Skye Bioscience (SKYE) 10-Q 14 Nov 17 2017 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2017	Nov. 14, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	Nemus Bioscience, Inc.
Entity Central Index Key	1,516,551
Trading Symbol	nmus
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		30,970,663
Document Type	10-Q
Document Period End Date	Sep. 30, 2017
Amendment Flag	false
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q3

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Current assets
Cash and cash equivalents	$ 41,978	$ 64,820
Restricted cash	4,428	37,500
Prepaid expenses	253,481	170,155
Other current assets	6,183	7,014
Total current assets	306,070	279,489
Property and equipment, net	2,645	9,584
Other assets
Deposits and other assets	34,290	34,290
Total other assets	34,290	34,290
Total assets	343,005	323,363
Current liabilities
Accounts payable	990,123	274,650
Accrued payroll and related expenses	445,498	167,337
Accrued license and patent reimbursement fees	80,893
Accrued expenses	115,492	98,700
Provision for conversion of Series B preferred stock	24,428	118,821
Deferred rent		2,450
Total current liabilities	1,656,434	661,958
Noncurrent liabilities
Series B warrants	791,813	1,112,308
Total noncurrent liabilities	791,813	1,112,308
Total liabilities	2,448,247	1,774,266
Commitments and contingencies (Note 3)
Stockholders' deficit
Common stock, $0.001 par value; 236 million shares authorized; 30,670,663 issued and outstanding as of September 30, 2017 and 21,563,163 issued and outstanding as of December 31, 2016	30,671	21,563
Additional paid-in-capital	9,159,372	7,163,064
Warrants	982,911	837,711
Accumulated deficit	(13,402,687)	(10,936,573)
Total stockholders' deficit	(3,229,733)	(2,914,235)
Total liabilities and stockholders' deficit	343,005	323,363
Redeemable Convertible Series B Preferred Stock
Noncurrent liabilities
Redeemable Convertible Preferred Stock, value	955,045	1,169,663
Series C preferred stock
Noncurrent liabilities
Redeemable Convertible Preferred Stock, value		$ 293,669
Series D Preferred Stock
Noncurrent liabilities
Redeemable Convertible Preferred Stock, value	$ 169,446

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	236,000,000	236,000,000
Common stock, shares issued	30,670,663	21,563,163
Common stock, shares outstanding	30,670,663	21,563,163
Redeemable Convertible Series B Preferred Stock
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares issued	3,291,375	4,031
Preferred stock, shares outstanding	3,291,375	4,031
Issuance costs	$ 403,171
Liquidation preference value	$ 3,300,000
Series C preferred stock
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares issued	0	386
Preferred stock, shares outstanding	0	386
Series D preferred stock
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares issued	200
Preferred stock, shares outstanding	200
Issuance costs	$ 30,557
Liquidation preference value	$ 200,000

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Operating expenses
Research and development	$ 88,550	$ 80,525	$ 241,302	$ 675,840
General and administrative	673,080	775,623	2,631,408	2,882,682
Total operating expenses	761,630	856,148	2,872,710	3,558,522
Operating loss	(761,630)	(856,148)	(2,872,710)	(3,558,522)
Other expense (income)
Change in fair value of warrant liability	(281,497)	27,665	(320,495)	(1,584,969)
Change in fair value of conversion rights of Series B preferred stock	0	61,058	(88,532)	82,872
Net Loss before income taxes	(480,133)	(944,871)	(2,463,683)	(2,056,425)
Provision for income taxes		400	2,431	1,200
Net loss	(480,133)	(945,271)	(2,466,114)	(2,057,625)
Less: Preferred deemed dividend			711,000
Net loss applicable to common shareholders	$ (480,133)	$ (945,271)	$ (3,177,114)	$ (2,057,625)
Basic earnings per common share (in dollars per share)	$ (0.02)	$ (0.05)	$ (0.12)	$ (0.10)
Diluted earnings per common share (in dollars per share)	$ (0.02)	$ (0.05)	$ (0.12)	$ (0.10)
Weighted average shares of common stock outstanding
Basic (in shares)	30,191,744	19,913,163	27,068,308	19,910,426
Diluted (in shares)	30,191,744	19,913,163	27,068,308	19,910,426

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($)		9 Months Ended
		Sep. 30, 2017	Sep. 30, 2016
Cash flows from operating activities:
Net loss		$ (2,466,114)	$ (2,057,625)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation		6,801	11,505
Loss on disposal of fixed assets		138
Stock-based compensation expense		456,507	544,823
Amortization of warrants and stock issued for services	[1]	20,000	51,539
Change in fair value of conversion rights of Series B preferred stock		(88,532)	82,872
Change in fair value of warrant liabilities		(320,495)	(1,584,969)
Common stock issued for services		187,550
Changes in assets and liabilities:
Restricted cash		33,072
Prepaid expenses	[1]	(73,326)	(119,361)
Other current assets		831	7,500
Accounts payable		715,473	262,016
Accrued payroll and related expenses		278,161	25,534
Accrued license and patent reimbursement fees		80,893	(17,500)
Accrued expenses and other liabilities		14,342	(96,497)
Net cash used in operating activities		(1,154,699)	(2,890,163)
Cash flows from investing activities:
Purchases of property and equipment			(11,116)
Net cash used in investing activities			(11,116)
Cash flows from financing activities:
Proceeds from Series D preferred stock issuance, net of $183,343 issuance costs		1,131,857
Net cash provided by financing activities		1,131,857
Net (decrease) in cash and cash equivalents		(22,842)	(2,901,279)
Cash and cash equivalents, beginning of period		64,820	3,221,209
Cash and cash equivalents, end of period		41,978	319,930
Cash paid during the period for:
Interest
Income taxes		$ 1,631
[1]	During the nine months ended September 30, 2016, warrants issued to service providers for consulting services were valued at $22,245 and were recorded as Prepaid expenses and are being amortized over the service period. During the nine months ended September 30, 2017, warrants issued to service providers for consulting services were valued at $30,000 and were recorded as Prepaid expenses and are being amortized over the service period.

CONSOLIDATED STATEMENTS OF CAS6

CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) (Parentheticals) - USD ($)	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Value of warrants issued to purchase shares of common stock for consulting services	$ 30,000	$ 22,245
Preferred deemed dividend	711,000
Series C preferred stock
Preferred deemed dividend	175,000
Series D preferred stock
Series D preferred stock issuance costs	183,343
Preferred deemed dividend	$ 536,000

