Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Nov. 02, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | BIOSIG TECHNOLOGIES, INC. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 16,663,978 | |
Amendment Flag | false | |
Entity Central Index Key | 1,530,766 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true |
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash | $ 7,279,520 | $ 1,547,579 |
Prepaid expenses | 146,287 | 116,938 |
Total current assets | 7,425,807 | 1,664,517 |
Property and equipment, net | 31,584 | 18,716 |
Patents, net | 227,846 | 0 |
Trademarks | 850 | 0 |
Deposits | 61,703 | 17,084 |
Total assets | 7,747,790 | 1,700,317 |
Current liabilities: | ||
Accounts payable and accrued expenses, including $8,924 and $27,375 to related parties as of September 30, 2018 and December 31, 2017, respectively | 463,719 | 473,098 |
Dividends payable | 256,642 | 447,901 |
Warrant liability | 0 | 2,358,240 |
Derivative liability | 0 | 685,922 |
Total current liabilities | 720,361 | 3,965,161 |
Convertible Preferred Stock | 475,000 | 985,000 |
Stockholders' equity (deficit) | ||
Preferred stock | ||
Common stock, $0.001 par value, authorized 200,000,000 shares, 16,337,936 and 11,728,482 issued and outstanding as of September 30, 2018 and December 31, 2017, respectively | 16,338 | 11,728 |
Additional paid in capital | 71,571,401 | 53,233,228 |
Commitments and contingencies | 0 | 29,985 |
Accumulated deficit | (65,035,310) | (56,524,786) |
Total stockholders’ deficit | 6,552,429 | (3,249,844) |
Total liabilities and stockholders’ deficit | 7,747,790 | 1,700,317 |
Series D Preferred Stock [Member] | ||
Current liabilities: | ||
Dividends payable | 540,271 | |
Stockholders' equity (deficit) | ||
Preferred stock | 0 | 1 |
Series E Preferred Stock [Member] | ||
Current liabilities: | ||
Dividends payable | 196,875 | |
Stockholders' equity (deficit) | ||
Preferred stock | $ 0 | $ 0 |
CONDENSED BALANCE SHEETS (Paren
CONDENSED BALANCE SHEETS (Parentheticals) - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
Accounts payable and accrued expenses, related parties (in Dollars) | $ 8,924 | $ 27,375 |
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 16,337,936 | 11,728,482 |
Common stock, shares outstanding | 16,337,936 | 11,728,482 |
Series C Preferred Stock [Member] | ||
Preferred stock, shares issued | 475 | 985 |
Preferred stock, shares outstanding | 475 | 985 |
Preferred stock, liquidation preference (in Dollars) | $ 475,000 | $ 985,000 |
Preferred stock, par value (in Dollars per share) | $ 510,000 | |
Preferred stock, shares authorized | 4,200 | 4,200 |
Series A Preferred Stock [Member] | ||
Preferred stock, shares authorized | 200 | 200 |
Series B Preferred Stock [Member] | ||
Preferred stock, shares authorized | 600 | 600 |
Series D Preferred Stock [Member] | ||
Preferred stock, liquidation preference (in Dollars) | $ 0 | $ 2,001,000 |
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,400 | 1,400 |
Preferred Stock, shares issued | 0 | 1,334 |
Preferred Stock, shares outstanding | 0 | 1,334 |
Series E Preferred Stock [Member] | ||
Preferred stock, liquidation preference (in Dollars) | $ 562,500 | $ 0 |
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000 | 1,000 |
Preferred Stock, shares issued | 375 | 0 |
Preferred Stock, shares outstanding | 375 | 0 |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS (unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Operating expenses: | ||||
Research and development | $ 744,173 | $ 1,124,506 | $ 3,056,101 | $ 3,802,149 |
General and administrative | 2,405,722 | 786,948 | 8,492,070 | 4,020,625 |
Depreciation | 2,977 | 2,834 | 8,806 | 8,900 |
Total operating expenses | 3,152,872 | 1,914,288 | 11,556,977 | 7,831,674 |
Loss from operations | (3,152,872) | (1,914,288) | (11,556,977) | (7,831,674) |
Other income (expense): | ||||
Gain (loss) on change in fair value of derivatives | 0 | 113,724 | 0 | (320,131) |
Interest income | 1,943 | 15 | 2,291 | 69 |
Loss before income taxes | (3,150,929) | (1,800,549) | (11,554,686) | (8,151,736) |
Income taxes (benefit) | 0 | 0 | 0 | 0 |
Net loss | (3,150,929) | (1,800,549) | (11,554,686) | (8,151,736) |
Preferred stock dividend | (194,433) | (22,307) | (780,346) | (68,915) |
NET LOSS AVAILABLE TO COMMON STOCKHOLDERS | $ (3,345,362) | $ (1,822,856) | $ (12,335,032) | $ (8,220,651) |
Net loss per common share, basic and diluted (in Dollars per share) | $ (0.22) | $ (0.17) | $ (0.89) | $ (0.83) |
Weighted average number of common shares outstanding, basic and diluted (in Shares) | 15,529,568 | 10,428,563 | 13,784,553 | 9,905,060 |
CONDENSED STATEMENT OF STOCKHOL
CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) - 9 months ended Sep. 30, 2018 - USD ($) | Preferred Stock [Member]Series D Preferred Stock [Member]Exercise of Warrants [Member] | Preferred Stock [Member]Series D Preferred Stock [Member]Series C Preferred Stock [Member] | Preferred Stock [Member]Series D Preferred Stock [Member]Settlement of Preferred Stock [Member] | Preferred Stock [Member]Series D Preferred Stock [Member]Series D Preferred Stock [Member] | Preferred Stock [Member]Series D Preferred Stock [Member] | Preferred Stock [Member]Series E Preferred Stock [Member]Exercise of Warrants [Member] | Preferred Stock [Member]Series E Preferred Stock [Member]Series C Preferred Stock [Member] | Preferred Stock [Member]Series E Preferred Stock [Member]Settlement of Preferred Stock [Member] | Preferred Stock [Member]Series E Preferred Stock [Member]Series D Preferred Stock [Member] | Preferred Stock [Member]Series E Preferred Stock [Member]Series E Preferred Stock [Member] | Preferred Stock [Member]Series E Preferred Stock [Member] | Common Stock [Member]Series D Preferred Stock [Member]Settlement of Preferred Stock [Member] | Common Stock [Member]Series E Preferred Stock [Member]Settlement of Preferred Stock [Member] | Common Stock [Member]Series C Preferred Stock [Member]Settlement of Preferred Stock [Member] | Common Stock [Member]Exercise of Warrants [Member] | Common Stock [Member]Exercise of Options [Member] | Common Stock [Member]Cashless Exercise of Warrants [Member] | Common Stock [Member]Series C Preferred Stock [Member] | Common Stock [Member]Series D Preferred Stock [Member] | Common Stock [Member]Series E Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member]Series D Preferred Stock [Member]Settlement of Preferred Stock [Member] | Additional Paid-in Capital [Member]Series E Preferred Stock [Member]Settlement of Preferred Stock [Member] | Additional Paid-in Capital [Member]Series C Preferred Stock [Member]Settlement of Preferred Stock [Member] | Additional Paid-in Capital [Member]Exercise of Warrants [Member] | Additional Paid-in Capital [Member]Exercise of Options [Member] | Additional Paid-in Capital [Member]Cashless Exercise of Warrants [Member] | Additional Paid-in Capital [Member]Series C Preferred Stock [Member] | Additional Paid-in Capital [Member]Series D Preferred Stock [Member] | Additional Paid-in Capital [Member]Series E Preferred Stock [Member] | Additional Paid-in Capital [Member] | Common Stock Subscription [Member]Series D Preferred Stock [Member]Settlement of Preferred Stock [Member] | Common Stock Subscription [Member]Series C Preferred Stock [Member]Settlement of Preferred Stock [Member] | Common Stock Subscription [Member]Exercise of Warrants [Member] | Common Stock Subscription [Member]Series C Preferred Stock [Member] | Common Stock Subscription [Member]Series D Preferred Stock [Member] | Common Stock Subscription [Member]Series E Preferred Stock [Member] | Common Stock Subscription [Member] | Retained Earnings [Member]Series D Preferred Stock [Member]Settlement of Preferred Stock [Member] | Retained Earnings [Member]Series C Preferred Stock [Member]Settlement of Preferred Stock [Member] | Retained Earnings [Member]Exercise of Warrants [Member] | Retained Earnings [Member]Series C Preferred Stock [Member] | Retained Earnings [Member]Series D Preferred Stock [Member] | Retained Earnings [Member] | Series D Preferred Stock [Member]Settlement of Preferred Stock [Member] | Series E Preferred Stock [Member]Settlement of Preferred Stock [Member] | Series C Preferred Stock [Member]Settlement of Preferred Stock [Member] | Exercise of Warrants [Member] | Exercise of Options [Member] | Cashless Exercise of Warrants [Member] | Series C Preferred Stock [Member] | Series D Preferred Stock [Member] | Total |
