,908 115,223 (iii) In June, 2014, the Company issued 575,234 124,523 20 (iv) In June 2014, the Company issued 1,310,734 228,875 (v) On February 25, 2015, 262,904 241,185 210,323 314,560 320,000 (vi) Concurrently with the closing of the Merger on February 26, 2015, the Company issued 7,735,750 6,188,600 500,000 0.80 Each Unit consists of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. 848,822 773,575 0.80 4 4,789,404 (vii) Immediately following the Merger and the First Closing, 6,000,063 7,735,750 50,000,000 100 50,000,000 (viii) On March 27, 2015, the Company issued 1,212,500 970,000 Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. 141,100 121,250 0.80 4 207,425 (ix) On March 31 2015, the Company issued 891,250 713,000 Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. 97,099 89,125 0.80 4 143,389 (x) On April 21, 2015, the Company issued 3,115,000 2,492,000 Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. 338,960 311,500 0.80 4 435,682 (xi) On May 27, 2015, the Company issued 1,418,750 1,135,000 Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. 147,566 141,875 0.80 4 37,739 (xii) On June 30, 2015, the Company issued 2,035,000 1,628,000 Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. 211,656 203,500 0.80 4 74,625 (xiii) During the year, the Company entered into service agreements that resulted in a commitment to issue up to an December 31, 2016 and pay up to $ 130,000 20,000 31,000 53,233 43,900 Special Voting Preferred Share In connection with the Merger (Note 1), on February 26, 2015, the Company entered into a voting and exchange trust agreement (the “Trust Agreement”). Pursuant to the Trust Agreement, the Company issued one Special Voting Preferred Share to the Trustee, and the parties created a trust for the Trustee to hold the Special Voting Preferred Share for the benefit of the holders of the Exchangeable Shares (the “Beneficiaries”). Pursuant to the Trust Agreement, the Beneficiaries will have voting rights in the Company equivalent to what they would have had, had they received shares of common stock in the same amount as the Exchangeable Shares held by the Beneficiaries. In connection with the Merger and the Trust Agreement, effective February 20, 2015, the Company filed a certificate of designation of the Special Voting Preferred Share (the “Special Voting Certificate of Designation”) with the Delaware Secretary of State. Pursuant to the Special Voting Certificate of Designation, one share of the Company’s blank check preferred stock was designated as Special Voting Preferred Share. The Special Voting Preferred Share entitles the Trustee to exercise the number of votes equal to the number of Exchangeable Shares outstanding on a one-for-one basis during the term of the Trust Agreement. The Special Voting Preferred Share is not entitled to receive any dividends or to receive any assets of the Company upon liquidation, and is not convertible into common shares of the Company. The voting rights of the Special Voting Preferred Share will terminate pursuant to and in accordance with the Trust Agreement. The Special Voting Preferred Share will be automatically cancelled at such time as no Exchangeable Shares are held by a Beneficiary. |
STOCK OPTIONS
STOCK OPTIONS | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 9. STOCK OPTIONS The purpose of the Company’s stock option plan, is to attract, retain and motivate persons of training, experience and leadership to the Company, including their directors, officers and employees, and to advance the interests of the Company by providing such persons with the opportunity, through share options, to acquire an increased proprietary interest in the Company. Options may be granted in respect of authorized and unissued shares, provided that the aggregate number of shares reserved for issuance upon the exercise of all Options granted under the Plan, shall not exceed 10,800,000 On April 11, 2014 and June 20, 2014 the Company issued 657,430 264,230 0.165 0.23 125,824 657,430 531,606 264,230 230,930 118,957 188,736 83,034 18,619 82,038 30,535 On July 1, 2014, the Company issued 2,972,592 0.23 7 1,259,487 On February 17, 2015, the Company issued 314,560 0.23 136,613 78,643 63,774 On November 24, 2015, the Company issued 650,000 23,442 694,384 On December 14, 2015, the Company issued 2,495,000 19,552 1,260,437 Expected life Risk Dividend Forfeiture Expected Grant date Grant date in years free rate rate rate volatility fair value February 17, 2015 5.00 1.59 % 0 % 0 % 114 % $ 136,613 July 1, 2014 4.35 1.59 % 0 % 0 % 114 % $ 1,259,487 June 20, 2014 6.32 1.59 % 0 % 0 % 114 % $ 118,957 April 11, 2014 4.14 1.59 % 0 % 0 % 114 % $ 230,930 November 24, 2015 7 1.59 % 0 % 0 % 114 % $ 694,384 December 14, 2015 7 1.59 % 0 % 0 % 114 % $ 1,260,437 Weighted-Average Number of Options Exercise Price ($) Outstanding, December 31, 2013 1,310,665 0.19 Exercised (1,310,665) 0.19 Issued 3,894,252 0.22 Cancelled (125,824) 0.17 Outstanding, December 31, 2014 3,768,428 0.22 Cancelled as a result of Merger (3,768,428) 0.22 Re-issued as part of Merger 3,768,428 0.22 Issued 3,459,560 0.97 Cancelled (267,379) 0.22 Outstanding, December 31, 2015 6,960,609 0.59 Number of Exercise Price ($) Number of Options Expiry Date Exercisable Options 0.165 500,150 April 1, 2021 354,404 0.23 106,950 June 20, 2021 71,300 0.23 2,972,592 July 1, 2021 2,972,592 0.23 235,917 February 17, 2022 78,643 1.22 650,000 November 24, 2022 - 1.00 2,495,000 December 14, 2022 - 6,960,609 3,476,939 The weighted-average remaining contractual term of the outstanding options is 6.16 6.47 5.49 6.33 |
WARRANTS
WARRANTS | 12 Months Ended |
Dec. 31, 2015 | |
Warrants and Rights Note Disclosure [Abstract] | |
Shareholders Equity And Share Based Payments Stock Warrant [Text Block] | 10. WARRANTS Number of Warrants Weighted-Average Outstanding and exercisable, December 31, 2014 and 2013 - - Issued 18,049,075 1.35 Outstanding and exercisable, December 31, 2015 18,049,075 1.35 Common share purchase warrants Exercise Number of Price ($) Warrants Expiry Date 1.40 Note 8(vi) 7,735,750 February 26, 2019 0.80 Note 8(vi) 773,575 February 26, 2019 1.40 Note 8(viii) 1,212,500 March 27, 2019 0.80 Note 8(viii) 121,250 March 27, 2019 1.40 Note 8(ix) 891,250 March 31, 2019 0.80 Note 8(ix) 89,125 March 31, 2019 1.40 Note 8(x) 3,115,000 April 21, 2019 0.80 Note 8(x) 311,500 April 21, 2019 1.40 Note 8(xi) 1,418,750 May 27, 2019 0.80 Note 8(xi) 141,875 May 27, 2019 1.40 Note 8(xii) 2,035,000 June 30, 2019 0.80 Note 8(xii) 203,500 June 30, 2019 18,049,075 Exchangeable share purchase warrants In 2014 the Company repaid loans of $ 180,940 12,138 349,522 0.23 Warrant derivative liability The Company’s outstanding common share purchase warrants include price protection provisions that allow for a reduction in the exercise price of the warrants in the event the Company subsequently issues common stock or options, rights, warrants or securities convertible or exchangeable for shares of common stock at a price lower than the exercise price of the warrants. Simultaneously with any reduction to the exercise price, the number of shares of common stock that may be purchased upon exercise of each of these warrants shall be increased based on a pre-defined formula. In addition, prior to the effectiveness of certain resale registration statements or if any such registration statements are no longer effective, the holder of the Company’s warrants, at their option, may exercise all or any part of the warrants in a “cashless” or “net-issue” exercise. The Company has the option to redeem the warrants for $0.001 per warrant if the daily volume weighted-average price of the common shares is 200% or more of the exercise price for twenty consecutive trading days provided there is an effective registration statement covering the common shares available throughout the thirty day period after the redemption date. The warrant holders then have thirty days to exercise the warrants or receive the redemption amount. The Company’s derivative instruments have been measured at fair value at inception and at December 31, 2015 using a simulation model. The Company recognizes all of its warrants with price protection on its consolidated balance sheet as a derivative liability. Number of Warrants Value ($) Warrants issued in February 26, 2015 financing Note 8(vi) 8,509,325 550,374 Warrants issued in March 27, 2015 financing Note 8(viii) 1,333,750 1,036,325 Warrants issued in March 31, 2015 financing Note 8(ix) 980,375 759,290 Warrants issued in April 21, 2015 financing Note 8(x) 3,426,500 2,588,722 Warrants issued in May 27, 2015 financing Note 8(xi) 1,560,625 1,025,173 Warrants issued in June 30, 2015 financing Note 8(xii) 2,238,500 1,490,969 Total at inception 7,450,853 Change in fair value of warrant derivative liability (1,382,984) Balance at December 31, 2015 6,067,869 During the year ended December 31, 2015 the Company recorded a loss of $ 898,860 1,382,984 484,124 Number of Expected Exercise Risk free Dividend Expected Grant date fair Grant date Warrants life in years Price ($) rate rate volatility value ($) At Inception: February 26, 2015 7,735,750 4 1.4 0.44 % 0 % 51.83 % 464,784 February 26, 2015 773,575 4 0.8 0.44 % 0 % 51.83 % 85,590 March 27, 2015 1,212,500 3.92 1.4 0.43 % 0 % 52.37 % 950,913 March 27, 2015 121,250 3.92 0.8 0.43 % 0 % 52.37 % 85,412 March 31, 2015 891,250 3.91 1.4 0.41 % 0 % 52.45 % 696,582 March 31, 2015 89,125 3.91 0.8 0.41 % 0 % 52.45 % 62,708 April 21, 2015 3,115,000 3.85 1.4 0.68 % 0 % 51.54 % 2,371,956 April 21, 2015 311,500 3.85 0.8 0.68 % 0 % 51.54 % 216,766 May 27, 2015 1,418,750 3.76 1.4 0.46 % 0 % 51.74 % 933,065 May 27, 2015 141,875 3.76 0.8 0.46 % 0 % 51.74 % 92,108 June 30, 2015 2,035,000 3.66 1.4 0.37 % 0 % 52.94 % 1,356,512 June 30, 2015 203,500 3.66 0.8 0.37 % 0 % 52.94 % 134,457 At Year End: December 31, 2015 16,408,250 3.16 1.4 0.65 % 0 % 53.58 % 5,315,536 December 31, 2015 1,640,825 3.16 0.8 0.65 % 0 % 53.58 % 752,333 In addition to the forgoing, the Company also utilized a holding cost to approximate the impact of a holder of the warrant to maintain a hedging strategy in which they maintained a short position. On analysis of comparable companies and other information the Company has determined that the use of 2.25 The warrant derivative liability is classified within Level 3 of the fair value hierarchy because on initial recognition and again at December 31, 2015, it was valued using these significant inputs and assumptions that are unobservable in the market. Changes in the values assumed and used in the simulation Generally, an increase in the market price of the Company’s common shares, an increase in the volatility of the Company’s common