Nature of Operations, Business

Nature of Operations, Business Activities and Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2017
Accounting Policies [Abstract]
Nature of Operations, Business Activities and Summary of Significant Accounting Policies	1. Nature of Operations, Business Activities and Summary of Significant Accounting Policies Nature of Operations and Basis of Presentation Nemus Bioscience, Inc. is a biopharmaceutical company that plans to develop and commercialize therapeutics from cannabinoids through a partnership with the University of Mississippi. The University of Mississippi ("UM") is federally permitted and licensed to cultivate cannabis for research purposes. Unless otherwise specified, references in these Notes to the Unaudited Consolidated Financial Statements to the "Company," "we" or "our" refer to Nemus Bioscience, Inc., a Nevada corporation formerly known as Load Guard Logistics, Inc. ("LGL"), together with its wholly-owned subsidiary, Nemus, a California corporation ("Nemus"). Nemus became the wholly owned subsidiary of Nemus Bioscience, Inc. through the Merger (as defined below). Nemus Bioscience, Inc. (formerly LGL) was incorporated in Nevada on March 16, 2011. Nemus was incorporated in California on July 17, 2012. Our headquarters are located in Costa Mesa, California. As of September 30, 2017, the Company has devoted substantially all of its efforts to securing product licenses, raising capital, and building infrastructure, and has not realized revenue from its planned principal operations. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles ("U.S. 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 consolidated financial statements and the reported amounts of revenue and expense during the reporting period. Actual results could differ from those estimates. The most significant accounting estimates inherent in the preparation of our financial statements include estimates as to the appropriate carrying value of certain assets and liabilities which are not readily apparent from other sources. Such estimates and judgments are utilized for stock-based compensation expense and equity securities with embedded features as discussed below. Liquidity and Going Concern The Company has incurred operating losses and negative cash flows from operations since our inception. As of September 30, 2017, we had cash and cash equivalents of $41,978. In November 2017, the Company entered into a Series F Preferred Stock Financing (see Note 8) for gross proceeds totaling $2,000,000. The Company anticipates that it will continue to incur net losses into the foreseeable future in order to advance and develop a number of potential drug candidates into preclinical development activities and support its corporate infrastructure which includes the costs associated with being a public company. Without additional funding, management believes that the Company will not have sufficient funds to meet its obligations within one year after the date the consolidated financial statements were issued. These conditions give rise to substantial doubt as to the Company's ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company’s continued existence is dependent on its ability to raise additional sufficient funding to cover operating expenses and to invest in operations and development activities. The Company plans to continue to pursue funding through public or private equity or debt financings, strategic collaborations, licensing arrangements, asset sales, government grants or other arrangements. However, the Company cannot provide any assurances that such additional funds will be available on reasonable terms, or at all. If the Company raises additional funds by issuing equity securities, substantial dilution to existing stockholders would result. If the Company is unable to secure adequate additional funding, the Company may be forced to reduce spending, extend payment terms with suppliers, liquidate assets where possible, suspend or curtail planned programs or cease operations. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. The carrying value of those investments approximates their fair market value due to their short maturity and liquidity. Cash and cash equivalents include cash on hand and amounts on deposit with financial institutions, which amounts may at times exceed federally insured limits. The Company has not experienced any losses on such accounts and does not believe it is exposed to any significant credit risk. Restricted Cash A deposit of $4,428 as of September 30, 2017 and $37,500 as of December 31, 2016 was restricted from withdrawal and held by a bank in the form of a certificate of deposit. This certificate serves as collateral for payment of the Company's credit cards. Fair Value Measurements Certain assets and liabilities are carried at fair value under U.S. GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last is considered unobservable, is used to measure fair value: Level 1: Valuations for assets and liabilities traded in active markets from readily available pricing sources such as quoted prices in active markets for identical assets or liabilities. Level 2: Observable inputs (other than Level 1 quoted prices) such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The carrying values of our financial instruments, including, cash and cash equivalents, prepaid expenses, accounts payable, and accrued expenses approximate their fair value due to the short maturities of these financial instruments. The Series B warrant liability and the conversion liability for the Series B Preferred Stock were valued utilizing Level 3 inputs primarily from a recent third party independent appraisal. Property and Equipment, Net As of September 30, 2017, property and equipment, net, was $2,645, consisting primarily of computers and equipment. Expenditures for additions, renewals and improvements will be capitalized at cost. Depreciation will generally be computed on a straight-line method based on the estimated useful life of the related assets currently ranging from two to three years. Maintenance and repairs that do not extend the life of assets are charged to expense when incurred. When properties are disposed of, the related costs and accumulated depreciation are removed from the accounts and any gain or loss is reported in the period the transaction takes place. Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted cash flows expected to be generated by the asset. If the carrying amount exceeds its estimated future undiscounted cash flows, an impairment charge is recognized by the amount by which the carrying amount exceeds the fair value of the asset. The costs incurred for the rights to use licensed technologies in the research and development process, including licensing fees and milestone payments, will be charged to research and development expense as incurred in situations where the Company has not identified an alternative future use for the acquired rights, and are capitalized in situations where there is an identified alternative future use. No cost associated with the use of licensed technologies has been capitalized to date. Income Taxes The Company accounts for deferred income tax assets and liabilities based on differences between the financial reporting and tax bases of assets and liabilities, and net operating loss carry forwards (the "NOLs") and other tax credit carry forwards. These items are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the period that includes the enactment date. Any interest or penalties would be recorded in the Company's statement of operations in the period incurred. The Company records a valuation allowance to reduce the deferred income tax assets to the amount that is more likely than not to be realized. In making such determinations, management considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent financial operations. As a result, there are no income tax benefits reflected in the statement of operations to offset pre-tax losses. The Company recognizes a tax benefit from uncertain tax positions when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits of the position. Convertible Instruments We account for hybrid contracts that feature conversion options in accordance with generally accepted accounting principles in the United States. ASC 815, Derivatives and Hedging Activities Conversion options that contain variable settlement features such as provisions to adjust the conversion price upon subsequent issuances of equity or equity linked securities at exercise prices more favorable than that featured in the hybrid contract generally result in their bifurcation from the host instrument. We account for convertible instruments when we have determined that the embedded conversion options should not be bifurcated from their host instruments, in accordance with ASC 470-20, Debt with Conversion and Other Options We also follow ASC 480-10, Distinguishing Liabilities from Equity Warrants Issued in Connection with Financings We generally account for warrants issued in connection with debt and equity financings as a component of equity, unless the warrants include a conditional obligation to issue a variable number of shares or there is a deemed possibility that we may need to settle the warrants in cash. For warrants issued with a conditional obligation to issue a variable number of shares or the deemed possibility of a cash settlement, we record the fair value of the warrants as a liability at each balance sheet date and record changes in fair value in other (income) expense in the Consolidated Statements of Operations. Revenue Recognition The Company has not begun planned principal operations and has not generated any revenue since inception. Research and Development Expenses Research and development ("R&D") costs are expensed when incurred. These costs may consist of external research and development expenses incurred under agreements with third-party contract research organizations and investigative sites, third-party manufacturing organizations and consultants; license fees; employee-related expenses, which include salaries, benefits and stock-based compensation for the personnel involved in our preclinical and clinical drug development activities; and facilities expense, depreciation and other allocated expenses; and equipment and laboratory supplies. Stock-Based Compensation Expenses Stock-based compensation cost is estimated at the grant date based on the fair value of the award, and the cost is recognized as expense ratably over the vesting period. We use the Black-Scholes option pricing model for estimating the grant date fair value of stock options and warrants using the following assumptions: · Exercise price - We determined the exercise price based on valuations using the best information available to management at the time of the valuations. · Volatility - We estimate the stock price volatility based on industry peers who are also in the early development stage given the limited market data available in the public arena. · Expected term - The expected term is based on a simplified method which defines the life as the weighted average of the contractual term of the options and warrants and the weighted-average vesting period for all open awards. · Risk-free rate - The risk-free interest rate for the expected term of the option or warrant is based on the average market rate on U.S. treasury securities in effect during the period in which the awards were granted. · Dividends - The dividend yield assumption is based on our history and expectation of paying no dividends. Stock-Based Compensation for Non-Employees The Company accounts for warrants and options issued to non-employees under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) No. 505-50, Equity - Equity Based Payments to Non-Employees, Segment Information FASB ASC No. 280, Segment Reporting Comprehensive Income (Loss) Comprehensive income (loss) is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources. The Company is required to record all components of comprehensive income (loss) in the consolidated financial statements in the period in which they are recognized. Net income (loss) and other comprehensive income (loss), net of their related tax effect, arrived at a comprehensive income (loss). For the three and nine months ended September 30, 2017 and 2016, the comprehensive income (loss) was equal to the net income (loss). Earnings per share The Company applies FASB ASC No. 260, Earnings per Share Recent accounting pronouncements In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-9, Revenue from Contracts with Customers In February 2016, the FASB issued ASU No. 2016-02 Leases In August 2016, the FASB issued Accounting Standards Update No. 2016-15 Statement of Cash Flows In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features; II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception Topic 480, Distinguishing Liabilities from Equity