Balance at Dec. 31, 2017 | $ 1 | $ 11,728 | $ 53,233,228 | $ 29,985 | $ (56,524,786) | $ (3,249,844) | |||||||||||||||||||||||||||||||||||||||||||||||
Balance (in Shares) at Dec. 31, 2017 | 1,334 | 0 | 11,728,482 | 11,728,482 | |||||||||||||||||||||||||||||||||||||||||||||||||
Fair value of warrant issued to acquire research and development | $ 0 | $ 0 | $ 0 | 0 | 0 | 3,044,162 | $ 3,044,162 | ||||||||||||||||||||||||||||||||||||||||||||||
Common stock issued for services | $ 0 | $ 0 | $ 621 | 2,768,179 | 0 | 0 | 2,768,800 | ||||||||||||||||||||||||||||||||||||||||||||||
Common stock issued for services (in Shares) | 0 | 0 | 620,400 | ||||||||||||||||||||||||||||||||||||||||||||||||||
Sale of common stock | $ 0 | $ 0 | $ 2,123 | 9,167,583 | (29,985) | 0 | 9,139,721 | ||||||||||||||||||||||||||||||||||||||||||||||
Sale of common stock (in Shares) | 0 | 0 | 2,123,078 | 140,001 | 18,872 | ||||||||||||||||||||||||||||||||||||||||||||||||
Sale of Series D preferred stock | $ 0 | $ 1 | $ 0 | 1,492,968 | 0 | 0 | 1,492,969 | ||||||||||||||||||||||||||||||||||||||||||||||
Sale of Series D preferred stock (in Shares) | 0 | 1,000 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
Common stock issued upon exercise of warrants, conversion of preferred stock and accrued dividends | $ 0 | $ 0 | $ 0 | $ (1) | $ 0 | $ 0 | $ 0 | $ 0 | $ (1) | $ 158 | $ 42 | $ 56 | $ 531 | $ 140 | $ 19 | $ 136 | $ 534 | $ 250 | $ 540,113 | $ 196,833 | $ 234,403 | $ 2,019,811 | $ 615,460 | $ (19) | $ 509,864 | $ (533) | $ (249) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 540,271 | $ 196,875 | $ 234,459 | $ 2,020,342 | $ 615,600 | $ 510,000 | $ 0 | ||||||||
Common stock issued upon exercise of warrants, conversion of preferred stock and accrued dividends (in Shares) | 0 | 0 | 0 | (1,334) | 0 | 0 | 0 | 0 | (625) | 158,365 | 42,356 | 56,000 | 530,780 | 140,001 | 18,872 | 136,002 | 533,600 | 250,000 | |||||||||||||||||||||||||||||||||||
Stock based compensation | $ 0 | $ 0 | $ 0 | 1,574,106 | 0 | 0 | 1,574,106 | ||||||||||||||||||||||||||||||||||||||||||||||
Preferred Stock dividend | 0 | 0 | 0 | (780,346) | 0 | 0 | (780,346) | ||||||||||||||||||||||||||||||||||||||||||||||
Net loss | $ 0 | $ 0 | 0 | 0 | 0 | (11,554,686) | (11,554,686) | ||||||||||||||||||||||||||||||||||||||||||||||
Balance at Sep. 30, 2018 | $ 16,338 | $ 71,571,401 | $ 0 | $ (65,035,310) | $ 6,552,429 | ||||||||||||||||||||||||||||||||||||||||||||||||
Balance (in Shares) at Sep. 30, 2018 | 375 | 16,337,936 | 16,337,936 |
CONDENSED STATEMENT OF STOCKH_2
CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) (Parentheticals) | Sep. 30, 2018$ / shares |
Common Stock [Member] | Exercise of Warrants [Member] | |
Conversion of preferred stock | $ 3.81 |
Common Stock [Member] | Exercise of Options [Member] | |
Conversion of preferred stock | 4.40 |
Common Stock [Member] | Series C Preferred Stock [Member] | |
Common stock issued | 3.75 |
Common Stock [Member] | Series C Preferred Stock [Member] | Settlement of Preferred Stock [Member] | |
Conversion of preferred stock | 4.19 |
Common Stock [Member] | Series D Preferred Stock [Member] | Settlement of Preferred Stock [Member] | |
Conversion of preferred stock | 3.41 |
Common Stock [Member] | Series E Preferred Stock [Member] | Settlement of Preferred Stock [Member] | |
Conversion of preferred stock | 4.65 |
Preferred Stock [Member] | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | |
Common stock issued | 3.75 |
Preferred Stock [Member] | Series E Preferred Stock [Member] | Series E Preferred Stock [Member] | |
Conversion of preferred stock | $ 3.75 |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (11,554,686) | $ (8,151,736) |
Adjustments to reconcile net loss to cash used in operating activities: | ||
Depreciation and amortization | 8,806 | 8,900 |
Equipment distribution as officer compensation | 0 | 3,210 |
Change in derivative liabilities | 0 | 320,131 |
Equity based compensation | 4,342,906 | 1,139,481 |
Fair value of issued warrant to acquire research and development | 0 | 543,927 |
Changes in operating assets and liabilities: | ||
Prepaid expenses | (29,349) | (16,219) |
Security deposit | (44,619) | 8,139 |
Accounts payable and accrued expenses | (10,783) | 930,110 |
Deferred rent payable | 1,404 | (1,609) |
Net cash used in operating activities | (7,286,321) | (5,215,666) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Payments of patent costs | (227,846) | 0 |
Payment of trademark costs | (850) | 0 |
Purchase of property and equipment | (21,674) | (6,788) |
Net cash used in investing activity | (250,370) | (6,788) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from sale of common stock | 9,139,721 | 4,120,904 |
Proceeds from sale of Series E preferred stock | 1,492,969 | 0 |
Proceeds from exercise of warrants | 2,020,342 | 0 |
Proceeds from exercise of options | 615,600 | 0 |
Proceeds from common stock subscription | 0 | 279,940 |
Net cash provided by financing activities | 13,268,632 | 4,400,844 |
Net increase (decrease) in cash and cash equivalents | 5,731,941 | (821,610) |
Cash and cash equivalents, beginning of the period | 1,547,579 | 1,055,895 |
Cash and cash equivalents, end of the period | 7,279,520 | 234,285 |
Supplemental disclosures of cash flow information: | ||
Cash paid during the period for interest | 0 | 0 |
Cash paid during the period for income taxes | 0 | 0 |
Series C Preferred Stock [Member] | ||
Non cash investing and financing activities: | ||
Common stock issued upon conversion preferred stock and accrued dividends | 744,459 | 116,868 |
Series D Preferred Stock [Member] | ||
Non cash investing and financing activities: | ||
Common stock issued upon conversion preferred stock and accrued dividends | 540,271 | 0 |
Series E Preferred Stock [Member] | ||
Non cash investing and financing activities: | ||
Common stock issued upon conversion preferred stock and accrued dividends | 196,875 | |
Embedded Derivative Financial Instruments [Member] | ||
Non cash investing and financing activities: | ||
Reclassify of derivative liability to equity | 0 | 20,757 |
Upon Adoption of ASU 2017-11 [Member] | ||
Non cash investing and financing activities: | ||
Reclassify of derivative liability to equity | $ 3,044,162 | $ 0 |
NOTE 1 - NATURE OF OPERATIONS A
NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure Text Block [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | NOTE 1 – NATURE OF OPERATIONS AND BASIS OF PRESENTATION BioSig Technologies Inc. (the “Company”) was initially incorporated on February 24, 2009 under the laws of the State of Nevada and subsequently re-incorporated in the state of Delaware in 2011. The Company is principally devoted to improving the quality of cardiac recordings obtained during EP studies and catheter ablation procedures. The Company has not generated any revenue to date and consequently its operations are subject to all risks inherent in the establishment of a new business enterprise. The unaudited condensed interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The condensed balance sheet as of December 31, 2017 has been derived from audited financial statements. Operating results for the three and nine months ended September 30, 2018 are not necessarily indicative of results that may be expected for the year ending December 31, 2018. These condensed financial statements should be read in conjunction with the audited financial statements for the year ended December 31, 2017 filed with the Company’s Form 10-K/A with the Securities and Exchange Commission on March 26, 2018. Effective September 10, 2018, the Company amended its Articles of Incorporation to implement a reverse stock split in the ratio of 1 share for every 2.5 shares of common stock. As a result, 40,333,758 shares of the Company’s common stock were exchanged for 16,133,544 shares of the Company's common stock. These financial statements have been retroactively restated to reflect the reverse stock split. (See Note 8) |