shares and an increase in the expected life would result in a directionally similar change in the estimated fair value of the warrant derivative liability. An increase in the risk free rate would result in a decrease in the fair value of the warrant derivative liability. The expected life is based on the remaining contractual term of the warrants. The risk free rate was based on U.S. treasury-note yields with terms commensurate with the remaining term of the warrants. Expected volatility over the expected term of the warrants is estimated based on consideration of historical volatility and other information. In addition to the assumptions above, the Company also took into consideration the probability of the Company’s participation in another round of financing, the type of such financing and the range of the stock price for the financing at that time. At each increment of the simulation, the daily volume weighted-average price was calculated. If this amount was 200 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | INCOME TAXES December 31, 9 month period $ $ Components of net loss before income taxes consists of the following: U.S. (2,372,510) - Canada (3,221,396) (2,464,747) (5,593,906) (2,464,747) Reconciliation of the statutory tax rate of 35 26.5 2015 2014 $ $ Net loss for the period before recovery of income taxes (5,593,906) (2,464,747) Statutory rate 35 % 26.5 % Expected income tax recovery (1,957,867) (653,158) Tax rate changes and other basis adjustments 364,651 (29,109) Stock-based compensation 587,381 - Non-deductible expenses 57,625 193,305 Change in valuation allowance 948,210 488,962 Recovery of income taxes - - 2015 2014 $ $ Property and equipment 47,495 36,940 Share issue costs 3,877 162,350 SR&ED pool 340,585 7,137 Other 39,947 18,621 Non-capital losses - Canada 1,149,389 812,522 Net operating losses - U.S. 404,487 - Valuation allowance (1,985,780) (1,037,570) - - The Company has non-capital losses in its Canadian subsidiary of approximately $ 4,337,319 1,155,674 Income taxes are provided based on the liability method, which results in deferred tax assets and liabilities arising from temporary differences. Temporary differences are differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements that will result in taxable or deductible amounts in future years. The liability method requires the effect of tax rate changes on current and accumulated deferred taxes to be reflected in the period in which the rate change was enacted. The liability method also requires that deferred tax assets be reduced by a valuation allowance unless it is more likely than not that the assets will be realized. The Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the consolidated financial statements is the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the relevant tax authority. The Company recognizes interest accrued on uncertain tax positions as well as interest received from favorable tax settlements within interest expense. The Company recognizes penalties accrued on unrecognized tax benefits within general and administrative expenses. As of December 31, 2015 and 2014, the Company had no uncertain tax positions. In many cases the Company’s uncertain tax positions are related to tax years that remain subject to examination by tax authorities. United States - Federal 2013 - present United States - State 2013 - present Canada - Federal 2012 - present Canada - Provincial 2012 - present |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | COMMITMENTS AND CONTINGENCIES Contingencies From time to time, the Company may be involved in a variety of claims, suits, investigations and proceedings arising in the ordinary course of our business, collections claims, breach of contract claims, labor and employment claims, tax and other matters. Although claims, suits, investigations and proceedings are inherently uncertain and their results cannot be predicted with certainty, the Company believes that the resolution of current pending matters will not have a material adverse effect on its business, financial position, results of operations or cash flow. Regardless of the outcome, litigation can have an adverse impact on the Company because of legal costs, diversion of management resources and other factors. |
RISK MANAGEMENT
RISK MANAGEMENT | 12 Months Ended |
Dec. 31, 2015 | |
Risks and Uncertainties [Abstract] | |
Concentration Risk Disclosure [Text Block] | 13. RISK MANAGEMENT The Company’s cash balances are maintained in two banks in Canada and a Canadian Bank subsidiary in the US. Deposits held in banks in Canada are insured up to $ 100,000 Interest Rate Risk Interest rate risk is the risk that the value of a financial instrument might be adversely affected by a change in the interest rates. The Company has minimal exposure to fluctuations in the market interest rate. In seeking to minimize the risks from interest rate fluctuations, the Company manages exposure through its normal operating and financing activities. Liquidity Risk Liquidity risk is the risk that the Company will incur difficulties meeting its financial obligations, as they are due. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when due. Accounts payable and accrued liabilities are due within the current operating period. The Company has funded its operations through the issuance of capital stock, convertible debt and loans in addition to grants and investment tax credits received from the Government of Canada. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | 14. SUBSEQUENT EVENTS 1. On March 1, 2016, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Interactive Motion Technologies, Inc., a Massachusetts corporation (“IMT”), and Bionik Mergerco Inc., a Massachusetts corporation and a wholly owned subsidiary of the Company (“Merger Subsidiary”), providing for the merger (“Merger”) of Merger Subsidiary with and into IMT, with IMT surviving the Merger as a wholly-owned subsidiary of Bionik. Subject to the indemnification and escrow arrangements described in the Merger Agreement, at the effective time of the Merger, Bionik will issue (or reserve for issuance) an aggregate of 23,650,000 Bionik will assume each of the 3,897,500 options to acquire IMT Common Stock granted under IMT’s equity incentive plan or otherwise issued by IMT. At the effective time of the Merger, these options will represent the right to purchase an aggregate of 3,000,000 1,000,000 0.25 1,000,000 0.95 1,000,000 1.05 Consummation of the Merger is subject to customary conditions, including without limitation, the affirmative vote or consent of the holders of a majority of the issued and outstanding shares of IMT Preferred Stock voting as a separate class, and a majority of the issued and outstanding shares of IMT Preferred Stock and of IMT Common Stock voting together as a single class. If the law permits, Bionik or IMT may each waive conditions for their benefit and their stockholders’ benefit and complete the Merger even though one or more of these conditions has not been met. On March 14, 2015, the parties entered into an Amendment and Waiver Agreement, amending the Merger Agreement and waiving any and all potential or actual breaches and/or defaults by the Company of its representations, warranties and/or covenants in the Merger Agreement as a result of the Company’s restatement of its Quarterly Reports on Form 10-Q for the fiscal quarters ended March 31, 2015, June 30, 2015 and September 30, 2015. During review and due diligence of IMT prior to the execution of the Merger Agreement, the Company loaned an aggregate of $ 300,000 68,750 The Company also advanced IMT $ 80,000 The Company has not completed the identification of the assets acquired and liabilities assumed or the related valuation work necessary to arrive at any estimate of fair value or preliminary purchase price allocation. The initial accounting for the acquisition is incomplete and the information necessary to present accurate pro forma financial information is not yet available. The Company will present this information in future filings. 2. Subsequent to year-end, 53,233 43,900 3. Subsequent to year-end, 64,248 4. Subsequent to year-end, 45,508 148,787 0.80 |
SIGNIFICANT ACCOUNTING POLICI21
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Use of Estimates, Policy [Policy Text Block] | The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates, and changes in these estimates are recorded when known. Significant estimates made by management include: the valuation of the warrant derivative liability and the valuation allowance for deferred tax assets. The selection of the appropriate valuation model to apply to the warrant derivative liability and the related inputs and assumptions that are required to determine that valuation require significant judgment and require management to make estimates and assumptions that affect the reported amount of the related liability and reported amounts of the change in fair value. As the derivative warrant liability is required to be measured at fair value at each reporting date it is reasonably possible that these estimates and assumptions could change in the near term. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign Currency Translation On April 1, 2015, Bionik Canada and Bionik Acquisition Inc. changed its functional currency from the Canadian Dollar to the U.S. Dollar. This reflects the fact that the majority of the Company’s business is influenced by an economic environment denominated in U.S. currency as well the Company anticipates revenues to be earned in U.S. dollars. The change in accounting treatment was applied prospectively. The functional currency is separately determined for the Company and each of its subsidiaries, and is used to measure the financial position and operating results. The functional currency of the Company and its wholly-owned subsidiaries is the U.S. dollar. Transactions denominated in a currency other than the functional currency are recorded on initial recognition at the exchange rate at the date of the transaction. After initial recognition, monetary assets and liabilities denominated in foreign currency are translated at the end of each reporting period into the functional currency at the exchange rate at that date. Exchange differences are recognized in profit or loss. Non-monetary assets and liabilities measured at cost are translated at the exchange rate at the date of the transaction. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment are recorded at cost. Depreciation is computed using the declining balance method, over the estimated useful lives of these assets. The costs of improvements that extend the life of equipment are capitalized. All ordinary repair and maintenance costs are expensed as incurred. Property and equipment are depreciated as follows: Computer & Electronics 50 Furniture and Fixtures 20 Tools and Parts 20 |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition The Company has yet to recognize any revenue. The Company intends to record revenue when it is realized, or realizable and earned. The Company will consider revenue to be realized, or realizable and earned, when the following revenue recognition requirements are met: persuasive evidence of an arrangement exists; the products or services have been accepted by the customer via delivery or acceptance; the sales price is fixed or determinable; and collectability is reasonably assured. |