University of Mississippi Agree

University of Mississippi Agreements	9 Months Ended
	Sep. 30, 2017
University Of Mississippi Agreements [Abstract]
University of Mississippi Agreements	2. University of Mississippi Agreements In July 2013, the Company entered into a Memorandum of Understanding (MOU) with UM to engage in joint research of extracting, manipulating, and studying cannabis in certain forms to develop intellectual property (IP) with the intention to create and commercialize therapeutic medicines. Nemus will own all IP developed solely by its employees and will jointly own all IP developed jointly between Nemus and UM employees. The term of the MOU agreement is five years and the parties agree to negotiate separate research agreements upon the identification of patentable technologies as well as any deemed to be a trade secret. The agreement may be terminated by either party with three months’ written notice to the other party. UM 5050 pro-drug agreements On September 29, 2014, the Company executed three license agreements with UM pursuant to which UM granted us exclusive, perpetual, worldwide licenses, including the right to sublicense, to intellectual property related to UM 5050, a pro-drug formulation of tetrahydrocannabinol, or THC for products administered through each of ocular, oral or rectal delivery. The license agreement for the field of oral delivery also includes rights to UM 1250, a bio-adhesive hot melt extruded film for topical and mucosal adhesion application and drug delivery. The license agreements contain certain milestone and royalty payments, as defined therein. There is an annual fee of $25,000 per license agreement, payable on the anniversary of each effective date. The aggregate milestone payments under the license agreements, if the milestones are achieved, is $2.1 million. These licenses also require the Company to reimburse UM for patent costs incurred related to these products under license. The agreements will terminate upon expiration of the patents, breach or default of the license agreements, or upon 60 days’ written notice by the Company to UM. On October 15, 2014, we signed a renewable option agreement for the rights to explore other routes of delivery of UM 5050 not yet agreed upon and/or in combination with other cannabinoids or other compatible compounds. There was a one-time up-front option payment of $10,000 for a six-month option period that has subsequently been renewed under the same financial terms and conditions. The most recent renewal occurred for the period from June 14, 2017 to December 14, 2017. UM 8930 analogue agreements: On December 14, 2015, the Company executed two license agreements with UM pursuant to which UM granted us exclusive, perpetual, worldwide licenses, including the right to sublicense, to intellectual property related to UM 8930, an analogue formulation of cannabidiol ("CBD") for products administered through each of ocular or rectal delivery. The license agreements contain certain milestone and royalty payments, as defined therein. There is an annual fee of $25,000 per license agreement, payable on the anniversary of each effective date. The aggregate milestone payments under the license agreements, if the milestones are achieved, is $1.4 million. These licenses also require the Company to reimburse UM for patent costs incurred related to these products under license. These license agreements will terminate upon expiration of the patents, breach or default of the license agreements, or upon 60 days’ written notice by the Company to UM. On December 14, 2015, we signed a renewable option agreement for the rights to explore other routes of delivery of UM8930 not yet agreed upon and/or in combination with other cannabinoids or other compatible compounds. There was a one-time up-front option payment of $10,000 for a six-month option period that has subsequently been renewed under the same financial terms and conditions. The most recent renewal occurred for the period from June 14, 2017 to December 14, 2017. UM 5070 license agreement: On January 10, 2017, the Company entered into a license agreement with UM pursuant to which UM granted the Company an exclusive, perpetual license, including the right to sublicense, under intellectual property related to UM 5070, a platform of cannabinoid-based molecules to research, develop and commercialize products for the treatment of infectious diseases. The license agreement culminates roughly one year of screening and target molecule identification studies especially focused on therapy-resistant infectious organisms like methicillin-resistant Staphylococcus aureus (MRSA). The license agreement contains certain milestone and royalty payments, as defined therein. There was a one-time upfront payment of $65,000 paid in four equal monthly installments that started on February 1, 2017. There is an annual fee of $25,000 per license agreement, payable on the anniversary of each effective date. The aggregate milestone payment under the license agreements, if the milestones are achieved, is $0.7 million. These licenses also require the Company to reimburse UM for patent costs incurred related to these products under license. These license agreements will terminate upon expiration of the patents, breach or default of the license agreements, or upon 60 days’ written notice by the Company to UM.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	3. Commitments and Contingencies Lease Commitments On September 1, 2014, the Company signed an operating lease for laboratory and office space at the Innovation Hub, Insight Park located on the UM campus. The lease term commenced on October 1, 2014 and expires on December 31, 2017. There is annual escalating rent provisions and two months of free rent in the agreement. The total cash payments over the life of the lease are divided by the total number of months in the lease period and the average rent will be charged to expense each month during the lease period. The monthly amount charged to rent expense is $9,267. In October 2014, we signed a lease agreement for our corporate office headquarters that consists of approximately 4,087 square feet located at 650 Town Center Drive, Suite 1770, Costa Mesa, CA 92626. The lease expired on October 31, 2016 and our monthly rent was $5,373, payable in equal monthly installments with annual escalations. There was no subsequent renewal upon expiration of this lease. The Company currently maintains its principal executive offices located in a shared office suite located at 600 Anton Blvd., Suite 1100, Costa Mesa, CA, 92626 under a month-to-month agreement. In November 2015, the Company entered into an operating lease for its office and lab furnishings both in Costa Mesa and the Innovation Hub laboratory. The lease expires on November 3, 2017 and the monthly lease payments are $7,559. Total net rent expense related to our operating leases for the three months ended September 30, 2017 and 2016, was $54,555 and $79,771, respectively. For the nine months ended September 30, 2017 and 2016, total net rent expense from operating leases was $168,863 and $240,746, respectively. Future minimum payments under the non-cancelable portion of our operating leases as of September 30, 2017 are as follows: Years ended December 31, 2017 $ 8,066 2018 - 2019 - 2020 - 2021 - Thereafter - Total $ 8,066 Related Party Matters In June 2014, our subsidiary entered into an independent contractor agreement with K2C, Inc. (“K2C”), which is wholly owned by the Company’s Executive Chairman and Co-Founder, Mr. Cosmas N. Lykos, pursuant to which we pay K2C a monthly fee for services performed by Mr. Lykos for our company. The agreement expired on June 1, 2017 and was automatically renewed for one year pursuant to the terms of the agreement. The monthly fee under the agreement was $10,000 and increased to $20,000 effective April 1, 2017. For the nine months ended September 30, 2017 and 2016, total expense incurred under this agreement was $150,000 and $90,000 respectively. Total expense incurred under this agreement was $60,000 for the three months ended September 30, 2017 and $30,000 for the three months ended September 30, 2016. The Company had an outstanding balance of $150,000 due to K2C as of September 30, 2017. Under the agreement, Mr. Lykos is also eligible to participate in our health, death and disability insurance plans. In addition, Mr. Lykos is a participant in our change in control severance plan. Legal Matters General Litigation and Disputes From time to time, in the normal course of our operations, we may be a party to litigation and other dispute matters and claims. . Litigation can be expensive and disruptive to normal business operations. Moreover, the results of complex legal proceedings are difficult to predict. An unfavorable outcome to any legal matter, if material, could have a materially adverse effect on our operations or our financial position, liquidity or results of operations. As of September 30, 2017, there were no pending or threatened lawsuits or claims that could reasonably be expected to have a material effect on the Company’s financial position or results of operations, but the Company has subsequently filed a petition commencing arbitration as described in Note 8. Subsequent Events – Pending Series E Preferred Stock Financing and Filing for Arbitration Government Proceedings Like other companies in the pharmaceutical industry, we are subject to extensive regulation by national, state and local government agencies in the United States. As a result, interaction with government agencies occurs in the normal course of our operations. It is possible that criminal charges and substantial fines and/or civil penalties or damages could result from any government investigation or proceeding. As of September 30, 2017, the Company had no proceedings or inquiries. Change in Control Severance Plan In February 2015, we adopted a change in control severance plan, in which our named executive officers participate, that provides for the payment of severance benefits if the executive's service is terminated within twelve months following a change in control, either due to a termination without cause or upon a resignation for good reason (as each term is defined in the plan). In either such event, and provided the executive timely executes and does not revoke a general release of claims against the Company, he or she will be entitled to receive: (i) a lump sum cash payment equal to at least six months of the executive's monthly compensation, plus an additional month for each full year of service over six years, (ii) Company-paid premiums for continued health insurance for a period equal to length of the cash severance period or, if earlier, when executive becomes covered under a subsequent employer's healthcare plan, and (iii) full vesting of all then-outstanding unvested stock options and restricted stock awards. Contract Manufacturing Organization ("CMO") Agreement On February 5, 2016, the Company entered into a letter agreement ("Agreement") with a third party contract manufacturing organization ("CMO") pursuant to which the CMO is to provide services to Nemus for process development and analytical method development and qualification for Nemus' pro-drug of tetrahydrocannabinol, or THC, as well as for sample production and a stability study. Pursuant to the terms of the Agreement, Nemus will pay an estimated $154,000 to $183,000 in fees and expenses for the initial evaluation and development of a process for the production of Nemus' pro-drug of THC to ensure reproducibility, quality and safety and an estimated $142,900 for analytical method development and qualification. The Company did not recognize any research and development expense towards these fees for the three and nine months ended September 30, 2017. The Company recognized $18,896 and $225,244, respectively, as research and development expense towards these fees for the three and nine months ended September 30, 2016. After the initial evaluation and development, Nemus has agreed to pay additional fees and expenses for sample production of Nemus' pro-drug of THC and a stability study, as well as possible extensions to or modifications of the aforementioned projects. Nemus may at any time cancel or delay any project under the Agreement prior to the scheduled start date. Nemus must reimburse the CMO for costs incurred prior to and including the date of cancellation plus any reasonable and foreseeable costs associated with stopping work on any project, including the CMO's loss of revenue incurred as the result of reserving production facilities for Nemus' exclusive use. Nemus may terminate the Agreement in whole or in part at any time upon 30 days' written notice.