NOTE 2 - GOING CONCERN AND MANA
NOTE 2 - GOING CONCERN AND MANAGEMENT'S LIQUIDITY PLANS | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Substantial Doubt about Going Concern [Text Block] | NOTE 2 – GOING CONCERN AND MANAGEMENT’S LIQUIDITY PLANS As of September 30, 2018, the Company had cash of $7,279,520 and working capital of $6,705,446. The Company raised approximately $1,500,000 through the sale of Series E preferred stock and warrants, $9,100,000 through the sale of common stock and warrants and $2,600,000 from the exercise of previously issued options and warrants during the nine months ended September 30, 2018 and approximately $197,000 subsequent to September 30, 2018 (See Note 13). During the nine months ended September 30, 2018, the Company used net cash in operating activities of $7,286,321. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. Management believes that the Company has sufficient funds to meet its research and development and other funding requirements for at least the next 8 months. The Company’s primary source of operating funds since inception has been cash proceeds from private placements of common and preferred stock. The Company has experienced net losses and negative cash flows from operations since inception and expects these conditions to continue for the foreseeable future. The Company will require additional financing to fund future operations. Further, the Company does not have any commercial products available for sale and there is no assurance that the Company will be able to generate cash flow to fund operations. In addition, there can be no assurance that the Company’s research and development will be successfully completed or that any product will be approved or commercially viable. Accordingly, the accompanying financial statements have been prepared in conformity with U.S. GAAP, which contemplates continuation of the Company as a going concern and the realization of assets and satisfaction of liabilities in the normal course of business. The carrying amounts of assets and liabilities presented in the financial statements do not necessarily purport to represent realizable or settlement values. The condensed financial statements do not include any adjustment that might result from the outcome of this uncertainty. |
NOTE 3 - SUMMARY OF SIGNIFICANT
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of estimates The preparation of financial statements in conformity with Generally Accepted Accounting Principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the recoverability and useful lives of long-lived assets, the fair value of the Company’s stock, stock-based compensation and the valuation allowance related to deferred tax assets. Actual results may differ from these estimates. Fair Value of Financial Instruments Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825-10”) requires disclosure of the fair value of certain financial instruments. The carrying value of cash and cash equivalents, accounts payable and accrued liabilities as reflected in the balance sheets, approximate fair value because of the short-term maturity of these instruments. All other significant financial assets, financial liabilities and equity instruments of the Company are either recognized or disclosed in the financial statements together with other information relevant for making a reasonable assessment of future cash flows, interest rate risk and credit risk. Where practicable the fair values of financial assets and financial liabilities have been determined and disclosed; otherwise only available information pertinent to fair value has been disclosed. The Company follows Accounting Standards Codification subtopic 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”) and Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825-10”), which permits entities to choose to measure many financial instruments and certain other items at fair value. Derivative Instrument Liability The Company accounts for derivative instruments in accordance with ASC 815, which establishes accounting and reporting standards for derivative instruments and hedging activities, including certain derivative instruments embedded in other financial instruments or contracts and requires recognition of all derivatives on the balance sheet at fair value, regardless of hedging relationship designation. Accounting for changes in fair value of the derivative instruments depends on whether the derivatives qualify as hedge relationships and the types of relationships designated are based on the exposures hedged. At September 30, 2018 and December 31, 2017, the Company did not have any derivative instruments that were designated as hedges. At September 30, 2018 and December 31, 2017, the Company had outstanding preferred stock and warrants that contained embedded derivatives. These embedded derivatives include certain conversion features and reset provisions (See Note 6 and Note 7). Research and development costs The Company accounts for research and development costs in accordance with the Accounting Standards Codification subtopic 730-10, Research and Development (“ASC 730-10”). Under ASC 730-10, all research and development costs must be charged to expense as incurred. Accordingly, internal research and development costs are expensed as incurred. Third-party research and developments costs are expensed when the contracted work has been performed or as milestone results have been achieved. Company-sponsored research and development costs related to both present and future products are expensed in the period incurred. The Company incurred research and development expenses of $744,173 and $3,056,101 for the three and nine months ended September 30, 2018; and $1,124,506 and $3,802,149 for the three and nine months ended September 30, 2017, respectively. Net Income (loss) Per Common Share The Company computes earnings (loss) per share under Accounting Standards Codification subtopic 260-10, Earnings Per Share (“ASC 260-10”). Net loss per common share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per share, if presented, would include the dilution that would occur upon the exercise or conversion of all potentially dilutive securities into common stock using the “treasury stock” and/or “if converted” methods as applicable. The computation of basic and diluted loss per share as of September 30, 2018 and 2017 excludes potentially dilutive securities when their inclusion would be anti-dilutive, or if their exercise prices were greater than the average market price of the common stock during the period. Potentially dilutive securities excluded from the computation of basic and diluted net income (loss) per share are as follows: September 30, 2018 September 30, 2017 Series C convertible preferred stock 126,667 262,667 Series E convertible preferred stock 150,000 - Options to purchase common stock 3,358,130 2,731,769 Warrants to purchase common stock 5,070,018 4,552,233 Totals 8,704,815 7,546,669 Stock Based Compensation The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. For employees and directors, the fair value of the award is measured on the grant date and for non-employees, the fair value of the award is generally re-measured on vesting dates and interim financial reporting dates until the service period is complete. The fair value amount is then recognized over the period during which services are required to be provided in exchange for the award, usually the vesting period. As of September 30, 2018, the Company had 3,358,130 options outstanding to purchase shares of common stock, of which 3,069,996 were vested. As of December 31, 2017, there were outstanding stock options to purchase 3,404,131 shares of common stock, 2,938,995 shares of which were vested. Income Taxes The Company follows Accounting Standards Codification subtopic 740-10, Income Taxes (“ASC 740-10”) for recording the provision for income taxes. Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax expenses or benefits are based on the changes in the asset or liability during each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change. Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as non-current. Patents, net The Company capitalizes certain initial asset costs in connection with patent applications including registration, documentation and other professional fees associated with the application. Patent costs incurred prior to the Company’s U.S. Food and Drug Administration (“FDA”) 510 (k) application on March 28, 2018 were charged to research and development expense as incurred. Commencing upon patent approval, capitalized costs will be amortized to expense using the straight-line method over the lesser of the legal patent term or the estimated life of the product. Registration Rights On February 16, 2018, in connection with the Company’s private placement of Series E Preferred Stock and warrants, the Company also entered into a registration rights agreement (the “Registration Rights Agreement”) whereby the Company agreed to file a registration statement with the Securities and Exchange Commission (the “SEC”) within 90 days of the closing of the transactions contemplated by the Purchase Agreement (the “Filing Date”) covering the resale of (a) all shares of Common Stock Issuable upon conversion of the Preferred Shares, (b) all shares of Common Stock issuable upon exercise of the Warrants, (c) all other shares of Common Stock issued pursuant to any transaction documents which have been, or which may, from time to time be issued or become issuable to the Investors under the Transaction Documents (without regard to any limitation or restriction on purchases), and (d) any securities issued or then issuable upon any stock split, dividend or other distribution, recapitalization or similar event (“Registrable Securities”), not then registered. The Company will use its reasonable best efforts to keep the registrations statement effective pursuant to Rule 415 under the Securities Act until the earlier of (i) the date on which the Investors shall have sold all the Registrable Securities covered thereby and (ii) that date that all Registrable Securities may be sold pursuant to Rule 144 without any public information requirement or volume or manner of sale limitations. The Company has estimated the liability under the registration rights agreement at $-0- as of September 30, 2018. Adoption of Accounting Standards In July 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480), Derivatives and Hedging (Topic 815). The amendments in Part I of this Update change the classification analysis of certain equity-linked financial instruments (or embedded features) with down round features. When determining whether certain financial instruments should be classified as liabilities or equity instruments, a down round feature no longer precludes equity classification when assessing whether the instrument is indexed to an entity’s own stock. The amendments also clarify existing disclosure requirements for equity-classified instruments. As a result, a freestanding equity-linked financial instrument (or embedded conversion option) no longer would be accounted for as a derivative liability at fair value as a result of the existence of a down round feature. For freestanding equity classified financial instruments, the amendments require entities that present earnings per share (EPS) in accordance with Topic 260 to recognize the effect of the down round feature when it is triggered. That effect is treated as a dividend and as a reduction of income available to common shareholders in basic EPS. Convertible instruments with embedded conversion options that have down round features are now subject to the specialized guidance for contingent beneficial conversion features (in Subtopic 470-20, Debt—Debt with Conversion and Other Options), including related EPS guidance (in Topic 260). The amendments in Part II of this Update recharacterize the indefinite deferral of certain provisions of Topic 480 that now are presented as pending content in the Codification, to a scope exception. Those amendments do not have an accounting effect. For public business entities, the amendments in Part I of this Update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted for all entities, including adoption in an interim period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. On January 1, 2018, the Company adopted ASU 2017-11 and accordingly reclassified the fair value of the reset provisions embedded in previously issued Series C Preferred stock, Series D Preferred stock and certain warrants with embedded anti-dilutive provisions from liability to equity in aggregate of $3,044,162. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2014-09 “Revenue from Contracts with Customers” to supersede previous revenue recognition guidance under current U.S. GAAP. The guidance presents a single five-step model for comprehensive revenue recognition that requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Two options are available for implementation of the standard which is either the retrospective approach or cumulative effect adjustment approach. The guidance becomes effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period, with early adoption permitted. The Company adopted ASU 2014-09 using the modified retrospective transition method in the first quarter of 2018. In February 2016, the FASB issued ASU 2016-02—Leases (Topic 842), requiring lessees to recognize a right-of-use asset and a lease liability on the balance sheet for all leases except for short-term leases. For lessees, leases will continue to be classified as either operating or finance leases in the income statement. The effective date of the new standard for public companies is for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early adoption is permitted. The new standard must be adopted using a modified retrospective transition and requires application of the new guidance at the beginning of the earliest comparative period presented. The Company is evaluating the effect that the updated standard will have on its financial statements and related disclosures. In August 2016, the FASB issued ASU 2016-15—Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 provides guidance for eight specific cash flow issues with respect to how cash receipts and cash payments are classified in the statements of cash flows, with the objective of reducing diversity in practice. The effective date for ASU 2016-15 is for annual periods beginning after December 15, 2017 and interim periods within those fiscal years. Early adoption is permitted. The Company adopted ASU 2016-15 in the first quarter of 2018 and such adoption did not have a material impact on the Company. In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350). The amendments in this update simplify the test for goodwill impairment by eliminating Step 2 from the impairment test, which required the entity to perform procedures to determine the fair value at the impairment testing date of its assets and liabilities following the procedure that would be required in determining fair value of assets acquired and liabilities assumed in a business combination. The amendments in this update are effective for public companies for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. We are evaluating the impact of adopting this guidance on our financial statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805); Clarifying the Definition of a Business. The amendments in this update clarify the definition of a business to help companies evaluate whether transactions should be accounted for as acquisitions or disposals of assets or businesses. The amendments in this update are effective for public companies for annual periods beginning after December 15, 2017, including interim periods within those periods. The Company adopted ASU 2017-01 in the first quarter of 2018 and such adoption did not have a material impact on the Company. There are various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on the Company’s financial position, results of operations or cash flows. Subsequent Events The Company evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the condensed financial statements, except as disclosed. |