Government Grant And input Tax Credit Recoveries Policy [Text Block] | Government Grant and Input Tax Credit Recoveries The Company receives certain grant and input tax credit recoveries from the Canadian government in compensation for eligible expenditures. These are presented as other income in the statement of operations and comprehensive loss as they generally relate to a number of the Company’s operating expenses, such as salaries and benefits, research and development and professional and consulting fees. The recoveries are recognized in the corresponding period when such expenses are incurred and collection of the grant funds is assured. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents Cash and cash equivalents include highly liquid investments with original terms to maturity of 90 days or less at the date of purchase. For all periods presented cash and cash equivalents consisted entirely of cash. |
Research and Development Expense, Policy [Policy Text Block] | Research and Development The Company is engaged in research and development work. Research and development costs are charged as operating expense of the Company as incurred. |
Warrant Derivative Liability Policy text block [Text Block] | Warrant Derivative Liability The Company’s derivative warrant instruments are measured at fair value using a simulation model which takes into account, as of the valuation date, factors including the current exercise price, the expected life of the warrant, the current price of the underlying stock, its expected volatility, holding cost and the risk-free interest rate for the term of the warrant (Note 10). The warrant derivative liability is revalued at each reporting period and changes in fair value are recognized in the consolidated statements of operations and comprehensive loss under the caption “Change in fair value of warrant liability”. |
Segment Reporting, Policy [Policy Text Block] | Segment Reporting ASC 280-10, “Disclosures about Segments of an Enterprise and Related Information”, establishes standards for the way that public business enterprises report information about operating segments in the Company’s consolidated financial statements. Operating segments are components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company does not have any reportable segments. All of its operations and assets are domiciled in Canada. |
Income Tax, Policy [Policy Text Block] | Income Taxes Income taxes are computed in accordance with the provisions of ASC Topic 740, which requires, among other things, a liability approach to calculating deferred income taxes. The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been recognized in its consolidated financial statements or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between the financial statement carrying amounts and tax bases of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. The Company is required to make certain estimates and judgments about the application of tax law, the expected resolution of uncertain tax positions and other matters. In the event that uncertain tax positions are resolved for amounts different than the Company’s estimates, or the related statutes of limitations expire without the assessment of additional income taxes, the Company will be required to adjust the amounts of related assets and liabilities in the period in which such events occur. Such adjustment may have a material impact on Bionik’s income tax provision and results of operations. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | ASC Topic 820 defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. Included in the ASC Topic 820 framework is a three level valuation inputs hierarchy with Level 1 being inputs and transactions that can be effectively fully observed by market participants spanning to Level 3 where estimates are unobservable by market participants outside of the Company and must be estimated using assumptions developed by the Company. The Company discloses the lowest level input significant to each category of asset or liability valued within the scope of ASC Topic 820 and the valuation method as exchange, income or use. The Company uses inputs which are as observable as possible and the methods most applicable to the specific situation of each company or valued item. The carrying amounts reported in the balance sheets for cash and cash equivalents, other receivables, accounts payable, accrued liabilities, and due from related parties approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest. Per ASC Topic 820 framework these are considered Level 2 inputs where inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. As at December 31, 2015, the Company’s warrant derivative liability is measured at fair value at each reporting period using a simulation model based on Level 3 inputs. The Company’s policy is to recognize transfers into and out of Level 3 as of the date of the event or change in the circumstances that caused the transfer. There were no such transfers during the year. |
Earnings Per Share, Policy [Policy Text Block] | Basic and Diluted Loss Per Share Basic and diluted loss per share has been determined by dividing the net loss available to shareholders for the applicable period by the basic and diluted weighted average number of shares outstanding, respectively. The diluted weighted average number of shares outstanding is calculated as if all dilutive options had been exercised or vested at the later of the beginning of the reporting period or date of grant, using the treasury stock method. Loss per common share is computed by dividing the net loss by the weighted average number of shares of common shares outstanding during the period. Common share equivalents, options and warrants are excluded from the computation of diluted loss per share when their effect is anti-dilutive, as they are in 2015 and 2014. |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment of Long-Lived Assets The Company follows the ASC Topic 360, which requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the assets’ carrying amounts may not be recoverable. In performing the review for recoverability, if future undiscounted cash flows (excluding interest charges) from the use and ultimate disposition of the assets are less than their carrying values, an impairment loss represented by the difference between its fair value and carrying value, is recognized. When properties are classified as held for sale they are recorded at the lower of the carrying amount or the expected sales price less costs to sell. |
Reclassification, Policy [Policy Text Block] | Reclassifications Certain amounts have been reclassified within the consolidated statement of operations and comprehensive loss for the nine month period ended December 31, 2014, in order to conform with current presentation. There was no impact to the previously reported net loss. |
New Accounting Pronouncements, Policy [Policy Text Block] | In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606)”. The standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. The accounting standard is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2016. Early adoption is not permitted. The impact on our consolidated financial statements of adopting ASU 2014-09 will be assessed by management. In August 2014, the FASB issued a new financial accounting standard on going concern, ASU No. 2014-15, “Presentation of Financial Statements Going Concern (Sub-Topic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” The standard provides guidance about management’s responsibility to evaluate whether there is a substantial doubt about the organization’s ability to continue as a going concern. The amendments in this Update apply to all companies. They become effective in the annual period ending after December 15, 2016, with early application permitted. The impact on the consolidated financial statements of adopting ASU 2014-15 will be assessed by management. In September 2015, the FASB issued ASU No. 2015-16, “Simplifying the Accounting for Measurement-Period Adjustments,” which illustrates certain guidance governing adjustments to the provisional amounts recognized at the acquisition date with a corresponding adjustment to goodwill. Such adjustments are required when new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement amounts initially recognized or would have resulted in the recognition of additional assets and liabilities. ASU No. 2015-16 eliminates the requirement to retrospectively account for such adjustments. ASU No. 2015-16 is effective for the fiscal year commencing on January 1, 2016. The Company does not anticipate that the adoption of ASU No. 2015-16 will have a material effect on the consolidated financial position or the consolidated results of operations and comprehensive loss. In November 2015, the FASB issued ASU No. 2015-17, “Balance Sheet Classification of Deferred Taxes,” which requires that deferred tax liabilities and assets be classified on our Consolidated Balance Sheets as noncurrent based on an analysis of each taxpaying component within a jurisdiction. ASU No. 2015-17 is effective for the fiscal year commencing on January 1, 2017. The Company does not anticipate that the adoption of ASU No. 2015-17 will have a material effect on the consolidated financial position or the consolidated results of operations. Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying consolidated financial statements. |
PREPAID EXPENSES AND OTHER RE22
PREPAID EXPENSES AND OTHER RECEIVABLES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Table Text Block] | December 31, December 31, 2015 2014 $ $ Prepaid expenses and other receivables 120,661 18,172 Prepaid insurance 12,966 40,630 Sales taxes receivable (i) 54,590 22,328 188,217 81,130 i) Sales tax receivable represents net harmonized sales taxes (HST) input tax credits receivable from the Government of Canada. |
EQUIPMENT (Tables)
EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Equipment consisted of the following as at December 31, 2015 and December 31, 2014: December 31, 2015 December 31, 2014 Accumulated Accumulated Cost Depreciation Net Cost Depreciation Net $ $ $ $ $ $ Computers and electronics 148,214 84,072 64,142 77,650 27,438 50,212 Furniture and fixtures 23,496 9,478 14,018 24,909 7,325 17,584 Tools and parts 11,422 2,479 8,943 11,913 1,787 10,126 183,132 96,029 87,103 114,472 36,550 77,922 |
SHARE CAPITAL (Tables)
SHARE CAPITAL (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Stockholders Equity [Table Text Block] | December 31, 2015 December 31, 2014 Number of Number of shares $ shares $ Exchangeable Shares: Balance, beginning of year/period 49,737,096 49,737 36,621,885 36,622 Shares issued for services (v) 262,904 263 - - Shares issued under private placement - - (i) 10,792,335 10,792 Shares issued on conversion and settlement of debt - - (ii)(iii) 1,012,142 1,012 Shares issued on the exercise of options - - (iv) 1,310,734 1,311 Balance, end of the year/period 50,000,000 50,000 49,737,096 49,737 Common Shares Balance, beginning of the year - - - - Shares issued as Merger consideration (vii) 6,000,063 6,000 - - Shares issued under private placement (vi)-(xii) 16,408,250 16,408 - - Shares issued for services (xiii) 20,000 20 Balance, end of the year 22,428,313 22,428 - - TOTAL COMMON SHARES 72,428,313 72,428 - - (i) In April, 2014, the Company completed a private placement issuing 10,792,335 0.24 2,616,062 11,609 (ii) In May 2014, the Company issued 436,908 115,223 (iii) In June, 2014, the Company issued 575,234 124,523 20 (iv) In June 2014, the Company issued 1,310,734 228,875 (v) On February 25, 2015, 262,904 241,185 210,323 314,560 320,000 (vi) Concurrently with the closing of the Merger on February 26, 2015, the Company issued 7,735,750 6,188,600 500,000 0.80 Each Unit consists of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. 848,822 773,575 0.80 4 4,789,404 (vii) Immediately following the Merger and the First Closing, 6,000,063 7,735,750 50,000,000 100 50,000,000 (viii) On March 27, 2015, the Company issued 1,212,500 970,000 Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. 141,100 121,250 0.80 4 207,425 (ix) On March 31 2015, the Company issued 891,250 713,000 Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. 97,099 89,125 0.80 4 143,389 (x) On April 21, 2015, the Company issued 3,115,000 2,492,000 Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. 338,960 311,500 0.80 4 435,682 (xi) On May 27, 2015, the Company issued 1,418,750 1,135,000 Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. 147,566 141,875 0.80 4 37,739 (xii) On June 30, 2015, the Company issued 2,035,000 1,628,000 Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. 211,656 203,500 0.80 4 74,625 (xiii) During the year, the Company entered into service agreements that resulted in a commitment to issue up to an December 31, 2016 and pay up to $ 130,000 20,000 31,000 53,233 43,900 |
STOCK OPTIONS (Tables)
STOCK OPTIONS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Expected life Risk Dividend Forfeiture Expected Grant date Grant date in years free rate rate rate volatility fair value February 17, 2015 5.00 1.59 % 0 % 0 % 114 % $ 136,613 July 1, 2014 4.35 1.59 % 0 % 0 % 114 % $ 1,259,487 June 20, 2014 6.32 1.59 % 0 % 0 % 114 % $ 118,957 April 11, 2014 4.14 1.59 % 0 % 0 % 114 % $ 230,930 November 24, 2015 7 1.59 % 0 % 0 % 114 % $ 694,384 December 14, 2015 7 1.59 % 0 % 0 % 114 % $ 1,260,437 |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | A summary of the Company’s outstanding options is as follows Weighted-Average Number of Options Exercise Price ($) Outstanding, December 31, 2013 1,310,665 0.19 Exercised (1,310,665) 0.19 Issued 3,894,252 0.22 Cancelled (125,824) 0.17 Outstanding, December 31, 2014 3,768,428 0.22 Cancelled as a result of Merger (3,768,428) 0.22 Re-issued as part of Merger 3,768,428 0.22 Issued 3,459,560 0.97 Cancelled (267,379) 0.22 Outstanding, December 31, 2015 6,960,609 0.59 |
Share-based Compensation, Performance Shares Award Outstanding Activity [Table Text Block] | Number of Exercise Price ($) Number of Options Expiry Date Exercisable Options 0.165 500,150 April 1, 2021 354,404 0.23 106,950 June 20, 2021 71,300 0.23 2,972,592 July 1, 2021 2,972,592 0.23 235,917 February 17, 2022 78,643 1.22 650,000 November 24, 2022 - 1.00 2,495,000 December 14, 2022 - 6,960,609 3,476,939 |
WARRANTS (Tables)
WARRANTS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Warrants and Rights Note Disclosure [Abstract] | |
Schedule Of Share Based Compensation Stock Purchase Warrants Activity [Table Text Block] | The following is a continuity schedule of the Company’s common share purchase warrants: Number of Warrants Weighted-Average Outstanding and exercisable, December 31, 2014 and 2013 - - Issued 18,049,075 1.35 Outstanding and exercisable, December 31, 2015 18,049,075 1.35 |
Schedule of Common Share Purchase Warrants Outstanding [Table Text Block] | The following is a summary of common share purchase warrants outstanding as of December 31, 2015: Exercise Number of Price ($) Warrants Expiry Date 1.40 Note 8(vi) 7,735,750 February 26, 2019 0.80 Note 8(vi) 773,575 February 26, 2019 1.40 Note 8(viii) 1,212,500 March 27, 2019 0.80 Note 8(viii) 121,250 March 27, 2019 1.40 Note 8(ix) 891,250 March 31, 2019 0.80 Note 8(ix) 89,125 March 31, 2019 1.40 Note 8(x) 3,115,000 April 21, 2019 0.80 Note 8(x) 311,500 April 21, 2019 1.40 Note 8(xi) 1,418,750 May 27, 2019 0.80 Note 8(xi) 141,875 May 27, 2019 1.40 Note 8(xii) 2,035,000 June 30, 2019 0.80 Note 8(xii) 203,500 June 30, 2019 18,049,075 |
Schedule Of Warrant derivative liability [Table Text Block] | The following summarizes the changes in the value of the warrant derivative liability from inception until December 31, 2015: Number of Warrants Value ($) Warrants issued in February 26, 2015 financing Note 8(vi) 8,509,325 550,374 Warrants issued in March 27, 2015 financing Note 8(viii) 1,333,750 1,036,325 Warrants issued in March 31, 2015 financing Note 8(ix) 980,375 759,290 Warrants issued in April 21, 2015 financing Note 8(x) 3,426,500 2,588,722 Warrants issued in May 27, 2015 financing Note 8(xi) 1,560,625 1,025,173 Warrants issued in June 30, 2015 financing Note 8(xii) 2,238,500 1,490,969 Total at inception 7,450,853 Change in fair value of warrant derivative liability (1,382,984) Balance at December 31, 2015 6,067,869 |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | The key inputs and assumptions used in the simulation model at inception and at December 31, 2015 are as follows: Number of Expected Exercise Risk free Dividend Expected Grant date fair Grant date Warrants life in years Price ($) rate rate volatility value ($) At Inception: February 26, 2015 7,735,750 4 1.4 0.44 % 0 % 51.83 % 464,784 February 26, 2015 773,575 4 0.8 0.44 % 0 % 51.83 % 85,590 March 27, 2015 1,212,500 3.92 1.4 0.43 % 0 % 52.37 % 950,913 March 27, 2015 121,250 3.92 0.8 0.43 % 0 % 52.37 % 85,412 March 31, 2015 891,250 3.91 1.4 0.41 % 0 % 52.45 % 696,582 March 31, 2015 89,125 3.91 0.8 0.41 % 0 % 52.45 % 62,708 April 21, 2015 3,115,000 3.85 1.4 0.68 % 0 % 51.54 % 2,371,956 April 21, 2015 311,500 3.85 0.8 0.68 % 0 % 51.54 % 216,766 May 27, 2015 1,418,750 3.76 1.4 0.46 % 0 % 51.74 % 933,065 May 27, 2015 141,875 3.76 0.8 0.46 % 0 % 51.74 % 92,108 June 30, 2015 2,035,000 3.66 1.4 0.37 % 0 % 52.94 % 1,356,512 June 30, 2015 203,500 3.66 0.8 0.37 % 0 % 52.94 % 134,457 At Year End: December 31, 2015 16,408,250 3.16 1.4 0.65 % 0 % 53.58 % 5,315,536 December 31, 2015 1,640,825 3.16 0.8 0.65 % 0 % 53.58 % 752,333 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | December 31, 9 month period $ $ Components of net loss before income taxes consists of the following: U.S. (2,372,510) - Canada (3,221,396) (2,464,747) (5,593,906) (2,464,747) 2015 2014 $ $ Net loss for the period before recovery of income taxes (5,593,906) (2,464,747) Statutory rate 35 % 26.5 % Expected income tax recovery (1,957,867) (653,158) Tax rate changes and other basis adjustments 364,651 (29,109) Stock-based compensation 587,381 - Non-deductible expenses 57,625 193,305 Change in valuation allowance 948,210 488,962 Recovery of income taxes - - |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | Deferred tax reflects the tax effects of temporary differences that gave rise to significant portions of deferred tax assets and liabilities and consisted of the following: 2015 2014 $ $ Property and equipment 47,495 36,940 Share issue costs 3,877 162,350 SR&ED pool 340,585 7,137 Other 39,947 18,621 Non-capital losses - Canada 1,149,389 812,522 Net operating losses - U.S. 404,487 - Valuation allowance (1,985,780) (1,037,570) - - |
Summary of Income Tax Examinations [Table Text Block] | The following describes the open tax years, by major tax jurisdiction, as of December 31, 2015. United States - Federal 2013 - present United States - State 2013 - present Canada - Federal 2012 - present Canada - Provincial 2012 - present |
NATURE OF OPERATIONS (Details T
NATURE OF OPERATIONS (Details Textual) | 1 Months Ended | 9 Months Ended | 12 Months Ended | |
Feb. 26, 2015shares | Dec. 31, 2014USD ($)shares | Dec. 31, 2015USD ($)shares | Mar. 31, 2014USD ($) | |
Working Capital Surplus (Deficit) | $ 128,361 | $ 890,885 | ||
Stockholders' Equity Attributable to Parent | (50,439) | 977,988 | $ (774,626) | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | $ (2,489,137) | $ (5,569,107) | ||
Stockholders' Equity, Reverse Stock Split | 1-for-0.831105 | |||
Common Stock, Shares Authorized | shares | 200,000,000 | 150,000,000 | ||
Share Exchange Agreement [Member] | ||||
Stock Issued During Period, Shares, New Issues | shares | 50,000,000 | |||
Debt Instrument, Convertible, Conversion Ratio | 3.14 | |||
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage | 100.00% |
SIGNIFICANT ACCOUNTING POLICI29
SIGNIFICANT ACCOUNTING POLICIES (Details Textual) | 12 Months Ended |
Dec. 31, 2015 | |
Furniture and Fixtures [Member] | |
Significant Accounting Policies [Line Items] | |
Percentage Of Depreciated Per Annum | 20.00% |
Tool and Parts [Member] | |
Significant Accounting Policies [Line Items] | |
Percentage Of Depreciated Per Annum | 20.00% |
Computer Electronics [Member] | |
Significant Accounting Policies [Line Items] | |
Percentage Of Depreciated Per Annum | 50.00% |
PREPAID EXPENSES AND OTHER RE30
PREPAID EXPENSES AND OTHER RECEIVABLES (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 | |
Prepaid Expense And Other Receivables [Line Items] | |||
Prepaid expenses and other receivables | $ 120,661 | $ 18,172 | |
Prepaid insurance | 12,966 | 40,630 | |
Sales taxes receivable | [1] | 54,590 | 22,328 |