Stockholders' Deficit and Redee

Stockholders' Deficit and Redeemable Convertible Series B and Convertible Series C & D Preferred Stock	9 Months Ended
	Sep. 30, 2017
Equity [Abstract]
Stockholders' Deficit and Redeemable Convertible Series B and Convertible Series C & D Preferred Stock	4. Stockholders' Deficit and Redeemable Convertible Series B and Convertible Series C & D Preferred Stock Common Stock In March 2016, a Series B Preferred stockholder converted 8 shares of its preferred stock to common stock, resulting in the issuance of 10,000 shares of common stock at an effective price of $0.80 per share. In October 2016, as a result of the Series C Preferred Stock Agreement (discussed below), the conversion price of the Series B Preferred Stock was reset to $0.40. From October 2016 to December 31, 2016, Series B Stockholders converted 461 shares of its preferred stock to common stock, resulting in the issuance of 1,152,500 shares of common stock. In October 2016, the Company entered into a technology license agreement with a third-party manufacturing company in order to biosynthetically manufacture cannabinoids. The terms of the agreement called for the issuance of 100,000 shares of common stock. The Company recorded $50,000 as research and development expense for the fourth quarter of 2016 to reflect the fair market value of the common stock issued. The fair market value was determined utilizing the Company's closing stock price as of the approval date of the license agreement by the Company’s Board of Directors. In December 2016, a Series C Preferred stockholder converted 39 shares of its preferred stock to common stock as allowed under the Series C Preferred Stock Agreement, resulting in the issuance of 97,500 shares of common stock at an effective price of $0.40 per share. On December 29, 2016, as a result of the signing of the Series D Preferred Stock Agreement (discussed below), the conversion price of the Series B and Series C Preferred Stock was reset to $0.25. From the date of this reset to December 31, 2016, a Series C Stockholder converted 75 shares of its preferred stock to common stock, resulting in the issuance of 300,000 shares of common stock. In March 2017, the Company issued 605,000 shares of common stock with par value of $0.001 to a third party in exchange for advisory services performed related to raising additional capital. The Company recorded $187,550 as general and administrative expense for the first quarter of 2017 to reflect the fair market value of the common stock issued. The fair market value was determined utilizing the Company's closing stock price as of the approval date of the advisory fee by the Company’s Board of Directors. For the nine months ended September 30, 2017, a Series C Preferred stockholder converted 386 shares of its preferred stock to common stock as allowed under the Series C Preferred Stock Agreement, resulting in the issuance of 1,544,000 shares of common stock at an effective price of $0.25 per share. This represented the completion of converting all of the original Series C Preferred shares to common stock. For the three and nine months ended September 30, 2017, the Series B Preferred stockholders converted 84 and 739.625 shares, respectively, of their preferred stock to common stock as allowed under the Series B Preferred Stock Agreement, resulting in the issuance of 336,000 and 2,958,500 shares of common stock at an effective price of $0.25 per share. For the three and nine months ended September 30, 2017, the Series D Preferred stockholders converted 506 and 1,000 shares, respectively, of their preferred stock as allowed under the Series D Preferred Stock Agreement, resulting in the issuance of 2,024,000 and 4,000,000 shares of common stock at an effective price of $0.25 per share. Preferred Stock The Company has authorized 20,000,000 shares of preferred stock with a par value of $0.001 per share. Redeemable Convertible Series B Preferred Stock: In the event of any liquidation, dissolution or winding up of the Company, either voluntary or involuntary, Series B Preferred stockholders receive an amount per share equal to the conversion price of $0.25, subject to down-round adjustment, multiplied by the as-if converted share amount of 13,165,500 common shares, totaling $3.291 million. If upon the liquidation, the assets are insufficient to permit payments to the Series B holders, all assets legally available will be distributed in a pro rata basis among the Series B holders in proportion to the full amounts they would otherwise be entitled to receive. Any remaining assets are distributed pro rata among the common stockholders. Subject to certain trigger events occurring, the Series B Preferred stockholders have the right to force the Company to redeem the shares of preferred stock at a price per preferred share equal to the greater of (A) 115% of the conversion amount and (B) the product of (1) the conversion rate in effect at such time and (2) the greatest closing sale price of the Common Stock during the period beginning on the date immediately preceding such triggering event and ending on the date such holder delivers the notice of redemption. Such triggering events include: · Failure of the Series B Registration Statement to be declared effective by the Securities and Exchange Commission, or the SEC, on or prior to the date that is ninety days after the Effectiveness Deadline; · Suspension of the Company's common stock from trading for a period of (2) consecutive trading days; · Failure of the Company to deliver all the shares of the common stock or make the appropriate cash payments in a timely manner upon conversion of the Series B Preferred; · Any default of indebtedness; · Any filing of voluntary or involuntary bankruptcy by the Company; · A final judgment in excess of $100,000 rendered against the Company; · Breach of representations and warranties in the Stock Purchase Agreement; and · Failure to comply with the Series B Certificate of Designation or Rule 144 requirements. As certain of these triggering events are considered to be outside the control of the Company, the Series B Preferred Stock is considered to be contingently redeemable convertible and as a result, has been classified as mezzanine equity in the Company's balance sheet. As further described in Note 8, Series B Preferred Stock Amendment, we amended the terms of the Series B Preferred Stock to exclude certain financing transactions from triggering the redemption right described above. In December 2015, a Series B Preferred stockholder converted 500 shares of its preferred stock to common stock at the conversion rate of 1,250:1 resulting in the issuance of 625,000 shares of common stock. In March 2016, another Series B Preferred stockholder converted 8 shares of its preferred stock to common stock at the same ratio resulting in the issuance of 10,000 shares of common stock. In October 2016, as a result of the Series C Preferred Stock Agreement (discussed below), the conversion price of the Series B Preferred Stock was reset to $0.40. From October 2016 to December 31, 2016, Series B Stockholders converted 461 shares of its preferred stock to common stock, at the conversion rate of 2,500:1 resulting in the issuance of 1,152,500 shares of common stock. On December 29, 2016, as a result of the Series D Preferred Stock Agreement (as discussed below), the conversion price of the Series B Preferred Stock was reset to $0.25. For the three and nine months ended September 30, 2017, Series B stockholders converted 84 and 739.625 shares, respectively, at a conversion rate of 4000:1 resulting in the issuance of 336,000 and 2,958,500 shares of common stock. As a result of these conversions, the liquidation preference for the Series B Preferred Stock has been reduced to $3.291 million as of September 30, 2017. Convertible Series C Preferred Stock: · Dividends: · Conversion: · Down-Round Protection: · Voting Rights: · Most Favored Nation Provision: · Participation Rights: · Liquidation Provision: The Series C Preferred Stock is considered to be contingently redeemable convertible and as a result, has been classified as mezzanine equity in the Company's balance sheet because the Most Favored Nation provision is a redemption feature that is outside the control of the Company. At the date of the financing, because the effective conversion rate of the preferred stock was less than the market value of the Company’s common stock, a beneficial conversion feature of $325,000 has been recorded as a discount to the preferred stock and an increase to additional paid in capital. Because the preferred stock is perpetual, in October 2016, the Company fully amortized the discount related to the beneficial conversion feature on the deemed dividend in the consolidated statement of operations. In December 2016, the Series C Preferred stockholder converted 39 shares of its preferred stock to common stock as allowed under the Series C Preferred Stock Agreement, resulting in the issuance of 97,500 shares of common stock at an effective price of $0.40 per share. On December 29, 2016, as a result of the signing of the Series D Preferred Stock Agreement (as discussed below), the conversion price of the Series B and Series C Preferred Stock was reset to $0.25. From the date of this reset to December 31, 2016, a Series C Stockholder converted 75 shares of their preferred stock to common stock, resulting in the issuance of 300,000 shares of common stock. For the three months ended March 31, 2017, the Series C stockholder converted 386 shares at a conversion rate of 4000:1 resulting in the issuance of 1,544,000 shares of common stock. As a result, all Series C Preferred Stock has been converted to common stock and there is no liquidation preference outstanding as of September 30, 2017. In addition, as a result of the Series D financing and the adjustment in the conversion price, a beneficial conversion feature of $175,000 has been recorded as a discount to the preferred stock and an increase to additional paid in capital. Because the preferred stock is perpetual, in January 2017, the Company fully amortized the discount related to the beneficial conversion feature on the deemed dividend in the consolidated statement of operations. Convertible Series D Preferred Stock: The Series D stock has liquidation preference over common stock. In the event of any liquidation, dissolution or winding up of the Company, either voluntary or involuntary, Series D Preferred stockholders receive an amount per share equal to the conversion price of $0.25, subject to down-round adjustment, multiplied by the as-if converted share amount of 800,000 common shares, totaling $0.2 million as of September 30, 2017. The Company also considered the classification of the Series D Preferred Stock Agreement, the Series D Preferred Stock is considered to be contingently redeemable convertible and as a result, has been classified as mezzanine equity in the Company's balance sheet because the Most Favored Nation provision is a redemption feature that is outside the control of the Company. At the date of the financing, because the effective conversion rate of the preferred stock was less than the market value of the Company’s common stock, a beneficial conversion feature of $536,000 has been recorded as a discount to the preferred stock and an increase to additional paid in capital. Because the preferred stock is perpetual, in January 2017, the Company fully amortized the discount related to the beneficial conversion feature on the deemed dividend in the consolidated statement of operations. For the three and nine months ended September 30, 2017, the Series D stockholders converted 0 and 1,000 shares, respectively, at a conversion rate of 4000:1 and a conversion price of $0.25 per share resulting in the issuance of 2,024,000 and 4,000,000 shares of common stock. Pending Series E Preferred Stock: Pending Series E Preferred Stock Financing and Filing for Arbitration Warrants Warrants vested and outstanding as of September 30, 2017 are summarized as follows: Amount Exercise Term Issued and Source Price (Years) Outstanding Pre 2015 Common Stock Warrants $ 1.00 6-10 4,000,000 2015 Common Stock Warrants $ 1.15-$5.00 5-10 442,000 2015 Series B Financing (see Note 6) Common Stock Warrants to Series B Stockholders $ 0.25 5 6,250,000 Placement Agent Warrants $ 0.25 5 187,500 2016 Common Stock Warrants to Service Providers $ 1.15 10 40,000 2016 Series C Placement Agent Warrants $ 0.40 5 125,000 2017 Series D Placement Agent Warrants $ 0.25 5 480,000 2017 Common Stock Warrants to Service Providers $ 0.41 5 125,000 Total warrants vested and outstanding as of September 30, 2017 11,649,500 2016 Warrants In November 2016, the Company entered into an agreement with one of its investors to provide advisory services on all matters including financing. In conjunction with this agreement, the Company issued warrants that vest immediately to purchase 40,000 shares of common stock with an exercise price of $1.15 per share with a term of ten years. The Company estimated the warrant value to be $18,400 utilizing the Black-Scholes option pricing model and recorded this amount to general and administrative expense for the fourth quarter due to the immediate vesting. In November 2016, the Company issued 125,000 warrants to purchase common stock to its investment banker in exchange for services rendered in conjunction with the Series C Preferred Stock financing. The warrants vest immediately and have an exercise price of $0.40 per share with a term of five years. The Company estimated the value of the warrants to be $37,500 utilizing the Black-Scholes option pricing model and recorded this amount to issuance costs. 2017 Warrants In January 2017, the Company issued 480,000 warrants to purchase common stock to its investment banker in exchange for services rendered in conjunction with the Series D Preferred Stock financing. The warrants vest immediately and have an exercise price of $0.25 per share with a term of five years. The Company estimated the value of the warrants to be $115,200 utilizing the Black-Scholes option pricing model and recorded this amount to issuance costs. In February 2017, the Company entered into an agreement with one of its investors to provide advisory services on all matters including financing. In conjunction with this agreement, the Company issued warrants that vest immediately to purchase 125,000 shares of common stock with an exercise price of $0.41 per share with a term of five years. The Company estimated the warrant value to be $30,000 utilizing the Black-Scholes option pricing model and recorded this amount to general and administrative expense for the quarter due to the immediate vesting. The Company's Board of Directors considered various objective and subjective factors, along with input from management, to determine the fair value of the warrants, including: · Contemporaneous valuation prepared by an independent third-party valuation specialist as of March 31, 2016, June 30, 2016, September 30, 2016, December 31, 2016, March 31, 2017, and June 30, 2017; · Its results of operations, financial position and the status of research and development efforts and achievement of enterprise milestones; · The composition of, and changes to, the Company's management team and Board of Directors; · The lack of liquidity of its common stock as a newly public company; · The Company's stage of development, business strategy and the material risks related to its business and industry; · The valuation of publicly-traded companies in the biotechnology sectors; · External market conditions affecting the biotechnology industry sectors; · The likelihood of achieving a liquidity event for the holders of its common stock, such as an initial public offering, or IPO, or a sale of the Company, given prevailing market conditions; · The state of the IPO market for similarly situated biotechnology companies; and · Discussions held with bankers, potential investors, and preliminary term sheets received as part of management's capital raise efforts. There are significant judgments and estimates inherent in the determination of the fair value of the Company's warrants. These judgments and estimates included the assumptions regarding its future operating performance, the time to completing a liquidity event and the determination of the appropriate valuation methods. If the Company had made different assumptions, its warrant valuation could have been significantly different. Stock Option Plans: 2014 Omnibus Incentive Plan The 2014 Omnibus Incentive Plan (the "2014 Plan") was adopted to provide a means by which officers, non-employee directors, and employees of and consultants to the Company and its affiliates could be given an opportunity to acquire an equity interest in the Company. All officers, non-employee directors, and employees of and consultants to the Company are eligible to participate in the 2014 Plan. On October 31, 2014, after the closing of the Merger, our Board of Directors approved the 2014 Plan. The 2014 Plan reserved 3,200,000 shares for future grants. As of September 30, 2017, options (net of canceled or expired options) covering an aggregate of 1,130,000 shares of the Company's common stock had been granted under the 2014 Plan, and the Company had 1,130,000 options outstanding and 870,000 shares available for future grants under the 2014 Plan. Options granted under the 2014 Plan expire no later than 10 years from the date of grant. Options granted under the 2014 Plan may be either incentive or non-qualified stock options. For incentive and non-qualified stock option grants, the option price shall be at least 100% of the fair value on the date of grants, as determined by the Company's Board of Directors. If at any time the Company grants an option, and the optionee directly or by attribution owns stock possessing more than 10% of the total combined voting power of all classes of stock of the Company, the option price shall be at least 110% of the fair value and shall not be exercisable more than five years after the date of grant. Options granted under the 2014 Plan may be immediately exercisable if permitted in the specific grant approved by the Board of Directors and, if exercised early may be subject to repurchase provisions. The shares acquired generally vest over a period of five years from the date of grant. The Company granted options to purchase 1,130,000 shares net of cancellations and expirations through September 30, 2017 under the 2014 Plan. The following is a summary of activity under the 2014 Plan as of September 30, 2017: Options Outstanding Weighted for Grant of Average Options & Number of Price per Exercise Shares Shares Share Price Balance at December 31, 2016 857,500 1,142,500 $ 0.42-3.00 $ 0.61 Options granted - - $ - $ - Options exercised - - $ - $ - Options cancelled 12,500 (12,500 ) $ 1.15 $ 1.15 Balance at September 30, 2017 870,000 1,130,000 $ 0.42-3.00 $ 0.60 Vested and Exercisable at September 30, 2017 452,000 $ 0.42-3.00 $ 0.60 The weighted-average remaining contractual term of options vested and exercisable at September 30, 2017 was approximately 7.14 years. The aggregate intrinsic value is the sum of the amounts by which the quoted market price of the Company's stock exceeded the exercise price of the stock options at September 30, 2017 for those stock options for which the quoted market price was in excess of the exercise price ("in-the-money options"). As of September 30, 2017, the aggregate intrinsic value of options outstanding was $0. As of September 30, 2017, 452,000 options to purchase shares of common stock were exercisable. Restricted Stock Awards Restricted stock awards ("RSAs") are granted to our Board of Directors and members of senior management and are issued pursuant to the Company's 2014 Omnibus Incentive Plan. On October 20, 2015, a total of 1,200,000 RSAs were granted to members of the Company's senior management and Board of Directors with a fair market value of approximately $900,000. These RSAs vest from one to three years from the grant date as services are rendered to the Company. For the three and nine months ended September 30, 2017 and 2016, the Company recorded $65,625 and $196,875 during each period, in stock-based compensation expense related to these awards, as discussed below. The total amount of unrecognized compensation cost related to non-vested RSAs was $284,375 as of September 30, 2017. Stock-Based Compensation Expense The Company recognizes stock-based compensation expense based on the fair value of that portion of stock options that are ultimately expected to vest during the period. Stock-based compensation expense recognized in the consolidated statements of operations includes compensation expense for stock-based awards based on the estimated grant date fair value over the requisite service period. For the three and nine months ended September 30, 2017, the Company recognized stock-based compensation expense of $152,172 and $456,510 (including compensation expense for RSAs discussed above) which was recorded as a general and administrative expense in the consolidated statements of operations. For the three and nine months ended September 30, 2016, stock-based compensation expense was $181,608 and $544,823, respectively. The total amount of unrecognized compensation cost related to non-vested stock options was $1,048,158 as of September 30, 2017. This amount will be recognized over a weighted average period of 2.15 years.