NOTE 4 - PROPERTY AND EQUIPMENT
NOTE 4 - PROPERTY AND EQUIPMENT | 9 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | NOTE 4 – PROPERTY AND EQUIPMENT Property and equipment as of September 30, 2018 and December 31, 2017 is summarized as follows: September 30, 2018 December 31, 2017 Computer equipment $ 93,818 $ 87,059 Furniture and fixtures 27,890 12,975 Subtotal 121,708 100,034 Less accumulated depreciation (90,124 ) (81,318 ) Property and equipment, net $ 31,584 $ 18,716 Property and equipment are stated at cost and depreciated using the straight-line method over their estimated useful lives of 3 to 5 years. When retired or otherwise disposed, the related carrying value and accumulated depreciation are removed from the respective accounts and the net difference less any amount realized from disposition, is reflected in earnings. Depreciation expense was $2,977 and $8,806 for the three and nine months ended September 30, 2018; and $2,834 and $8,900 for the three and nine months ended September 30, 2017, respectively. |
NOTE 5 - ACCOUNTS PAYABLE AND A
NOTE 5 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 9 Months Ended |
Sep. 30, 2018 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | NOTE 5 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses at September 30, 2018 and December 31, 2017 consist of the following: September 30, 2018 December 31, 2017 Accrued accounting and legal $ 62,512 $ 93,595 Accrued reimbursements and travel 22,976 2,600 Accrued consulting 48,748 109,059 Accrued research and development expenses 311,670 246,030 Accrued office and other 2,506 7,912 Deferred rent 1,974 569 Accrued settlement related to arbitration 13,333 13,333 $ 463,719 $ 473,098 |
NOTE 6 - SERIES C 9% CONVERTIBL
NOTE 6 - SERIES C 9% CONVERTIBLE PREFERRED STOCK | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure Text Block Supplement [Abstract] | |
Preferred Stock [Text Block] | NOTE 6 – SERIES C 9% CONVERTIBLE PREFERRED STOCK On January 9, 2013, the Board of Directors authorized the issuance of up to 4,200 shares of 9% Series C Convertible Preferred Stock (the “Series C Preferred Stock”). The Series C Preferred Stock is entitled to preference over holders of junior stock upon liquidation in the amount of $1,000 plus any accrued and unpaid dividends; entitled to dividends as a preference to holders of junior stock at a rate of 9% per annum of the stated value of $1,000 per share, payable quarterly beginning on September 30, 2013 and are cumulative. The holders of the Series C Preferred Stock vote together with the holders of our common stock on an as-converted basis, but may not vote the Series C Preferred Stock in excess of the beneficial ownership limitation of the Series C Preferred Stock. The beneficial ownership limitation is 4.99% of our then outstanding shares of common stock following such conversion or exercise, which may be increased to up to 9.99% of our then outstanding shares of common stock following such conversion or exercise upon the request of an individual holder. The beneficial ownership limitation is determined on an individual holder basis, such that the as-converted number of shares of one holder is not included in the shares outstanding when calculating the limitation for a different holder. In connection with the sale of the Series C preferred stock, the Company issued an aggregate of 532,251 warrants to purchase the Company’s common stock at $6.53 per share expiring five years from the initial exercise date. The warrants contain full ratchet anti-dilution price protection upon the issuance of equity or equity-linked securities at an effective common stock purchase price of less than $6.53 per share as well as other customary anti-dilution protection. The warrants are exercisable for cash; or if at any time after six months from the issuance date, there is no effective registration statement registering the resale, or no current prospectus available for the resale, of the shares of common stock underlying the warrants, the warrants may be exercised by means of a “cashless exercise”. As a result of an amendment to the conversion price of our Series C Preferred Stock, the full-ratchet anti-dilution protection provision of the warrants decreased the exercise price of the warrants from $6.53 per share to $3.75 per share and increased the aggregate number of shares issuable under the warrants to 926,121. In February 2018, the Company issued 3,968 shares of its common stock in exchange for 10 shares of the Company’s Series C Preferred Stock and accrued dividends. In March 2018, the Company issued 4,004 shares of its common stock in exchange for 10 shares of the Company’s Series C Preferred Stock and accrued dividends. In April 2018, the Company issued 140,408 shares of its common stock in exchange for 370 shares of the Company’s Series C Preferred Stock and accrued dividends. In May 2018, the Company issued 7,587 shares of its common stock in exchange for 20 shares of the Company’s Series C Preferred Stock and accrued dividends. In July 2018, the Company issued 36,035 shares of its common stock in exchange for 100 shares of the Company’s Series C Preferred Stock and accrued dividends. In summary, the Company issued an aggregate of 192,002 shares of its common stock in exchange for 510 shares of the Company’s Series C Preferred stock (stated value of $510,000) and $234,459 accrued dividends for the nine months ended September 30, 2018. Series C Preferred Stock issued and outstanding totaled 475 and 985 as of September 30, 2018 and December 31, 2017, respectively. As of September 30, 2018 and December 31, 2017, the Company has accrued $232,262 and $419,283 dividends payable on the Series C Preferred Stock. |
NOTE 7 - WARRANT AND DERIVATIVE
NOTE 7 - WARRANT AND DERIVATIVE LIABILITIES | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure Text Block [Abstract] | |
Derivatives and Fair Value [Text Block] | NOTE 7 – WARRANT AND DERIVATIVE LIABILITIES Series C 9% Convertible Preferred Stock and related warrants At the time of issuance and until March 31, 2015, the Company determined that the anti-dilutive provisions embedded in the Series C Preferred Stock and related warrants (see Note 6) did not meet the defined criteria of a derivative in such that the net settlement requirement of delivery of common shares does not meet the “readily convertible to cash” as described in Accounting Standards Codification 815 and therefore bifurcation was not required. There was no established market for the Company’s common stock. As of March 31, 2015, the Company determined a market had been established for the Company’s common stock and accordingly, reclassified from equity to liability treatment the fair value of the embedded reset provisions of the Series C Preferred Stock and warrants of $1,242,590 and $4,097,444, respectively. The Company valued the reset provisions of the Series C Preferred Stock and warrants in accordance with ASC 470-20 using the Multinomial Lattice pricing model and the following assumptions: estimated contractual terms, a risk free interest rate of 0.56% to 0.89%, a dividend yield of 0%, and volatility of 141%. Series D Convertible Preferred Stock and related warrants At issuance, the Company determined that certain anti-dilutive provisions embedded in the Series D Preferred Stock and related warrants (see Note 8) met the defined criteria of a derivative and accordingly, reclassified from equity to liability the determined fair value of the embedded reset provisions of the Series D Preferred Stock and warrants of $397,162 and $652,054, respectively. The Company valued the reset provisions of the Series D Preferred Stock and warrants in accordance with ASC 470-20 using the Multinomial Lattice pricing model and the following assumptions: estimated contractual terms, a risk free interest rate of 1.74%, a dividend yield of 0%, and volatility of 130%. At December 31, 2017, the Company marked to market the fair value of the reset provisions of the Preferred Stock and warrants and determined fair values of $685,922 and $2,358,240, respectively. The fair values of the embedded derivatives were determined using the Multinomial Lattice pricing model and the following assumptions: estimated contractual term of 1.43 to 3.36 years, a risk free interest rate of 1.39% to 1.89%, a dividend yield of 0%, and volatility of 131%. On January 1, 2018, the Company adopted ASU 2017-11 and according reclassified the fair value of the reset provisions embedded in previously issued Series C Preferred stock, Series D Preferred stock and certain warrants with embedded anti-dilutive provisions from liability to equity in aggregate of $3,044,162. |