Prepaid Expenses and Other Receivables | $ 188,217 | $ 81,130 | |
[1] | Sales tax receivable represents net harmonized sales taxes (HST) input tax credits receivable from the Government of Canada. |
LOANS RECEIVABLE (Details Textu
LOANS RECEIVABLE (Details Textual) | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Loans and Leases Receivable, Related Parties | $ 300,000 |
Debt Instrument, Interest Rate, Stated Percentage | 6.00% |
Interest Receivable, Current | $ 7,459 |
Subordinated Debt | $ 200,000 |
Loans and Leases Receivable, Description | Of the $300,000, $150,000 is repayable upon the earliest of May 5, 2016, the consummation of certain Possible Transactions and any consolidation, merger, combination, reorganization or other similar transaction entered into by the Borrower and interest is payable semi-yearly. The remaining $150,000, along with accrued interest, is repayable upon the earliest of the nine-month anniversary of the termination date of any letter of intent with respect to a Possible Transaction and the consummation of certain Possible Transactions or any other similar transaction similar to a Possible Transaction without the participation of the Company. |
EQUIPMENT (Details)
EQUIPMENT (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 183,132 | $ 114,472 |
Accumulated Depreciation | 96,029 | 36,550 |
Property, Plant and Equipment, Net | 87,103 | 77,922 |
Computers and electronics [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 148,214 | 77,650 |
Accumulated Depreciation | 84,072 | 27,438 |
Property, Plant and Equipment, Net | 64,142 | 50,212 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 23,496 | 24,909 |
Accumulated Depreciation | 9,478 | 7,325 |
Property, Plant and Equipment, Net | 14,018 | 17,584 |
Tools and Parts [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 11,422 | 11,913 |
Accumulated Depreciation | 2,479 | 1,787 |
Property, Plant and Equipment, Net | $ 8,943 | $ 10,126 |
EQUIPMENT (Details Textual)
EQUIPMENT (Details Textual) - USD ($) | 9 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation | $ 34,036 | $ 59,479 |
CONVERTIBLE SECURED PROMISSOR34
CONVERTIBLE SECURED PROMISSORY NOTE (Details Textual) | May. 09, 2014$ / shares | Dec. 08, 2011CAD | Feb. 28, 2014USD ($) | Feb. 28, 2012CAD | Dec. 31, 2014USD ($) | Dec. 31, 2015USD ($) | May. 09, 2014CAD / shares |
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||||
Imputed Interest Expense | $ | $ 27,677 | $ 0 | |||||
Convertible Notes Payable [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from Issuance of Debt | CAD | CAD 61,500 | ||||||
Proceeds From Issuance Of Additional Debt | CAD | CAD 60,000 | ||||||
Debt Instrument, Face Amount | CAD | CAD 121,500 | ||||||
Debt Instrument, Description | convert the principal plus accrued interest at a discount of 20% to the share price in the event of a qualifying financing | ||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | $ | $ 27,677 | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||||
Fair Value Inputs, Discount Rate | 20.00% | ||||||
Debt Instrument, Convertible, Conversion Price | (per share) | $ 0.22 | CAD 0.24 | |||||
Imputed Interest Expense | $ | $ 27,677 |
RELATED PARTY TRANSACTIONS AN35
RELATED PARTY TRANSACTIONS AND BALANCES (Details Textual) | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2014USD ($)shares | Dec. 31, 2014CADshares | Dec. 31, 2015USD ($) | Dec. 31, 2015CAD | |
Related Party Transaction [Line Items] | ||||
Due from Related Parties | $ 44,986 | $ 38,554 | ||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | 1.00% | ||
Repayments of Other Debt | 37,837 | CAD 44,000 | ||
Director [Member] | ||||
Related Party Transaction [Line Items] | ||||
Related Party Transaction, Amounts of Transaction | $ 85,947 | CAD 95,000 | ||
Stock Issued During Period, Shares, Issued for Services | shares | 331,443 | 331,443 | ||
Accrued interest receivable | $ 756 | CAD 1,046 | ||
Chief Operating Officer [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accounts Payable, Related Parties | $ 0 | 878 | ||
Chief Executive Officer [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accounts Payable, Related Parties | 4,220 | 2,970 | ||
Chief Technology Officer [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accounts Payable, Related Parties | 5,930 | 856 | ||
Chief Financial Officer [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accounts Payable, Related Parties | $ 0 | $ 346 |
SHARE CAPITAL (Details)
SHARE CAPITAL (Details) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2015 | ||||
Opening Balance | $ (774,626) | $ (50,439) | |||
Shares issued as Merger consideration | 0 | ||||
Shares issued under private placement | 4,789,404 | ||||
Stock compensation expense | 112,573 | 1,709,230 | |||
Shares issues on conversion of loans | 239,746 | ||||
Shares issued on exercise of stock options | 228,875 | ||||
Closing Balance | $ (50,439) | $ 977,988 | |||
Exchangable Shares [Member] | |||||
Opening Balance (in shares) | 36,621,885 | 49,737,096 | |||
Opening Balance | $ 36,622 | $ 49,737 | |||
Shares issued under private placement (in shares) | 10,792,335 | [1] | 0 | ||
Shares issued under private placement | $ 10,792 | [1] | $ 0 | ||
Stock compensation expense (in shares) | 0 | 262,904 | [2] | ||
Stock compensation expense | $ 0 | $ 263 | [2] | ||
Shares issues on conversion of loans (in shares) | 1,012,142 | [3],[4] | 0 | ||
Shares issues on conversion of loans | $ 1,012 | [3],[4] | $ 0 | ||
Shares issued on exercise of stock options (in shares) | 1,310,734 | [5] | 0 | ||
Shares issued on exercise of stock options | $ 1,311 | [5] | $ 0 | ||
Closing Balance (in shares) | 49,737,096 | 50,000,000 | |||
Closing Balance | $ 49,737 | $ 50,000 | |||
Common Shares [Member] | |||||
Opening Balance (in shares) | 0 | 0 | |||
Opening Balance | $ 0 | $ 0 | |||
Shares issued as Merger consideration (in shares) | 0 | 6,000,063 | [6] | ||
Shares issued as Merger consideration | $ 0 | $ 6,000 | [6] | ||
Shares issued under private placement (in shares) | 0 | 16,408,250 | [6],[7],[8],[9],[10],[11],[12] | ||
Shares issued under private placement | $ 0 | $ 16,408 | [6],[7],[8],[9],[10],[11],[12] | ||
Stock compensation expense (in shares) | [13] | 20,000 | |||
Stock compensation expense | [13] | $ 20 | |||
Closing Balance (in shares) | 0 | 22,428,313 | |||
Closing Balance | $ 0 | $ 22,428 | |||
Common Shares And Exchangeable Shares [Member] | |||||
Opening Balance (in shares) | 0 | ||||
Opening Balance | $ 0 | ||||
Closing Balance (in shares) | 0 | 72,428,313 | |||
Closing Balance | $ 0 | $ 72,428 | |||
[1] | In April, 2014, the Company completed a private placement issuing 10,792,335 common shares at a price of $0.24 per share for gross proceeds of $2,616,062. A former director of the Company assisted in securing a significant portion of this financing. The Company incurred $11,609 in share issue costs related to the transaction. | ||||
[2] | On February 25, 2015, 262,904 common shares were issued to two former lenders connected with a $241,185 loan received and repaid during fiscal 2013. The common shares were valued at $210,323 based on the value of the concurrent private placement (Note 8(vi)), and recorded in stock-based compensation on the consolidated statement of operations and comprehensive loss. As part of the consideration for the initial loan the CTO and COO had transferred 314,560 common shares to the lenders. For contributing the common shares to the lenders, the Company intends to reimburse the CTO and COO 320,000 common shares. As at December 31, 2015, these shares have not yet been issued. | ||||
[3] | In June, 2014, the Company issued 575,234 common shares on conversion of the convertible secured promissory note (Note 6). The note plus accrued interest totaled $124,523 and was converted at a 20% discount to the April 2014 private placement. | ||||
[4] | In May 2014, the Company issued 436,908 common shares in exchange for the settlement of $115,223 of unsecured debt. | ||||
[5] | In June 2014, the Company issued 1,310,734 common shares for the exercise of stock options. The Company received cash of $228,875. | ||||
[6] | Immediately following the Merger and the First Closing, 6,000,063 common shares were held by existing Drywave stockholders, 7,735,750 were held by the investors in the Offering and Bionik Canada shareholders held an equivalent of 50,000,000 shares of the common shares through their ownership of 100% of the Exchangeable Shares which are held in 1 Special Preferred Share. The Special Preferred Share votes on behalf of the 50,000,000 Exchangeable Shares alongside the common shares of the Company as a single class. | ||||
[7] | Concurrently with the closing of the Merger on February 26, 2015, the Company issued 7,735,750 units (the “Units”) for gross proceeds of $6,188,600 (the “First Closing”) (including $500,000 of outstanding bridge loans converted into Units at the offering price) at a purchase price of $0.80 per Unit (the “Purchase Price”) in a private placement offering (the “Offering”). Each Unit consists of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. The Company incurred share issue costs before legal and other costs related to the transaction of $848,822 and issued 773,575 broker warrants exercisable at $0.80 for a period of 4 years. The warrants were measured at fair value and recorded as a warrant derivative liability on the consolidated balance sheet (Note 10). After deducting the value of the warrants and the share issue costs, $4,789,404 was attributed to the value of the common shares. | ||||
[8] | On April 21, 2015, the Company issued 3,115,000 Units for gross proceeds of $2,492,000 to accredited investors in a fourth closing (the “Fourth Closing”). Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. The Company incurred share issue costs before legal and other related to the Fourth Closing of $338,960 and issued 311,500 broker warrants exercisable at $0.80 for a period of 4 years. The warrants were measured at fair value and recorded as a warrant liability on the consolidated balance sheet (Note 10). The fair value of the warrants exceeded the net proceeds received upon closing and as a result $435,682 was recorded as a loss on initial recognition of the warrants and included in the change in fair value of warrant derivative liability on the consolidated statements of operations and comprehensive loss. | ||||