Provision for Conversion of Pre

Provision for Conversion of Preferred Stock	9 Months Ended
	Sep. 30, 2017
Provision For Conversion Of Preferred Stock [Abstract]
Provision for Conversion of Preferred Stock	5. Provision for Conversion of Preferred Stock Series B Preferred Stock Conversion Liability As of August 20, 2015, in connection with the Series B Preferred Stock financing, the Company recorded a liability related to down-round protection provided to the stockholders in the event that the Company would affect another sale or issuance of common stock, stock options or convertible securities with a price per share below $0.80. With the assistance of a third-party valuation specialist, the Company valued the conversion liability pursuant to the accounting guidance of ASC 820-10, Fair Value Measurement Derivatives and Hedging/Contracts in Entity's Own Equity As of June 30, 2017, the Company engaged a third-party valuation specialist to re-measure the conversion liability to fair market value as of that date utilizing the same methodology previously performed. The derivative was classified as a current liability and was adjusted to $25,051 as of June 30, 2017. The Company assessed the fair market value as of September 30, 2017 and determined that no additional adjustment was necessary. The change in fair market value was recorded as non-operating income of $0 and $88,532, respectively, for the three and nine months ended September 30, 2017.For the quarter ended September 30, 2016, the Company also conducted a third-party valuation utilizing the same methodology. The change in fair market value was recorded as non-operating expense of $61,058 for the three months ended September 30, 2016 and $82,872 as non-operating expense for the nine months ended September 30, 2016.

Series B Warrants

Series B Warrants	9 Months Ended
	Sep. 30, 2017
Series B Warrants [Abstract]
Series B Warrants	6. Series B Warrants In conjunction with the Series B Preferred Stock financing, the Company issued 6,437,500 common stock warrants that are exercisable at a price of $1.15 per share and expire five years from the issuance date. The warrants were initially valued at $2,935,800 utilizing the Black-Scholes pricing model. The warrants are exercisable in cash or through a cashless exercise provision. The Series B warrants also have a "down-round" protection feature provided to the investors if the Company subsequently issues or sells any shares of common stock, stock options, or convertible securities at a price less than the exercise price of $1.15 per each warrant. The exercise price is automatically adjusted down to the price of the instrument being issued. In October 2016, as a result of the Series C Preferred Stock financing, the exercise price was adjusted to $0.40 and in December, 2016, as a result of the Series D Preferred Stock financing, the exercise price was adjusted to $0.25. The Company reviewed the classification of the warrants as liabilities or equity under the guidance of ASC 480-10, Distinguishing Liabilities from Equity Nine Months Ended September 30, 2017 2016 Dividend yield 0.00 % 0.00 % Volatility factor 70.00 % 70.00 % Risk-free interest rate 1.58 % 1.11-1.29 % Expected term (years) 3.15 4.14-4.15 Weighted-average fair value of warrants $ 0.17 $ 0.13 This resulted in a warrant value of $791,813 as of September 30, 2017. The change in fair market value at the re-measurement date was recorded as non-operating income totaling $281,497 and $320,495 for the three and nine months ended September 30, 2017, respectively. The Company performed the same valuation as of September 30, 2016, utilizing the same methodology. This resulted in a warrant value of $869,990 as of September 30, 2016. The change in fair market value at the re-measurement date was recorded as non-operating expense totaling $27,665 for the three months ended September 30, 2016 and non-operating income totaling $1,584,969 for the nine months ended September 30, 2016.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2017
Income Tax Disclosure [Abstract]
Income Taxes	7. Income Taxes Under the FASB's accounting guidance related to income tax positions, among other things, the impact of an uncertain income tax position on the income tax return must be recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant taxing authority. An uncertain income tax position will not be recognized if it has less than a fifty (50) % likelihood of being sustained. Additionally, the guidance provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company records a valuation allowance against deferred tax assets to the extent that it is more likely than not that some portion, or all of, the deferred tax assets will not be realized. Due to the substantial doubt related to the Company's ability to utilize its deferred tax assets, a valuation allowance for the full amount of the deferred tax assets has been established at September 30, 2017. As a result of this valuation allowance there are no income tax benefits reflected in the accompanying consolidated statement of operations to offset pre-tax losses. The Company has no uncertain tax positions as of September 30, 2017.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2017
Subsequent Events [Abstract]
Subsequent Events	8. Subsequent Events Pending Series E Preferred Stock Financing and Filing for Arbitration On May 3, 2017, the Company entered into a securities purchase agreement with a purchaser to sell 1,000,000 shares of a new Series E Preferred Stock, par value $0.001 per share, at a purchase price of $20.00 for each preferred share for aggregate gross proceeds of $20,000,000. The securities purchase agreement provides for no conditions precedent to the close and that closing is not to occur later than July 10, 2017. The purchaser did not provide funding to close the transaction on July 10, 2017 as required under the securities purchase agreement and requested an extension of the closing date. In connection with the signing of the securities purchase agreement, an affiliate of the purchaser entered into a financial guarantee to the benefit of the Company that provided for payment of the purchase price in full within 90 days of exercise. The Company exercised this guarantee on July 12, 2017. The guarantor has failed to pay the $20,000,000 within 90 days of notice of the purchaser’s default, as required by the terms of the guaranty. On November 8, 2017, the Company filed a petition commencing arbitration against the purchaser and guarantor as well as other related individuals. In the petition, the Company asserts, among other things, breach of contract against the purchaser for its failure to close its purchase of Series E Preferred Stock as required by the securities purchase agreement. The Company also asserts a breach of contract claim against the guarantor for its failure to honor its guarantee of the transaction. The petition was filed with Judicial Arbitration and Mediation Services, Inc., ENDISPUTE in Orange County, California, as required by the securities purchase agreement. The Company has engaged its legal counsel in the matter on a contingent-fee basis and intends to purse damages and remedies in connections with these agreements. Series F Preferred Stock Financing On November 1, 2017, the Company entered into a Securities Purchase Agreement to sell 2,000 shares of Series F Convertible Preferred Stock to certain accredited investors at a purchase price of $1,000 for each Preferred Share for aggregate gross proceeds of $2,000,000. The Company consummated the issuance and sale of the Preferred Shares on the same day. The Series F Preferred Shares are convertible into shares of the Company’s common stock at a conversion price of $0.15 per share and provide for anti-dilution protection, rights upon various transactions, certain redemption and liquidation preferences and adjustments for any dividends. The Company has agreed to register the underlying shares of Company common stock and as a result of the issuance of the Series F Preferred Shares, the conversion price of outstanding Series B and Series C Preferred Stock was reset to $0.15. The Company intends to use the proceeds of the Financing for general corporate purposes, including, without limitation, to pay down past due obligations and other working capital items.