NOTE 8 - STOCKHOLDER EQUITY
NOTE 8 - STOCKHOLDER EQUITY | 9 Months Ended |
Sep. 30, 2018 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 8 – STOCKHOLDER EQUITY Preferred stock The Company is authorized to issue 1,000,000 shares of $0.001 par value preferred stock. As of September 30, 2018 and December 31, 2017, the Company has authorized 200 shares of Series A preferred stock, 600 shares of Series B preferred stock, 4,200 shares of Series C Preferred Stock, 1,400 shares of Series D Preferred Stock and (2018) 1,000 shares of Series E Preferred Stock. As of September 30, 2018 and December 31, 2017, there were no outstanding shares of Series A and Series B preferred stock. Series C Preferred Stock In February 2018, the Company issued 3,938 shares of its common stock in exchange for 10 shares of the Company’s Series C Preferred Stock and accrued dividends. In March 2018, the Company issued 4,004 shares of its common stock in exchange for 10 shares of the Company’s Series C Preferred Stock and accrued dividends. In April 2018, the Company issued 140,408 shares of its common stock in exchange for 370 shares of the Company’s Series C Preferred Stock and accrued dividends. In May 2018, the Company issued 7,587 shares of its common stock in exchange for 20 shares of the Company’s Series C Preferred Stock and accrued dividends. In July 2018, the Company issued 36,035 shares of its common stock in exchange for 100 shares of the Company’s Series C Preferred Stock and accrued dividends. In summary, the Company issued an aggregate of 192,002 shares of its common stock in exchange for 510 shares of the Company’s Series C Preferred stock (stated value of $510,000) and $234,459 accrued dividends for the nine months ended September 30, 2018. Series D Preferred Stock In January 2018, the Company issued an aggregate of 94,364 shares of its common stock in exchange for 180 shares of the Company’s Series D Preferred Stock and accrued dividends. In February 2018, the Company issued an aggregate of 52,573 shares of its common stock in exchange for 100 shares of the Company’s Series D Preferred Stock and accrued dividends. In March 2018, the Company issued an aggregate of 195,692 shares of its common stock in exchange for 367 shares of the Company’s Series D Preferred Stock and accrued dividends. In April 2018, the Company issued an aggregate of 230,936 shares of its common stock in exchange for 454 shares of the Company’s Series D Preferred Stock and accrued dividends. In May 2018, the Company issued an aggregate of 104,684 shares of its common stock in exchange for 206 shares of the Company’s Series D Preferred Stock and accrued dividends. In June 2018, the Company issued an aggregate of 13,716 shares of its common stock in exchange for 27 shares of the Company’s Series D Preferred Stock and accrued dividends. In summary, the Company issued an aggregate of 691,965 shares of its common stock in exchange for 1,334 shares of the Company’s Series D Preferred stock (stated value of $2,001,000) and $540,271 accrued dividends for the nine months ended September 30, 2018. Series E Preferred Stock On February 16, 2018, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain institutional accredited investors (the “Investors”), pursuant to which the Company sold to the Investors an aggregate of 1,000 shares (the “Preferred Shares”) of its Series E Preferred Stock, par value $0.001 per share, and warrants to purchase an aggregate of 200,000 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at an exercise price of $3.75 per share (the “Warrants”), in exchange for aggregate consideration of $1,492,969, net of transaction expenses of $7,031 (the “Transaction”). The Purchase Agreement contains representations and warranties of the Company and the Investors that are typical for transactions of this type. The Purchase Agreement also contains covenants on the part of the Company that are typical for transactions of this type. For a period of twelve months after the closing date of Transaction, the Investors are entitled to a right of first refusal (the “ROFR”) with respect to subsequent sales of securities by the Company (other than with respect to issuances of Excluded Securities (as defined in the Purchase Agreement)) Pursuant to the ROFR, each Investor will have the opportunity to elect to purchase its pro rata portion of thirty percent (30%) of any securities being offered by the Company in the subsequent offering. In connection with the entry into the Purchase Agreement, the Investors and the Company also entered into a registration rights agreement (the “Registration Rights Agreement”) whereby the Company agreed to file a registration statement with the Securities and Exchange Commission (the “SEC”) within 90 days of the closing of the transactions contemplated by the Purchase Agreement (the “Filing Date”) covering the resale of (a) all shares of Common Stock Issuable upon conversion of the Preferred Shares, (b) all shares of Common Stock issuable upon exercise of the Warrants, (c) all other shares of Common Stock issued pursuant to any transaction documents which have been, or which may, from time to time be issued or become issuable to the Investors under the Transaction Documents (without regard to any limitation or restriction on purchases), and (d) any securities issued or then issuable upon any stock split, dividend or other distribution, recapitalization or similar event (“Registrable Securities”), not then registered. The Company will use its reasonable best efforts to keep the registrations statement effective pursuant to Rule 415 under the Securities Act until the earlier of (i) the date on which the Investors shall have sold all the Registrable Securities covered thereby and (ii) that date that all Registrable Securities may be sold pursuant to Rule 144 without any public information requirement or volume or manner of sale limitations. The Warrants are exercisable immediately and expire on August 16, 2021, and have an exercise price of $4.38 per share. The Warrants include a “full ratchet” anti-dilution adjustment in the event that the Company issues any common stock or common stock equivalent at a per share price lower than the applicable exercise price then in effect. As a result of sale of the Company’s common stock in April 2018, the full-ratchet anti-dilution protection provision of the warrants decreased the exercise price of the warrants from $4.38 per share to $3.75 per share and increased the aggregate number of shares issuable under the warrants from 200,000 to 233,334. In connection with its entry into the Purchase Agreement, on February 14, 2018, the Company entered into a consent agreement (the “Consent”) with the holders of the Company’s Series D Convertible Preferred Stock (the “Series D Holders”). Pursuant to the Consent, the Series D Holders consented to the Transaction and are entitled at any time on or before April 17, 2018, to elect to receive the more favorable terms of the Transaction. In consideration for their entry into the Consent, the Company issued to the Series D Holders warrants to purchase