[9] | On June 30, 2015, the Company issued 2,035,000 Units for gross proceeds of $1,628,000 to accredited investors in a sixth and final closing (the “Sixth Closing”). Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. The Company incurred share issue costs before legal and other costs related to the Sixth Closing of $211,656 and issued 203,500 broker warrants exercisable at $0.80 for a period of 4 years. The warrants were measured at fair value and recorded as a warrant liability on the consolidated balance sheet (Note 10). The fair value of the warrants exceeded the net proceeds received upon closing and as a result $74,625 was recorded as a loss on initial recognition of the warrants and included in the change in fair value of warrant derivative liability on the consolidated statements of operations and comprehensive loss. | ||||
[10] | On March 27, 2015, the Company issued 1,212,500 Units for gross proceeds of $970,000 to accredited investors in a second closing (the “Second Closing”). Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. The Company incurred share issue costs before legal and other costs related to the Second Closing of $141,100 and issued 121,250 broker warrants exercisable at $0.80 for a period of 4 years. The warrants were measured at fair value and recorded as a warrant liability on the consolidated balance sheet (Note 10). The fair value of the warrants exceeded the net proceeds received upon closing and as a result $207,425 was recorded as a loss on initial recognition of the warrants and included in the change in fair value of warrant derivative liability on the consolidated statements of operations and comprehensive loss. | ||||
[11] | On March 31 2015, the Company issued 891,250 Units for gross proceeds of $713,000 to accredited investors in a third closing (the “Third Closing”). Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. The Company incurred share issue costs before legal and other costs related to the Third Closing of $97,099 and issued 89,125 broker warrants exercisable at $0.80 for a period of 4 years. The warrants were measured at fair value and recorded as a warrant liability on the consolidated balance sheet (Note 10). The fair value of the warrants exceeded the net proceeds received upon closing and as a result $143,389 was recorded as a loss on initial recognition of the warrants and included in the change in fair value of warrant derivative liability on the consolidated statements of operations and comprehensive loss. | ||||
[12] | On May 27, 2015, the Company issued 1,418,750 Units for gross proceeds of $1,135,000 to accredited investors in a fifth closing (the “Fifth Closing”). Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. The Company incurred share issue costs before legal and other costs related to the Fifth Closing of $147,566 and issued 141,875 broker warrants exercisable at $0.80 for a period of 4 years. The warrants were measured at fair value and recorded as a warrant liability on the consolidated balance sheet (Note 10). The fair value of the warrants exceeded the net proceeds received upon closing and as a result $37,739 was recorded as a loss on initial recognition of the warrants and included in the change in fair value of warrant derivative liability on the consolidated statements of operations and comprehensive loss. | ||||
[13] | During the year, the Company entered into service agreements that resulted in a commitment to issue up to an December 31, 2016 and pay up to $130,000 over the next 12 months. During the year 20,000 common shares were issued pursuant to these commitments valued at $31,000 is included in share-based compensation. Subsequent to year -end, pursuant to this commitment 53,233 shares related to services provided in 2015 were issued (Note 13). As at December 31, 2015, these shares, valued at $43,900, have been recorded as shares to be issued with the corresponding expense included in general and administrative expense. |
SHARE CAPITAL (Details Textual)
SHARE CAPITAL (Details Textual) | 1 Months Ended | 2 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2015USD ($)$ / sharesshares | May. 27, 2015USD ($)$ / sharesshares | Apr. 21, 2015USD ($)$ / sharesshares | Mar. 31, 2015USD ($)$ / sharesshares | Mar. 27, 2015USD ($)$ / sharesshares | Feb. 26, 2015USD ($)$ / shares$ / perunitshares | Feb. 25, 2015USD ($)shares | Jun. 30, 2014USD ($)shares | May. 30, 2014USD ($)shares | Apr. 30, 2014USD ($)$ / sharesshares | Mar. 11, 2016USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / shares | Dec. 31, 2015USD ($)shares | |
Stock Issued During Period, Value, Stock Options Exercised | $ 228,875 | ||||||||||||
Class of Warrant or Right, Outstanding | shares | 18,049,075 | ||||||||||||
Fair Value Adjustment of Warrants | $ 0 | $ (484,124) | |||||||||||
Subsequent Event [Member] | |||||||||||||
Stock Issued During Period, Shares, Issued for Services | shares | 53,233 | ||||||||||||
Stock Issued During Period, Value, Issued for Services | $ 43,900 | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.80 | ||||||||||||
Service Agreements [Member] | |||||||||||||
Stock Issued During Period, Shares, Issued for Services | shares | 20,000 | ||||||||||||
Stock Issued During Period, Value, Issued for Services | $ 31,000 | ||||||||||||
Service Agreements Commitment To Pay Compensation | $ 130,000 | ||||||||||||
Unsecured Debt [Member] | |||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | shares | 436,908 | ||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 115,223 | ||||||||||||
Investor [Member] | |||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.23 | ||||||||||||
Exchangable Shares [Member] | |||||||||||||
Stock Issued During Period, Shares, Other | shares | 10,792,335 | ||||||||||||
Shares Issued, Price Per Share | $ / shares | $ 0.24 | ||||||||||||
Proceeds from Issuance of Private Placement | $ 2,616,062 | ||||||||||||
Payments of Stock Issuance Costs | $ 11,609 | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | shares | 1,310,734 | ||||||||||||
Stock Issued During Period, Value, Stock Options Exercised | $ 228,875 | ||||||||||||
Stock Transferred To Lenders | shares | 314,560 | ||||||||||||
Stock Reimbursed To Officers | shares | 320,000 | ||||||||||||
Stock Issued During Period, Shares, Issued for Services | shares | 262,904 | ||||||||||||
Stock Issued During Period, Value, Issued for Services | $ 241,185 | ||||||||||||
Stock Issued Under Private Placement Share Based Compensation Value | $ 210,323 | ||||||||||||
First Closing [Member] | |||||||||||||
Payments of Stock Issuance Costs | $ 848,822 | ||||||||||||
Stock Units Issued During Period | shares | 7,735,750 | ||||||||||||
Proceeds From Issuance of Stock Units | $ 6,188,600 | ||||||||||||
Stock Units Issued During Period, Purchase Price Per Unit | $ / perunit | 0.80 | ||||||||||||
Stock Units Description | Each Unit consists of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. | ||||||||||||
Warrants Exercisable Period | 4 years | ||||||||||||
Bridge Loan | $ 500,000 | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 1.40 | ||||||||||||
Class of Warrant or Right, Outstanding | shares | 773,575 | ||||||||||||
Stock Issued During Period, Shares, Acquisitions | shares | 50,000,000 | ||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||||||||||||
Warrants Exercisable Price Per Warrants | $ / shares | $ 0.80 | ||||||||||||
Net proceeds after share issue costs and warrant liability set-up | $ 4,789,404 | ||||||||||||
First Closing [Member] | Investor [Member] | |||||||||||||
Stock Issued During Period, Shares, Acquisitions | shares | 7,735,750 | ||||||||||||
First Closing [Member] | Drywave Stockholders [Member] | |||||||||||||
Stock Issued During Period, Shares, Acquisitions | shares | 6,000,063 | ||||||||||||
Second Closing [Member] | |||||||||||||
Payments of Stock Issuance Costs | $ 141,100 | ||||||||||||
Stock Units Issued During Period | shares | 1,212,500 | ||||||||||||
Proceeds From Issuance of Stock Units | $ 970,000 | ||||||||||||
Stock Units Description | Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. | ||||||||||||
Warrants Exercisable Period | 4 years | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 1.40 | ||||||||||||
Class of Warrant or Right, Outstanding | shares | 121,250 | ||||||||||||
Fair Value Adjustment of Warrants | $ 207,425 | ||||||||||||
Warrants Exercisable Price Per Warrants | $ / shares | $ 0.80 | ||||||||||||
Third Closing [Member] | |||||||||||||
Payments of Stock Issuance Costs | $ 97,099 | ||||||||||||
Stock Units Issued During Period | shares | 891,250 | ||||||||||||
Proceeds From Issuance of Stock Units | $ 713,000 | ||||||||||||
Stock Units Description | Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. | ||||||||||||
Warrants Exercisable Period | 4 years | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 1.40 | ||||||||||||
Class of Warrant or Right, Outstanding | shares | 89,125 | ||||||||||||
Fair Value Adjustment of Warrants | $ 143,389 | ||||||||||||
Warrants Exercisable Price Per Warrants | $ / shares | $ 0.80 | ||||||||||||
Convertible Secured Promissory Note [Member] | |||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | shares | 575,234 | ||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 124,523 | ||||||||||||
Debt Conversion, Converted Instrument, Rate | 20.00% | ||||||||||||
Fourth Closing [Member] | |||||||||||||
Payments of Stock Issuance Costs | $ 338,960 | ||||||||||||
Stock Units Issued During Period | shares | 3,115,000 | ||||||||||||
Proceeds From Issuance of Stock Units | $ 2,492,000 | ||||||||||||
Stock Units Description | Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. | ||||||||||||
Warrants Exercisable Period | 4 years | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 1.40 | ||||||||||||
Class of Warrant or Right, Outstanding | shares | 311,500 | ||||||||||||
Fair Value Adjustment of Warrants | $ 435,682 | ||||||||||||
Warrants Exercisable Price Per Warrants | $ / shares | $ 0.80 | ||||||||||||
Fifth Closing [Member] | |||||||||||||
Payments of Stock Issuance Costs | $ 147,566 | ||||||||||||
Stock Units Issued During Period | shares | 1,418,750 | ||||||||||||
Proceeds From Issuance of Stock Units | $ 1,135,000 | ||||||||||||
Stock Units Description | Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. | ||||||||||||
Warrants Exercisable Period | 4 years | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 1.40 | ||||||||||||
Class of Warrant or Right, Outstanding | shares | 141,875 | ||||||||||||
Fair Value Adjustment of Warrants | $ 37,739 | ||||||||||||
Warrants Exercisable Price Per Warrants | $ / shares | $ 0.80 | ||||||||||||
Sixth Closing [Member] | |||||||||||||
Payments of Stock Issuance Costs | $ 211,656 | ||||||||||||
Stock Units Issued During Period | shares | 2,035,000 | ||||||||||||
Proceeds From Issuance of Stock Units | $ 1,628,000 | ||||||||||||