Nature of Operations, Busines15

Nature of Operations, Business Activities and Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2017
Accounting Policies [Abstract]
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles ("U.S. 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 consolidated financial statements and the reported amounts of revenue and expense during the reporting period. Actual results could differ from those estimates. The most significant accounting estimates inherent in the preparation of our financial statements include estimates as to the appropriate carrying value of certain assets and liabilities which are not readily apparent from other sources. Such estimates and judgments are utilized for stock-based compensation expense and equity securities with embedded features as discussed below.
Liquidity and Going Concern	Liquidity and Going Concern The Company has incurred operating losses and negative cash flows from operations since our inception. As of September 30, 2017, we had cash and cash equivalents of $41,978. In November 2017, the Company entered into a Series F Preferred Stock Financing (see Note 8) for gross proceeds totaling $2,000,000. The Company anticipates that it will continue to incur net losses into the foreseeable future in order to advance and develop a number of potential drug candidates into preclinical development activities and support its corporate infrastructure which includes the costs associated with being a public company. Without additional funding, management believes that the Company will not have sufficient funds to meet its obligations within one year after the date the consolidated financial statements were issued. These conditions give rise to substantial doubt as to the Company's ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company’s continued existence is dependent on its ability to raise additional sufficient funding to cover operating expenses and to invest in operations and development activities. The Company plans to continue to pursue funding through public or private equity or debt financings, strategic collaborations, licensing arrangements, asset sales, government grants or other arrangements. However, the Company cannot provide any assurances that such additional funds will be available on reasonable terms, or at all. If the Company raises additional funds by issuing equity securities, substantial dilution to existing stockholders would result. If the Company is unable to secure adequate additional funding, the Company may be forced to reduce spending, extend payment terms with suppliers, liquidate assets where possible, suspend or curtail planned programs or cease operations.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. The carrying value of those investments approximates their fair market value due to their short maturity and liquidity. Cash and cash equivalents include cash on hand and amounts on deposit with financial institutions, which amounts may at times exceed federally insured limits. The Company has not experienced any losses on such accounts and does not believe it is exposed to any significant credit risk.
Restricted cash	Restricted Cash A deposit of $4,428 as of September 30, 2017 and $37,500 as of December 31, 2016 was restricted from withdrawal and held by a bank in the form of a certificate of deposit. This certificate serves as collateral for payment of the Company's credit cards.
Fair Value Measurements	Fair Value Measurements Certain assets and liabilities are carried at fair value under U.S. GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last is considered unobservable, is used to measure fair value: Level 1: Valuations for assets and liabilities traded in active markets from readily available pricing sources such as quoted prices in active markets for identical assets or liabilities. Level 2: Observable inputs (other than Level 1 quoted prices) such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The carrying values of our financial instruments, including, cash and cash equivalents, prepaid expenses, accounts payable, and accrued expenses approximate their fair value due to the short maturities of these financial instruments. The Series B warrant liability and the conversion liability for the Series B Preferred Stock were valued utilizing Level 3 inputs primarily from a recent third party independent appraisal.
Property and Equipment, Net	Property and Equipment, Net As of September 30, 2017, property and equipment, net, was $2,645, consisting primarily of computers and equipment. Expenditures for additions, renewals and improvements will be capitalized at cost. Depreciation will generally be computed on a straight-line method based on the estimated useful life of the related assets currently ranging from two to three years. Maintenance and repairs that do not extend the life of assets are charged to expense when incurred. When properties are disposed of, the related costs and accumulated depreciation are removed from the accounts and any gain or loss is reported in the period the transaction takes place. Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted cash flows expected to be generated by the asset. If the carrying amount exceeds its estimated future undiscounted cash flows, an impairment charge is recognized by the amount by which the carrying amount exceeds the fair value of the asset. The costs incurred for the rights to use licensed technologies in the research and development process, including licensing fees and milestone payments, will be charged to research and development expense as incurred in situations where the Company has not identified an alternative future use for the acquired rights, and are capitalized in situations where there is an identified alternative future use. No cost associated with the use of licensed technologies has been capitalized to date.
Income Taxes	Income Taxes The Company accounts for deferred income tax assets and liabilities based on differences between the financial reporting and tax bases of assets and liabilities, and net operating loss carry forwards (the "NOLs") and other tax credit carry forwards. These items are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the period that includes the enactment date. Any interest or penalties would be recorded in the Company's statement of operations in the period incurred. The Company records a valuation allowance to reduce the deferred income tax assets to the amount that is more likely than not to be realized. In making such determinations, management considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent financial operations. As a result, there are no income tax benefits reflected in the statement of operations to offset pre-tax losses. The Company recognizes a tax benefit from uncertain tax positions when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits of the position.
Convertible Instruments	Convertible Instruments We account for hybrid contracts that feature conversion options in accordance with generally accepted accounting principles in the United States. ASC 815, Derivatives and Hedging Activities Conversion options that contain variable settlement features such as provisions to adjust the conversion price upon subsequent issuances of equity or equity linked securities at exercise prices more favorable than that featured in the hybrid contract generally result in their bifurcation from the host instrument. We account for convertible instruments when we have determined that the embedded conversion options should not be bifurcated from their host instruments, in accordance with ASC 470-20, Debt with Conversion and Other Options We also follow ASC 480-10, Distinguishing Liabilities from Equity
Warrants Issued in Connection with Financing	Warrants Issued in Connection with Financings We generally account for warrants issued in connection with debt and equity financings as a component of equity, unless the warrants include a conditional obligation to issue a variable number of shares or there is a deemed possibility that we may need to settle the warrants in cash. For warrants issued with a conditional obligation to issue a variable number of shares or the deemed possibility of a cash settlement, we record the fair value of the warrants as a liability at each balance sheet date and record changes in fair value in other (income) expense in the Consolidated Statements of Operations.
Revenue Recognition	Revenue Recognition The Company has not begun planned principal operations and has not generated any revenue since inception.
Research and Development Expenses	Research and Development Expenses Research and development ("R&D") costs are expensed when incurred. These costs may consist of external research and development expenses incurred under agreements with third-party contract research organizations and investigative sites, third-party manufacturing organizations and consultants; license fees; employee-related expenses, which include salaries, benefits and stock-based compensation for the personnel involved in our preclinical and clinical drug development activities; and facilities expense, depreciation and other allocated expenses; and equipment and laboratory supplies.
Stock-Based Compensation Expenses	Stock-Based Compensation Expenses Stock-based compensation cost is estimated at the grant date based on the fair value of the award, and the cost is recognized as expense ratably over the vesting period. We use the Black-Scholes option pricing model for estimating the grant date fair value of stock options and warrants using the following assumptions: · Exercise price - We determined the exercise price based on valuations using the best information available to management at the time of the valuations. · Volatility - We estimate the stock price volatility based on industry peers who are also in the early development stage given the limited market data available in the public arena. · Expected term - The expected term is based on a simplified method which defines the life as the weighted average of the contractual term of the options and warrants and the weighted-average vesting period for all open awards. · Risk-free rate - The risk-free interest rate for the expected term of the option or warrant is based on the average market rate on U.S. treasury securities in effect during the period in which the awards were granted. · Dividends - The dividend yield assumption is based on our history and expectation of paying no dividends.
Stock-Based Compensation for Non-Employees	Stock-Based Compensation for Non-Employees The Company accounts for warrants and options issued to non-employees under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) No. 505-50, Equity - Equity Based Payments to Non-Employees,
Segment Information	Segment Information FASB ASC No. 280, Segment Reporting
Comprehensive Income (Loss)	Comprehensive Income (Loss) Comprehensive income (loss) is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources. The Company is required to record all components of comprehensive income (loss) in the consolidated financial statements in the period in which they are recognized. Net income (loss) and other comprehensive income (loss), net of their related tax effect, arrived at a comprehensive income (loss). For the three and nine months ended September 30, 2017 and 2016, the comprehensive income (loss) was equal to the net income (loss).
Earnings per share	Earnings per share The Company applies FASB ASC No. 260, Earnings per Share
Recent accounting pronouncements	Recent accounting pronouncements In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-9, Revenue from Contracts with Customers In February 2016, the FASB issued ASU No. 2016-02 Leases In August 2016, the FASB issued Accounting Standards Update No. 2016-15 Statement of Cash Flows In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features; II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception Topic 480, Distinguishing Liabilities from Equity

Commitments and Contingencies (

Commitments and Contingencies (Tables)	9 Months Ended
	Sep. 30, 2017
Commitments and Contingencies Disclosure [Abstract]
Schedule of future minimum payments under non-cancelable operating leases	Years ended December 31, 2017 $ 8,066 2018 - 2019 - 2020 - 2021 - Thereafter - Total $ 8,066

Stockholders' Deficit and Red17

Stockholders' Deficit and Redeemable Convertible Series B and Convertible Series C & D Preferred Stock (Tables)	9 Months Ended
	Sep. 30, 2017
Equity [Abstract]
Schedule of warrants vested and outstanding	Amount Exercise Term Issued and Source Price (Years) Outstanding Pre 2015 Common Stock Warrants $ 1.00 6-10 4,000,000 2015 Common Stock Warrants $ 1.15-$5.00 5-10 442,000 2015 Series B Financing (see Note 6) Common Stock Warrants to Series B Stockholders $ 0.25 5 6,250,000 Placement Agent Warrants $ 0.25 5 187,500 2016 Common Stock Warrants to Service Providers $ 1.15 10 40,000 2016 Series C Placement Agent Warrants $ 0.40 5 125,000 2017 Series D Placement Agent Warrants $ 0.25 5 480,000 2017 Common Stock Warrants to Service Providers $ 0.41 5 125,000 Total warrants vested and outstanding as of September 30, 2017 11,649,500
Schedule of summary of stock option activity	Options Outstanding Weighted for Grant of Average Options & Number of Price per Exercise Shares Shares Share Price Balance at December 31, 2016 857,500 1,142,500 $ 0.42-3.00 $ 0.61 Options granted - - $ - $ - Options exercised - - $ - $ - Options cancelled 12,500 (12,500 ) $ 1.15 $ 1.15 Balance at September 30, 2017 870,000 1,130,000 $ 0.42-3.00 $ 0.60 Vested and Exercisable at September 30, 2017 452,000 $ 0.42-3.00 $ 0.60

Series B Warrants (Tables)