up to an aggregate of 40,000 shares of Common Stock (the “Consent Warrants”). The Consent Warrants are exercisable immediately and expire on February 14, 2021, and have an exercise price of $3.75 per share. The Consent Warrants include a “full ratchet” anti-dilution adjustment in the event that the Company issues any common stock or common stock equivalent at a per share price lower than the applicable exercise price then in effect. In August 2018, the Company issued an aggregate of 141,852 shares of its common stock in exchange for 307 shares of the Company’s Series E Preferred Stock and accrued dividends. In September 2018, the Company issued an aggregate of 150,504 shares of its common stock in exchange for 318 shares of the Company’s Series E Preferred Stock and accrued dividends. In summary, the Company issued an aggregate of 292,356 shares of its common stock in exchange for 625 shares of the Company’s Series D Preferred stock (stated value of $937,500) and $196,875 accrued dividends for the nine months ended September 30, 2018. Common stock On September 10, 2018, the Company amended its Articles of Incorporation to implement a reverse stock split in the ratio of 1 share for every 2.5 shares of common stock. No fractional shares were issued from such aggregation of common stock, upon the reverse split; any fractional share was rounded up and converted to the nearest whole share of common stock. As a result, 40,333,758 of the Company’s common stock were exchanged for 16,133,544 of the Company's common stock resulting in the transfer of $24,200 from common stock to additional paid in capital. These financial statements have been retroactively restated to reflect the reverse stock split. The Company is authorized to issue 200,000,000 shares of $0.001 par value common stock. As of September 30, 2018 and December 31, 2017, the Company had 16,337,936 and 11,728,482 shares issued and outstanding, respectively. During the nine months ended September 30, 2018, the Company issued 620,400 shares of its common stock for services totaling $2,768,800 ($4.46 per share). During the nine months ended September 30, 2018, the Company entered into securities purchase agreements with investors pursuant to which the Company issued 2,115,078 shares of common stock and 1,090,040 warrants for aggregate proceeds of $9,139,721. During the nine months ended September 30, 2018, the Company issued 8,000 shares of common stock and 4,000 warrants for a previously received common stock subscription of $29,985. During the nine months ended September 30, 2018, the Company issued 530,780 shares of common stock in exchange for proceeds of $2,020,342 from the exercise of warrants. During the nine months ended September 30, 2018, the Company issued 18,872 shares of common stock in exchange for the exercise of 101,283 cashless exercises of warrants. During the nine months ended September 30, 2018, the Company issued 140,001 shares of common stock in exchange for proceeds of $615,600 from the exercise of options. |
NOTE 9 - OPTIONS AND WARRANTS
NOTE 9 - OPTIONS AND WARRANTS | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure Text Block Supplement [Abstract] | |
Shareholders' Equity and Share-based Payments [Text Block] | NOTE 9 – OPTIONS AND WARRANTS Options On October 19, 2012, the Company’s Board of Directors approved the 2012 Equity Incentive Plan (“the “Plan) and terminated the Long-Term Incentive Plan (the “2011 Plan”). The Plan provides for the issuance of options to purchase up to 15,186,123 (as amended) shares of the Company’s common stock to officers, directors, employees and consultants of the Company (as amended). Under the terms of the Plan the Company may issue Incentive Stock Options as defined by the Internal Revenue Code to employees of the Company only and nonstatutory options. The Board of Directors of the Company or a committee thereof administers the Plan and determines the exercise price, vesting and expiration period of the grants under the Plan. However, the exercise price of an Incentive Stock Option should not be less than 110% of fair value of the common stock at the date of the grant for a 10% or more stockholder and 100% of fair value for a grantee who is not 10% stockholder. The fair value of the common stock is determined based on the quoted market price or in absence of such quoted market price, by the administrator in good faith. Additionally, the vesting period of the grants under the Plan will be determined by the administrator, in its sole discretion, with an expiration period of not more than ten years. The following table presents information related to stock options at September 30, 2018: Options Outstanding Options Exercisable Weighted Average Exercisable Exercise Number of Remaining Life Number of Price Options In Years Options $ 3.01-4.00 734,361 8.7 511,027 4.01-5.00 794,857 5.8 730,057 5.01-6.00 599,820 1.6 599,820 6.01 and up 1,229,092 4.1 1,229,092 3,358,130 5.1 3,069,996 A summary of the stock option activity and related information for the 2012 Plan for the nine months ended September 30, 2018 is as follows: Weighted-Average Weighted-Average Remaining Aggregate Shares Exercise Price Contractual Term Intrinsic Value Outstanding at December 31, 2017 3,404,131 $ 5.28 5.2 $ 27,045 Grants 346,000 $ 4.38 10.0 $ - Exercised (140,001 ) (4.40 ) Canceled (252,000 ) (3.90 ) Outstanding at September 30, 2018 3,358,130 $ 5.32 5.1 $ 2,241,976 Exercisable at September 30, 2018 3,069,996 $ 5.43 4.9 $ 1,816,566 The aggregate intrinsic value in the preceding tables represents the total pretax intrinsic value, based on options with an exercise price less than the Company’s stock price of $5.58 of September 30, 2018, which would have been received by the option holders had those option holders exercised their options as of that date. Option valuation models require the input of highly subjective assumptions. The fair value of stock-based payment awards was estimated using the Black-Scholes option model with a volatility figure using the Company’s own historical stock prices. The Company accounts for the expected life of options based on the contractual life of options for non-employees. For employees, the Company accounts for the expected life of options in accordance with the “simplified” method, which is used for “plain-vanilla” options, as defined in the accounting standards codification. The risk-free interest rate was determined from the implied yields of U.S. Treasury zero-coupon bonds with a remaining life consistent with the expected term of the options. The fair value of stock-based payment awards during the nine months ended September 30, 2018 and 2017 was estimated using the Black-Scholes pricing model. On February 15, 2018, the Company granted 20,000 options to purchase the Company stock in connection with the services rendered at the exercise price of $3.55 per share for a term of ten years with vesting immediately. On May 4, 2018, the Company granted 226,000 options to purchase the Company stock in connection with the services rendered at the exercise price of $4.43 per share for a term of ten years with vesting immediately. On May 14, 2018, the Company granted 100,000 options to purchase the Company stock in connection with the services rendered at the exercise price of $4.43 per share for a term of ten years with vesting immediately. The following assumptions were used in determining the fair value of employee options for the nine months ended September 30, 2018: Risk-free interest rate 2.65% to 2.85 % Dividend yield 0 % Stock price volatility 92.65% to 94.10 % Expected life 5 years Weighted average grant date fair value $ 3.20 The fair value of all options vesting during the three and nine months ended September 30, 2018 of $160,086 and $1,574,106 and for the three and nine months ended September 30, 2017 of $54,243 and $151,470, respectively, was charged to current period operations. Unrecognized compensation expense of $227,886 and $979,812 at September 30, 2018 and December 31, 2017, respectively, will be expensed in future periods. Warrants