Stock Units Description | Each Unit consisted of one common share of the Company, and a warrant to purchase one common share of the Company at an exercise price of $1.40 per share exercisable for 4 years. | ||||||||||||
Warrants Exercisable Period | 4 years | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 1.40 | ||||||||||||
Class of Warrant or Right, Outstanding | shares | 203,500 | ||||||||||||
Fair Value Adjustment of Warrants | $ 74,625 | ||||||||||||
Warrants Exercisable Price Per Warrants | $ / shares | $ 0.80 |
STOCK OPTIONS (Details)
STOCK OPTIONS (Details) - Employee Stock Option [Member] | 12 Months Ended |
Dec. 31, 2015USD ($) | |
February 17, 2015 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected life in years | 5 years |
Risk free rate | 1.59% |
Dividend yield | 0.00% |
Forfeiture rate | 0.00% |
Expected volatility | 114.00% |
Grant date fair value fair value | $ 136,613 |
July 1, 2014 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected life in years | 4 years 4 months 6 days |
Risk free rate | 1.59% |
Dividend yield | 0.00% |
Forfeiture rate | 0.00% |
Expected volatility | 114.00% |
Grant date fair value fair value | $ 1,259,487 |
June 20, 2014 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected life in years | 6 years 3 months 25 days |
Risk free rate | 1.59% |
Dividend yield | 0.00% |
Forfeiture rate | 0.00% |
Expected volatility | 114.00% |
Grant date fair value fair value | $ 118,957 |
April 11, 2014 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected life in years | 4 years 1 month 20 days |
Risk free rate | 1.59% |
Dividend yield | 0.00% |
Forfeiture rate | 0.00% |
Expected volatility | 114.00% |
Grant date fair value fair value | $ 230,930 |
November 24 2015 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected life in years | 7 years |
Risk free rate | 1.59% |
Dividend yield | 0.00% |
Forfeiture rate | 0.00% |
Expected volatility | 114.00% |
Grant date fair value fair value | $ 694,384 |
December 14, 2015 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected life in years | 7 years |
Risk free rate | 1.59% |
Dividend yield | 0.00% |
Forfeiture rate | 0.00% |
Expected volatility | 114.00% |
Grant date fair value fair value | $ 1,260,437 |
STOCK OPTIONS (Details 1)
STOCK OPTIONS (Details 1) - $ / shares | 9 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Options, Outstanding, Ending Balance (in shares) | 6,960,609 | |
Employee Stock Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number Options, Outstanding, Beginning Balance (in shares) | 1,310,665 | 3,768,428 |
Number of Options, Cancelled as a result of Merger (in shares) | (3,768,428) | |
Number of Options, Re-issued as a result of Merger (in shares) | 3,768,428 | |
Number Options, Exercised (in shares) | (1,310,665) | |
Number of Options, Issued (in shares) | 3,894,252 | 3,459,560 |
Number of Options, Cancelled (in shares) | (125,824) | (267,379) |
Number of Options, Outstanding, Ending Balance (in shares) | 3,768,428 | 6,960,609 |
Weighted-Average Exercise Price, Outstanding, Beginning Balance (in dollars per share) | $ 0.19 | $ 0.22 |
Weighted-Average Exercise Price, Cancelled as a result of Merger (in dollars per share) | 0.22 | |
Weighted-Average Exercise Price, Re-issued as a result of Merger (in dollars per share) | 0.22 | |
Weighted-Average Exercise Price, Exercised (in dollars per share) | 0.19 | |
Weighted-Average Exercise Price, Issued (in dollars per share) | 0.22 | 0.97 |
Weighted-Average Exercise Price, Cancelled (in dollars per share) | 0.17 | 0.22 |
Weighted-Average Exercise Price, Outstanding, Ending Balance (in dollars per share) | $ 0.22 | $ 0.59 |
STOCK OPTIONS (Details 2)
STOCK OPTIONS (Details 2) | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options | 6,960,609 |
Number of Exercisable Options | 3,476,939 |
Stock Option One [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise Price | $ / shares | $ 0.165 |
Number of Options | 500,150 |
Expiry Date | Apr. 1, 2021 |
Number of Exercisable Options | 354,404 |
Stock Option Two [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise Price | $ / shares | $ 0.23 |
Number of Options | 106,950 |
Expiry Date | Jun. 20, 2021 |
Number of Exercisable Options | 71,300 |
Stock Option Three [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise Price | $ / shares | $ 0.23 |
Number of Options | 2,972,592 |
Expiry Date | Jul. 1, 2021 |
Number of Exercisable Options | 2,972,592 |
Stock Option Four [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise Price | $ / shares | $ 0.23 |
Number of Options | 235,917 |
Expiry Date | Feb. 17, 2022 |
Number of Exercisable Options | 78,643 |
Stock Option Five [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise Price | $ / shares | $ 1.22 |
Number of Options | 650,000 |
Expiry Date | Nov. 24, 2022 |
Number of Exercisable Options | 0 |
Stock Option Six [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise Price | $ / shares | $ 1 |
Number of Options | 2,495,000 |
Expiry Date | Dec. 14, 2022 |
Number of Exercisable Options | 0 |
STOCK OPTIONS (Details Textual)
STOCK OPTIONS (Details Textual) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 14, 2015 | Nov. 24, 2015 | Feb. 17, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 6,960,609 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 6 years 5 months 19 days | 6 years 1 month 28 days | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 6 years 3 months 29 days | 5 years 5 months 26 days | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 10,800,000 | ||||
Stock Option Five [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 650,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 650,000 | ||||
Allocated Share-based Compensation Expense | $ 23,442 | ||||
Fair Value Of Options | $ 694,384 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | ||||
April issuance [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 531,606 | ||||
Share Based Compensation Arrangement By Share Based Payment Award Options Remeasured Fair value | $ 230,930 | ||||
Allocated Share-based Compensation Expense | $ 82,038 | $ 83,034 | |||
April issuance [Member] | Employee Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 188,736 | ||||
June issuance [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 264,230 | ||||
Share Based Compensation Arrangement By Share Based Payment Award Options Remeasured Fair value | $ 118,957 | ||||
Allocated Share-based Compensation Expense | $ 30,535 | 18,619 | |||
Employees and Consultant [Member] | Employee Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 125,824 | ||||
Employees and Consultant [Member] | April issuance [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 657,430 | ||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0.165 | ||||
Employees and Consultant [Member] | June issuance [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 264,230 | ||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0.23 | ||||
Management [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 2,972,592 | ||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0.23 | ||||
Share Based Compensation Arrangement By Share Based Payment Award Options Issued Weighted Average Remaining Contractual Term1 | 7 years | ||||
Fair Value Of Options | $ 1,259,487 | ||||
Director and Employees and Consultant [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 2,495,000 | 314,560 | |||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0.23 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 78,643 | ||||
Allocated Share-based Compensation Expense | $ 19,552 | $ 63,774 | |||
Fair Value Of Options | $ 1,260,437 | $ 136,613 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years |
WARRANTS (Details)
WARRANTS (Details) | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Number of Warrants, Outstanding and exercisable, December 31, 2014 and 2013 | shares | 0 |
Number of Warrants, Issued | shares | 18,049,075 |
Number of Warrants, Outstanding and exercisable, December 31, 2015 | shares | 18,049,075 |
Weighted-Average Exercise Price, Outstanding and exercisable, December 31, 2014 and 2013 | $ / shares | $ 0 |
Weighted-Average Exercise Price, Issued | $ / shares | 1.35 |
Weighted-Average Exercise Price, Outstanding and exercisable, December 31, 2015 | $ / shares | $ 1.35 |
WARRANTS (Details 1)
WARRANTS (Details 1) | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Outstanding | 18,049,075 |
Warrant One [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 1.40 |
Class of Warrant or Right, Outstanding | 7,735,750 |
Class Of Warrant Or Right Expiry Date | Feb. 26, 2019 |
Warrant Two [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.80 |
Class of Warrant or Right, Outstanding | 773,575 |
Class Of Warrant Or Right Expiry Date | Feb. 26, 2019 |
Warrant Three [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 1.40 |
Class of Warrant or Right, Outstanding | 1,212,500 |
Class Of Warrant Or Right Expiry Date | Mar. 27, 2019 |
Warrant Four [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.80 |
Class of Warrant or Right, Outstanding | 121,250 |
Class Of Warrant Or Right Expiry Date | Mar. 27, 2019 |
Warrant Five [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 1.40 |
Class of Warrant or Right, Outstanding | 891,250 |
Class Of Warrant Or Right Expiry Date | Mar. 31, 2019 |
Warrant Six [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.80 |
Class of Warrant or Right, Outstanding | 89,125 |
Class Of Warrant Or Right Expiry Date | Mar. 31, 2019 |
Warrant Seven [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 1.40 |
Class of Warrant or Right, Outstanding | 3,115,000 |
Class Of Warrant Or Right Expiry Date | Apr. 21, 2019 |
Warrant Eight [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.80 |
Class of Warrant or Right, Outstanding | 311,500 |
Class Of Warrant Or Right Expiry Date | Apr. 21, 2019 |
Warrant Nine [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 1.40 |
Class of Warrant or Right, Outstanding | 1,418,750 |
Class Of Warrant Or Right Expiry Date | May 27, 2019 |
Warrant Ten [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.80 |
Class of Warrant or Right, Outstanding | 141,875 |
Class Of Warrant Or Right Expiry Date | May 27, 2019 |
Warrant Eleven [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 1.40 |
Class of Warrant or Right, Outstanding | 2,035,000 |
Class Of Warrant Or Right Expiry Date | Jun. 30, 2019 |
Warrant Twelve [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.80 |
Class of Warrant or Right, Outstanding | 203,500 |
Class Of Warrant Or Right Expiry Date | Jun. 30, 2019 |
WARRANTS (Details 2)
WARRANTS (Details 2) - USD ($) | 9 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Class of Warrant or Right, Outstanding | 18,049,075 | |