Series B Warrants (Tables)	9 Months Ended
	Sep. 30, 2017
Series B Warrants [Abstract]
Schedule of Series B Warrants	Nine Months Ended September 30, 2017 2016 Dividend yield 0.00 % 0.00 % Volatility factor 70.00 % 70.00 % Risk-free interest rate 1.58 % 1.11-1.29 % Expected term (years) 3.15 4.14-4.15 Weighted-average fair value of warrants $ 0.17 $ 0.13

Nature of Operations, Busines19

Nature of Operations, Business Activities and Summary of Significant Accounting Policies (Detail Textuals)	Nov. 01, 2017USD ($)	Sep. 30, 2017USD ($)$ / sharesshares	Sep. 30, 2016USD ($)$ / sharesshares	Sep. 30, 2017USD ($)Segments$ / sharesshares	Sep. 30, 2016USD ($)$ / sharesshares	Dec. 31, 2016USD ($)	Dec. 31, 2015USD ($)
Nature of Operations, Business Activities and Summary of Significant Accounting Policies [Line Items]
Cash and cash equivalents | $		$ 41,978	$ 319,930	$ 41,978	$ 319,930	$ 64,820	$ 3,221,209
Restricted cash | $		4,428		4,428		37,500
Property and equipment, net | $		$ 2,645		$ 2,645		$ 9,584
Property, plant and equipment, depreciation methods				Straight-line method
Property plant and equipment estimated useful life				Two to three years
Number of reportable segment | Segments				1
Warrants
Nature of Operations, Business Activities and Summary of Significant Accounting Policies [Line Items]
Anti-dilutive excluded from the calculation of diluted loss per common share		11,649,500	10,879,500	11,649,500	10,879,500
Stock Option
Nature of Operations, Business Activities and Summary of Significant Accounting Policies [Line Items]
Anti-dilutive excluded from the calculation of diluted loss per common share		1,130,000	1,142,500	1,130,000	1,142,500
Series B Preferred Stock
Nature of Operations, Business Activities and Summary of Significant Accounting Policies [Line Items]
Number of preferred stock		3,291,375	4,492	3,291,375	4,492
Number of shares issued upon conversion		13,165,500	5,615,000	13,165,500	5,615,000
Conversion of stock price per share | $ / shares		$ 0.25	$ 0.80	$ 0.25	$ 0.80
Series D Preferred Stock
Nature of Operations, Business Activities and Summary of Significant Accounting Policies [Line Items]
Number of preferred stock		200		200
Number of shares issued upon conversion		800,000		800,000
Conversion of stock price per share | $ / shares		$ 0.25		$ 0.25
Series F preferred stock | Subsequent event | Securities purchase agreement
Nature of Operations, Business Activities and Summary of Significant Accounting Policies [Line Items]
Gross proceeds received | $	$ 2,000,000

University of Mississippi Agr20

University of Mississippi Agreements (Detail Textuals) - University of Mississippi	Feb. 01, 2017USD ($)	Jan. 10, 2017USD ($)	Dec. 14, 2015USD ($)License_agreements	Oct. 15, 2014USD ($)	Sep. 29, 2014USD ($)License_agreements	Jul. 31, 2013
University Of Mississippi Agreements [Line Items]
Term of agreement						5 years
UM 5050 pro-drug agreements | Intellectual Property
University Of Mississippi Agreements [Line Items]
Number of license agreements | License_agreements					3
Notice period for termination					60 days
Annual fees for license agreement					$ 25,000
Aggregate milestone payments if milestones achieved					$ 2,100,000
UM 5050 pro-drug agreements | Intellectual Property | October 2014
University Of Mississippi Agreements [Line Items]
One time up front payment				$ 10,000
UM 8930 pro-drug agreements | Intellectual Property
University Of Mississippi Agreements [Line Items]
Number of license agreements | License_agreements			2
Notice period for termination			60 days
Annual fees for license agreement			$ 25,000
Aggregate milestone payments if milestones achieved			1,400,000
UM 8930 pro-drug agreements | Intellectual Property | December 2015
University Of Mississippi Agreements [Line Items]
One time up front payment			$ 10,000
UM 5070 license agreement | Intellectual Property
University Of Mississippi Agreements [Line Items]
Notice period for termination		60 days
One time up front payment		$ 65,000
Annual fees for license agreement	$ 25,000
Aggregate milestone payments if milestones achieved	$ 700,000

Commitments and Contingencies -

Commitments and Contingencies - Summary of Future minimum payments (Details)	Sep. 30, 2017USD ($)
Commitments and Contingencies Disclosure [Abstract]
2,017	$ 8,066
2,018	0
2,019	0
2,020	0
2,021	0
Thereafter	0
Total	$ 8,066

Commitments and Contingencies22

Commitments and Contingencies (Detail Textuals)	Apr. 01, 2017USD ($)	Feb. 05, 2016USD ($)	Mar. 31, 2017USD ($)	Nov. 30, 2015USD ($)	Oct. 31, 2014USD ($)ft²	Sep. 30, 2014USD ($)	Sep. 30, 2017USD ($)	Sep. 30, 2016USD ($)	Sep. 30, 2017USD ($)	Sep. 30, 2016USD ($)
Operating Leased Assets [Line Items]
Rent expense				$ 7,559		$ 9,267	$ 54,555	$ 79,771	$ 168,863	$ 240,746
Monthly fee	$ 20,000		$ 10,000
Independent Contractor Agreements | Contract manufacturing organization ("CMO")
Operating Leased Assets [Line Items]
Total expense incurred under agreement							60,000	30,000	150,000	90,000
Outstanding balance due to K2C							$ 150,000		$ 150,000
Lease agreement
Operating Leased Assets [Line Items]
Area of corporate office headquarters | ft²					4,087
Rent expense					$ 5,373
Letter agreement ("Agreement") | Contract manufacturing organization ("CMO")
Operating Leased Assets [Line Items]
Fees and expenses for the initial evaluation and development								$ 18,896		$ 225,244
Estimated analytical method development and qualification		$ 142,900
Letter agreement ("Agreement") | Contract manufacturing organization ("CMO") | Minimum
Operating Leased Assets [Line Items]
Fees and expenses for the initial evaluation and development		154,000
Letter agreement ("Agreement") | Contract manufacturing organization ("CMO") | Maximum
Operating Leased Assets [Line Items]
Fees and expenses for the initial evaluation and development		$ 183,000

Stockholders' Deficit and Red23

Stockholders' Deficit and Redeemable Convertible Series B and Convertible Series C & D Preferred Stock (Details)	9 Months Ended
	Sep. 30, 2017USD ($)$ / shares
Class of Warrant or Right [Line Items]
Warrants vested and outstanding | $	$ 11,649,500
Pre 2015 Common Stock Warrants
Class of Warrant or Right [Line Items]
Warrant exercise price | $ / shares	$ 1
Warrants vested and outstanding | $	$ 4,000,000
Pre 2015 Common Stock Warrants | Minimum
Class of Warrant or Right [Line Items]
Term of warrant	6 years
Pre 2015 Common Stock Warrants | Maximum
Class of Warrant or Right [Line Items]
Term of warrant	10 years
2015 Common Stock Warrants
Class of Warrant or Right [Line Items]
Warrants vested and outstanding | $	$ 442,000
2015 Common Stock Warrants | Minimum
Class of Warrant or Right [Line Items]
Warrant exercise price | $ / shares	$ 1.15
Term of warrant	5 years
2015 Common Stock Warrants | Maximum
Class of Warrant or Right [Line Items]
Warrant exercise price | $ / shares	$ 5
Term of warrant	10 years
2015 series B financing Common Stock Warrants to Series B Stockholders
Class of Warrant or Right [Line Items]
Warrant exercise price | $ / shares	$ 0.25
Term of warrant	5 years
Warrants vested and outstanding | $	$ 6,250,000
2015 Series B financing Placement Agent Warrants
Class of Warrant or Right [Line Items]
Warrant exercise price | $ / shares	$ 0.25
Term of warrant	5 years
Warrants vested and outstanding | $	$ 187,500
2016 Common Stock Warrants to Service Providers
Class of Warrant or Right [Line Items]
Warrant exercise price | $ / shares	$ 1.15
Term of warrant	10 years
Warrants vested and outstanding | $	$ 40,000
2016 Series C Placement Agent Warrants
Class of Warrant or Right [Line Items]
Warrant exercise price | $ / shares	$ 0.40
Term of warrant	5 years
Warrants vested and outstanding | $	$ 125,000
2017 Series D Placement Agent Warrants
Class of Warrant or Right [Line Items]
Warrant exercise price | $ / shares	$ 0.25
Term of warrant	5 years
Warrants vested and outstanding | $	$ 480,000
2017 Common Stock Warrants to Service Providers
Class of Warrant or Right [Line Items]
Warrant exercise price | $ / shares	$ 0.41
Term of warrant	5 years
Warrants vested and outstanding | $	$ 125,000

Stockholders' Deficit and Red24

Stockholders' Deficit and Redeemable Convertible Series B and Convertible Series C & D Preferred Stock - Summary of option activity under 2014 Plan (Details 1) - Stock Option - Omnibus Incentive Plan 2014	9 Months Ended
	Sep. 30, 2017$ / sharesshares
Shares Available For Grant Of Options & Shares
Balance at the beginning | shares	857,500
Options granted | shares	0
Options exercised | shares	0
Options cancelled | shares	12,500
Balance at the ending | shares	870,000
Number of Shares
Balance at the beginning | shares	1,142,500
Options granted | shares	0
Options exercised | shares	0
Options cancelled | shares	(12,500)
Balance at the ending | shares	1,130,000
Vested and exercisable | shares	452,000
Price Per Share
Options granted	$ 0
Options exercised	0
Options cancelled	1.15
Weighted Average Exercise Price
Balance at the beginning	0.61
Options granted	0
Options exercised	0
Options cancelled	1.15
Balance at the ending	0.60
Vested and exercisable	0.60
Minimum
Price Per Share
Balance at the beginning	0.42
Balance at the ending	0.42
Vested and exercisable	0.42
Maximum
Price Per Share
Balance at the beginning	3
Balance at the ending	3
Vested and exercisable	$ 3