Derivative Liability, Fair Value, Gross Liability | $ 7,450,853 | |
Change in fair value of warrant derivative liability | $ 0 | (484,124) |
Derivative Liability | $ 0 | $ 6,067,869 |
Warrants Issued In February 26, 2015 Financing [Member] | ||
Class of Warrant or Right, Outstanding | 8,509,325 | |
Derivative Liability, Fair Value, Gross Liability | $ 550,374 | |
Warrants Issued In March 17, 2015 Financing [Member] | ||
Class of Warrant or Right, Outstanding | 1,333,750 | |
Derivative Liability, Fair Value, Gross Liability | $ 1,036,325 | |
Warrants Issued In March 31, 2015 Financing [Member] | ||
Class of Warrant or Right, Outstanding | 980,375 | |
Derivative Liability, Fair Value, Gross Liability | $ 759,290 | |
Warrants Issued In April 21, 2015 Financing [Member] | ||
Class of Warrant or Right, Outstanding | 3,426,500 | |
Derivative Liability, Fair Value, Gross Liability | $ 2,588,722 | |
Warrants Issued In May 27, 2015 Financing [Member] | ||
Class of Warrant or Right, Outstanding | 1,560,625 | |
Derivative Liability, Fair Value, Gross Liability | $ 1,025,173 | |
Warrants Issued In June 30, 2015 Financing [Member] | ||
Class of Warrant or Right, Outstanding | 2,238,500 | |
Derivative Liability, Fair Value, Gross Liability | $ 1,490,969 |
WARRANTS (Details 3)
WARRANTS (Details 3) | 12 Months Ended |
Dec. 31, 2015USD ($)$ / sharesshares | |
Number of Warrants | 18,049,075 |
Classes Of Warrants 1 [Member] | |
Number of Warrants | 16,408,250 |
Expected life in years | 3 years 1 month 28 days |
Exercise Price | $ / shares | $ 1.4 |
Risk free rate | 0.65% |
Dividend rate | 0.00% |
Expected volatility | 53.58% |
Grant date fair value | $ | $ 5,315,536 |
Classes Of Warrants 2 [Member] | |
Number of Warrants | 1,640,825 |
Expected life in years | 3 years 1 month 28 days |
Exercise Price | $ / shares | $ 0.8 |
Risk free rate | 0.65% |
Dividend rate | 0.00% |
Expected volatility | 53.58% |
Grant date fair value | $ | $ 752,333 |
Warrant One [Member] | |
Number of Warrants | 7,735,750 |
Expected life in years | 4 years |
Exercise Price | $ / shares | $ 1.4 |
Risk free rate | 0.44% |
Dividend rate | 0.00% |
Expected volatility | 51.83% |
Grant date fair value | $ | $ 464,784 |
Warrant Two [Member] | |
Number of Warrants | 773,575 |
Expected life in years | 4 years |
Exercise Price | $ / shares | $ 0.8 |
Risk free rate | 0.44% |
Dividend rate | 0.00% |
Expected volatility | 51.83% |
Grant date fair value | $ | $ 85,590 |
Warrant Three [Member] | |
Number of Warrants | 1,212,500 |
Expected life in years | 3 years 11 months 1 day |
Exercise Price | $ / shares | $ 1.4 |
Risk free rate | 0.43% |
Dividend rate | 0.00% |
Expected volatility | 52.37% |
Grant date fair value | $ | $ 950,913 |
Warrant Four [Member] | |
Number of Warrants | 121,250 |
Expected life in years | 3 years 11 months 1 day |
Exercise Price | $ / shares | $ 0.8 |
Risk free rate | 0.43% |
Dividend rate | 0.00% |
Expected volatility | 52.37% |
Grant date fair value | $ | $ 85,412 |
Warrant Five [Member] | |
Number of Warrants | 891,250 |
Expected life in years | 3 years 10 months 28 days |
Exercise Price | $ / shares | $ 1.4 |
Risk free rate | 0.41% |
Dividend rate | 0.00% |
Expected volatility | 52.45% |
Grant date fair value | $ | $ 696,582 |
Warrant Six [Member] | |
Number of Warrants | 89,125 |
Expected life in years | 3 years 10 months 28 days |
Exercise Price | $ / shares | $ 0.8 |
Risk free rate | 0.41% |
Dividend rate | 0.00% |
Expected volatility | 52.45% |
Grant date fair value | $ | $ 62,708 |
Warrant Seven [Member] | |
Number of Warrants | 3,115,000 |
Expected life in years | 3 years 10 months 6 days |
Exercise Price | $ / shares | $ 1.4 |
Risk free rate | 0.68% |
Dividend rate | 0.00% |
Expected volatility | 51.54% |
Grant date fair value | $ | $ 2,371,956 |
Warrant Eight [Member] | |
Number of Warrants | 311,500 |
Expected life in years | 3 years 10 months 6 days |
Exercise Price | $ / shares | $ 0.8 |
Risk free rate | 0.68% |
Dividend rate | 0.00% |
Expected volatility | 51.54% |
Grant date fair value | $ | $ 216,766 |
Warrant Nine [Member] | |
Number of Warrants | 1,418,750 |
Expected life in years | 3 years 9 months 4 days |
Exercise Price | $ / shares | $ 1.4 |
Risk free rate | 0.46% |
Dividend rate | 0.00% |
Expected volatility | 51.74% |
Grant date fair value | $ | $ 933,065 |
Warrant Ten [Member] | |
Number of Warrants | 141,875 |
Expected life in years | 3 years 9 months 4 days |
Exercise Price | $ / shares | $ 0.8 |
Risk free rate | 0.46% |
Dividend rate | 0.00% |
Expected volatility | 51.74% |
Grant date fair value | $ | $ 92,108 |
Warrant Eleven [Member] | |
Number of Warrants | 2,035,000 |
Expected life in years | 3 years 7 months 28 days |
Exercise Price | $ / shares | $ 1.4 |
Risk free rate | 0.37% |
Dividend rate | 0.00% |
Expected volatility | 52.94% |
Grant date fair value | $ | $ 1,356,512 |
Warrant Twelve [Member] | |
Number of Warrants | 203,500 |
Expected life in years | 3 years 7 months 28 days |
Exercise Price | $ / shares | $ 0.8 |
Risk free rate | 0.37% |
Dividend rate | 0.00% |
Expected volatility | 52.94% |
Grant date fair value | $ | $ 134,457 |
WARRANTS (Details Textual)
WARRANTS (Details Textual) - USD ($) | 9 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Class of Warrant or Right [Line Items] | ||
Fair Value Adjustment of Warrants | $ 0 | $ (484,124) |
Warrant Redemption Terms | The Company has the option to redeem the warrants for $0.001 per warrant if the daily volume weighted-average price of the common shares is 200% or more of the exercise price for twenty consecutive trading days provided there is an effective registration statement covering the common shares available throughout the thirty day period after the redemption date. The warrant holders then have thirty days to exercise the warrants or receive the redemption amount. | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumption, Holding Cost Percentage | 2.25% | |
Daily Volume Weighted Average Share Price Minimum Threshold Percentage | 200.00% | |
Warrant [Member] | ||
Class of Warrant or Right [Line Items] | ||
Derivative, Gain (Loss) on Derivative, Net, Total | $ 898,860 | |
Increase (Decrease) in Derivative Liabilities | 1,382,984 | |
Fair Value Adjustment of Warrants | $ 484,124 | |
Investor [Member] | ||
Class of Warrant or Right [Line Items] | ||
Repayments of Debt | $ 180,940 | |
Debt Conversion, Converted Instrument, Warrants or Options Issued | 349,522 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.23 | |
Investor [Member] | Accrued Liabilities [Member] | ||
Class of Warrant or Right [Line Items] | ||
Repayments of Debt | $ 12,138 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Components of net loss before income taxes consists of the following: | ||
U.S. | $ 0 | $ (2,372,510) |
Canada | (2,464,747) | (3,221,396) |
Net loss for the period before recovery of income taxes | $ (2,464,747) | $ (5,593,906) |
Statutory rate | 26.50% | 35.00% |
Expected income tax recovery | $ (653,158) | $ (1,957,867) |
Tax rate changes and other basis adjustments | (29,109) | 364,651 |
Stock-based compensation | 0 | 587,381 |
Non-deductible expenses | 193,305 | 57,625 |
Change in valuation allowance | 488,962 | 948,210 |
Recovery of income taxes | $ 0 | $ 0 |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Property and equipment | $ 47,495 | $ 36,940 |
Share issue costs | 3,877 | 162,350 |
SR&ED pool | 340,585 | 7,137 |
Other | 39,947 | 18,621 |
Non-capital losses - Canada | 1,149,389 | 812,522 |
Net operating losses - U.S. | 404,487 | 0 |
Valuation allowance | (1,985,780) | (1,037,570) |
Deferred Tax Liabilities, Net, Total | $ 0 | $ 0 |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) | 12 Months Ended |
Dec. 31, 2015 | |
Domestic Tax Authority [Member] | United States - Federal [Member] | |
Income Tax Examination Open Tax Years | 2013 - present |
Domestic Tax Authority [Member] | United States - State [Member] | |
Income Tax Examination Open Tax Years | 2013 - present |
Foreign Tax Authority [Member] | Canada - Federal[Member] | |
Income Tax Examination Open Tax Years | 2012 - present |
Foreign Tax Authority [Member] | Canada - Provincial[Member] | |
Income Tax Examination Open Tax Years | 2012 - present |
INCOME TAXES (Details Textual)
INCOME TAXES (Details Textual) - USD ($) | 9 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 26.50% | 35.00% |
Tax Credit Carryforward, Amount | $ 1,155,674 | |
Canada [Member] | ||
Tax Credit Carryforward, Amount | $ 4,337,319 |
RISK MANAGEMENT (Details Textua
RISK MANAGEMENT (Details Textual) | Dec. 31, 2015CAD |
Canada [Member] | Maximum [Member] | |
Concentration Risk [Line Items] | |
Cash, FDIC Insured Amount | CAD 100,000 |
SUBSEQUENT EVENTS (Details Text
SUBSEQUENT EVENTS (Details Textual) - USD ($) | 1 Months Ended | 2 Months Ended | |||
Mar. 01, 2016 | Mar. 11, 2016 | Mar. 07, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Subsequent Event [Line Items] | |||||
Common Stock, Shares, Issued | 22,428,313 | 0 | |||
Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.80 | ||||
Common Stock, Shares, Issued | 45,508 | ||||
Business Acquisition, Transaction Costs | $ 80,000 | ||||
Stock Issued During Period, Shares, Issued for Services | 53,233 | ||||
Stock Issued During Period, Value, Issued for Services | $ 43,900 | ||||
Common Stock, Capital Shares Reserved for Future Issuance | 23,650,000 | ||||
Cashless Exercise of Warrants | 148,787 | ||||
Subsequent Event [Member] | IMT Equity Incentive Plan [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Capital Shares Reserved for Future Issuance | 3,000,000 | ||||
Subsequent Event [Member] | Reserved Options Price 0.25 [Member] | IMT Equity Incentive Plan [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Capital Shares Reserved for Future Issuance | 1,000,000 | ||||
Reserved Options Price | $ 0.25 | ||||
Subsequent Event [Member] | Reserved Options Price 0.95 [Member] | IMT Equity Incentive Plan [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Capital Shares Reserved for Future Issuance | 1,000,000 | ||||
Reserved Options Price | $ 0.95 | ||||
Subsequent Event [Member] | Reserved Options Price 1.05 [Member] | IMT Equity Incentive Plan [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Capital Shares Reserved for Future Issuance | 1,000,000 | ||||
Reserved Options Price | $ 1.05 | ||||
Subsequent Event [Member] | IncInteractive Motion Technologies Inc [Member] | |||||
Subsequent Event [Line Items] | |||||
Loans and Leases Receivable, Gross, Total | $ 300,000 | $ 68,750 | |||
Investor [Member] | |||||
Subsequent Event [Line Items] | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.23 | ||||
Investor [Member] | Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Shares, Issued | 64,248 |