Stockholders' Deficit and Red25

Stockholders' Deficit and Redeemable Convertible Series B and Convertible Series C & D Preferred Stock (Detail Textuals) - USD ($)	May 03, 2017	Mar. 31, 2017	Feb. 28, 2017	Jan. 30, 2017	Dec. 31, 2016	Dec. 29, 2016	Nov. 30, 2016	Oct. 31, 2016	Mar. 31, 2016	Dec. 31, 2015	Aug. 31, 2015	Sep. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Jan. 31, 2017	Aug. 20, 2015
Equity [Line Items]
Number of shares issued for services		605,000
Research and development expense												$ 88,550			$ 80,525	$ 241,302	$ 675,840
Par value of common stock issued (in dollars per share)		$ 0.001			$ 0.001							$ 0.001	$ 0.001	$ 0.001		$ 0.001
Preferred stock, shares authorized												20,000,000				20,000,000
Series B Preferred Stock
Equity [Line Items]
Number of preferred stock and warrants sold											5,000
Conversion price						$ 0.25		$ 0.40	$ 0.80		$ 0.25	$ 0.25				$ 0.25
Number of shares converted									8	500	13,165,500	84		461		739,625
Number of shares issued in conversion									10,000	625,000		336,000		1,152,500		2,958,500
Proceeds from issuance of preferred stock and warrants											$ 5,000,000
Preferred stock, conversion rate										1,250:1		4,000:1		2,500:1		4,000:1
Liquidation preference value											$ 3,291,000
Aggregate purchase price											$ 1,000
Percentage of conversion amount											115.00%
Value of final judgment rendered against company											$ 100,000
Shares issued, price per share (in dollars per share)																			$ 0.80
Series C preferred stock
Equity [Line Items]
Warrant exercise price (in dollars per share)								$ 0.40
Number of preferred stock and warrants sold								500
Conversion price					$ 0.40	$ 0.25		$ 0.40					$ 0.25
Number of shares converted					39	75							386
Number of shares issued in conversion					97,500	300,000							1,544,000
Proceeds from issuance of preferred stock and warrants								$ 500,000
Preferred stock, conversion rate													4,000:1
Beneficial conversion feature upon issuance								$ 325,000
Aggregate purchase price								$ 1,000
Number of common stock issued upon conversion of preferred stock								2,500
Liquidation provision common stock equivalent shares								1,250,000
Series D preferred stock
Equity [Line Items]
Warrant exercise price (in dollars per share)					$ 0.25	$ 0.25								$ 0.25
Number of preferred stock and warrants sold				1,200
Conversion price				$ 0.25								$ 0.25				$ 0.25
Number of shares converted												506				1,000
Number of shares issued in conversion												2,024,000				4,000,000
Proceeds from issuance of preferred stock and warrants				$ 1,200,000
Preferred stock, conversion rate												4,000:1				4,000:1
Beneficial conversion feature upon issuance				$ 536,000				$ 175,000
Aggregate purchase price				$ 1,000
Number of common stock issued upon conversion of preferred stock				4,000
Liquidation provision common stock equivalent shares				800,000
Liquidation provision common stock equivalent value				$ 200,000
Series E Preferred Stock | Securities purchase agreement
Equity [Line Items]
Number of shares sold	$ 0.001
Shares issued, price per share (in dollars per share)	1,000,000
Shares issued, price per share (in dollars per share)	$ 20
Gross proceeds received	$ 20,000,000
Technology License Agreement
Equity [Line Items]
Number of shares issued for services								100,000
Research and development expense								$ 50,000
Warrants
Equity [Line Items]
Number of shares called by warrants			125,000				40,000				6,250,000
Warrant exercise price (in dollars per share)			$ 0.41				$ 1.15				$ 1.15
Term of warrant			10 years				10 years				5 years
Value of common stock called by warrants			$ 30,000				$ 18,400
Warrants | Series C preferred stock
Equity [Line Items]
Number of shares called by warrants							125,000
Warrant exercise price (in dollars per share)							$ 0.40
Term of warrant							5 years
Value of common stock called by warrants							$ 37,500
Warrants | Series D preferred stock
Equity [Line Items]
Number of shares called by warrants																		480,000
Warrant exercise price (in dollars per share)																		$ 0.25
Value of common stock called by warrants																		$ 115,200
Common Stock
Equity [Line Items]
Conversion price											$ 0.80
Number of shares converted											1,250

Stockholders' Deficit and Red26

Stockholders' Deficit and Redeemable Convertible Series B and Convertible Series C & D Preferred Stock (Detail Textuals 1) - USD ($)	1 Months Ended		3 Months Ended			9 Months Ended
	Oct. 20, 2015	Oct. 31, 2014	Sep. 30, 2017	Mar. 31, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Equity [Line Items]
Recognized stock-based compensation expense			$ 181,608			$ 544,823
Total amount of unrecognized compensation cost related to non-vested stock options			1,048,158			$ 1,048,158
Recognized period of non-vested stock options						2 years 1 month 24 days
General and administrative expense
Equity [Line Items]
Recognized stock-based compensation expense			$ 152,172	$ 187,550	$ 181,608	$ 456,510	$ 544,823
Omnibus Incentive Plan 2014 | Stock Option
Equity [Line Items]
Number of shares reserved for future grants		3,200,000
Aggregate number of shares granted						0
Number of shares available for future grant		870,000
Expiry period of options granted		10 years
Percentage of option price at least of fair value on date of grants		100.00%
Voting percentage of common stock		10.00%
Percentage of fair value option price at date of grants		110.00%
Maximum exercisable period of fair value of option		5 years
Vested period of shares		5 years
Weighted average remaining contractual term of options vested and exercisable (in years)						7 years 1 month 21 days
Options to purchase shares of common stock, exercisable			452,000			452,000
Options outstanding		1,130,000	1,130,000			1,130,000		1,142,500
Aggregate intrinsic value of options outstanding			$ 0			$ 0
Omnibus Incentive Plan 2014 | Restricted stock awards
Equity [Line Items]
Recognized stock-based compensation expense			65,625			196,875
Total amount of unrecognized compensation cost related to non-vested stock options			$ 284,375			$ 284,375
Omnibus Incentive Plan 2014 | Restricted stock awards | Senior management and board of directors
Equity [Line Items]
Number of restricted stock awards granted	$ 1,200,000
Fair market value of shares granted	$ 900,000
Omnibus Incentive Plan 2014 | Restricted stock awards | Minimum | Senior management and board of directors
Equity [Line Items]
Vested period of shares	1 year
Omnibus Incentive Plan 2014 | Restricted stock awards | Maximum | Senior management and board of directors
Equity [Line Items]
Vested period of shares	3 years

Provision for Conversion of P27

Provision for Conversion of Preferred Stock (Detail Textuals) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Jun. 30, 2017	Dec. 31, 2016	Sep. 30, 2015	Aug. 20, 2015
Conversion of Stock [Line Items]
Fair value of the conversion feature	$ 24,428		$ 24,428		$ 25,051	$ 118,821	$ 75,488
Change in fair value of conversion rights of Series B preferred stock	$ 0	$ (61,058)	$ 88,532	$ (82,872)
Series B Preferred Stock
Conversion of Stock [Line Items]
Shares issued, price per share (in dollars per share)								$ 0.80

Series B Warrants (Details)

Series B Warrants (Details) - Series B Warrants - $ / shares	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Class of Warrant or Right [Line Items]
Dividend yield	0.00%	0.00%
Volatility factor	70.00%	70.00%
Risk-free interest rate	1.58%
Expected term (years)	3 years 1 month 24 days
Weighted-average fair value of warrants	$ 0.17	$ 0.13
Minimum
Class of Warrant or Right [Line Items]
Risk-free interest rate		1.11%
Expected term (years)		4 years 1 month 21 days
Maximum
Class of Warrant or Right [Line Items]
Risk-free interest rate		1.29%
Expected term (years)		4 years 1 month 24 days

Series B Warrants (Detail Textu

Series B Warrants (Detail Textuals) - USD ($)	1 Months Ended		3 Months Ended		9 Months Ended
	Jan. 30, 2017	Oct. 31, 2016	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016	Dec. 29, 2016
Class of Warrant or Right [Line Items]
Warrants			$ 982,911		$ 982,911		$ 837,711
Series B warrants			791,813	$ 869,990	791,813	$ 869,990	$ 1,112,308
Change in fair market value at the re-measurement date recorded as non-operating income			$ 281,497	$ (27,665)	$ 320,495	$ 1,584,969
Series C preferred stock
Class of Warrant or Right [Line Items]
Warrant exercise price (in dollars per share)		$ 0.40
Proceeds received from the Series B financing		$ 500,000
Series D preferred stock
Class of Warrant or Right [Line Items]
Warrant exercise price (in dollars per share)							$ 0.25	$ 0.25
Proceeds received from the Series B financing	$ 1,200,000
Series B Warrants
Class of Warrant or Right [Line Items]
Number of warrants issued			6,437,500		6,437,500
Warrant exercise price (in dollars per share)			$ 1.15		$ 1.15
Warrants			$ 2,935,800		$ 2,935,800
Warrants, expiration period					5 years

Subsequent Events (Detail Textu

Subsequent Events (Detail Textuals) - Securities purchase agreement - USD ($)	Nov. 01, 2017	May 03, 2017
Series E Preferred Stock
Subsequent Event [Line Items]
Number of shares sold		1,000,000
Preferred stock, par value (in dollars per share)		$ 0.001
Shares issued, price per share (in dollars per share)		$ 20
Gross proceeds received		$ 20,000,000
Aggregate gross proceeds failed to pay guarantor		$ 20,000,000
Series F preferred stock | Subsequent event
Subsequent Event [Line Items]
Number of shares sold	2,000
Gross proceeds received	$ 2,000,000
Amount of purchase price of each shares	$ 1,000
Common stock at a conversion price per share (in dollars per share)	$ 0.15