The following table summarizes information with respect to outstanding warrants to purchase common stock of the Company at September 30, 2018: Exercise Number Expiration Price Outstanding Date $ 0.0025 153,328 January 2020 $ 3.75 2,645,199 October 2018 to August 2021 $ 4.375 666,606 May 2021 $ 4.60 12,294 January 2020 $ 4.875 648,951 October 2018 to September 2019 $ 5.05 12,227 January 2020 $ 6.85 217,958 July 2021 to August 2021 $ 6.875 91,504 August 2019 to September 2019 $ 9.175 85,684 December 2018 to January 2019 $ 9.375 536,267 April 2019 to March 2020 5,070,018 On January 5, 2018, the Company issued 40,000 warrants to purchase the Company’s common stock at $3.75 per share, expiring on January 5, 2021, in connection with the sale of the Company’s common stock. On February 14, 2018, the Company entered into a consent agreement with the holders of the Company’s Series D Convertible Preferred Stock. Pursuant to the consent, the Series D Holders consented to the Series E Preferred Stock transaction and are entitled at any time on or before April 17, 2018, to elect to receive the more favorable terms of the transaction. In consideration for their entry into the consent, the Company issued to the Series D Holders warrants to purchase up to an aggregate of 40,000 shares of common stock. The consent warrants are exercisable immediately and expire on February 14, 2021, and have an exercise price of $3.75 per share. The warrants contain certain anti-dilutive provisions (see Note 8). On February 16, 2018, the Company issued an aggregate of 200,000 warrants to purchase the Company’s common stock at $4.375 per share, expiring on August 16, 2021, in connection with the sale of the Company’s Series E preferred stock. The warrants contain certain anti-dilutive provisions. On April 30, 2018, the exercise prices of the previously issued 200,000 warrants were reset to $3.75 and an additional 33,334 warrants were issued at $3.75 per share due to reset provisions (see Note 8). On April 30, 2018, the Company issued 638,606 warrants to purchase the Company’s common stock at $4.375 per share, expiring on April 30, 2021, in connection with the sale of the Company’s common stock. On May 11, 2018, the Company issued 28,000 warrants to purchase the Company’s common stock at $4.375 per share, expiring on May 11, 2021, in connection with the sale of the Company’s common stock. On July 31, 2018, the Company issued 41,174 and 41,174 warrants to purchase the Company’s common stock at $3.75 and $6.85 per share, expiring on April 30, 2019 and July 30, 2021, respectively, in connection with the sale of the Company’s common stock. On August 16, 2018, the Company issued 82,266 and 82,266 warrants to purchase the Company’s common stock at $3.75 and $6.85 per share, expiring on May 16, 2019 and August 16, 2021, respectively, in connection with the sale of the Company’s common stock. On August 17, 2018, the Company issued 54,036 and 54,036 warrants to purchase the Company’s common stock at $3.75 and $6.85 per share, expiring on May 17, 2019 and August 17, 2021, respectively, in connection with the sale of the Company’s common stock. In addition, in connection with the sale, the Company issued on August 7, 2018, 40,482 warrants to purchase the Company’s common stock at $6.85 per share, expiring on August 7, 2021 for placement agent services. A summary of the warrant activity for the nine months ended September 30, 2018 is as follows: Weighted-Average Weighted-Average Remaining Aggregate Shares Exercise Price Contractual Term Intrinsic Value Outstanding at December 31, 2017 5,115,805 $ 4.55 1.7 $ 551,636 Grants 1,375,374 $ 4.54 2.4 - Exercised (632,063 ) $ 4.04 Expired (789,098 ) $ 3.75 - - Outstanding at September 30, 2018 5,070,018 $ 4.74 1.6 $ 6,975,200 Vested and expected to vest at September 30, 2018 5,070,018 $ 4.74 1.6 $ 6,975,200 Exercisable at September 30, 2018 5,070,018 $ 4.74 1.6 $ 6,975,200 The aggregate intrinsic value in the preceding tables represents the total pretax intrinsic value, based on options with an exercise price less than the Company’s stock price of $5.58 of September 30, 2018, which would have been received by the option holders had those option holders exercised their options as of that date. |
NOTE 10 - RELATED PARTY TRANSAC
NOTE 10 - RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | NOTE 10 – RELATED PARTY TRANSACTIONS The Company’s President and shareholders have advanced funds to the Company for working capital purposes since the Company’s inception in February 2009. No formal repayment terms or arrangements exist and the Company is not accruing interest on these advances. The net amount of outstanding advances at September 30, 2018 and December 31, 2017 was $-0-. At September 30, 2018 and December 31, 2017, the Company had reimbursable travel and other related expenses due related parties of $8,924 and $27,375, respectively. On November 1, 2017, in connection with Mr. Filler joining the Company’s Board of Directors, the Company entered into a Master Services Agreement (the “Agreement”) with 3LP Advisors LLC (d/b/a Sherpa Technology Group) (“Sherpa”) and an initial statement of work (the “SOW”), pursuant to which Sherpa will develop, execute and expand the Company’s intellectual property strategy over the course of the next approximately 18 months by evaluating the business and technology landscape in which the Company operates, and charting and executing a strategy of patent filing and licensing. In connection with the SOW, the Company will pay Sherpa fee of (i) $200,000 in cash, of which $25,000 will be paid on January 1, 2018, with the remainder to be paid upon completion of certain objectives, and (ii) a ten-year option to purchase up to 120,000 of the Company’s common stock at an exercise of $3.75 per share of common stock, of which 60,000 options vest immediately and 60,000 options are performance conditioned. Mr. Filler is the general counsel and partner of Sherpa. During the three months and nine months ended September 30, 2018, the Company paid $75,000 and $352,219 as patent costs, consulting fees and expense reimbursements. As of September 30, 2018 and December 31, 2017, there was an unpaid balance of $0. |
NOTE 11 - COMMITMENTS AND CONTI
NOTE 11 - COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 11 – COMMITMENTS AND CONTINGENCIES Operating leases On May 22, 2018, the Company entered into a fifth lease amendment agreement, whereby the Company agreed to extend the lease for the original office space and expand with additional space in Los Angeles, California, commencing June 14, 2018 and expiring on June 30, 2021. In connection with the lease, the Company is obligated to lease parking spaces at an aggregate approximate cost of $1,017 per month. In addition, the Company entered into a lease for storage space with the Los Angeles, California building commencing on December 1, 2017 and expiring on August 31, 2019. Future minimum lease payments under these three agreements are as follows: Year Ending December 31, Three months ended December 31, 2018 $ 45,047 2019 198,239 2020 201,993 2021 102,623 $ 547,902 |
NOTE 12 - FAIR VALUE MEASUREMEN
NOTE 12 - FAIR VALUE MEASUREMENT | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | NOTE 12 – FAIR VALUE MEASUREMENT The Company adopted the provisions of Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825-10”). ASC 825-10 defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. ASC 825-10 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 825-10 establishes three levels of inputs that may be used to measure fair value: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities. All items required to be recorded or measured on a recurring basis are based upon level 3 inputs. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed and is determined based on the lowest level input that is significant to the fair value measurement. Upon adoption of ASC 825-10, there was no cumulative effect adjustment to beginning retained earnings and no impact on the financial statements. The carrying value of the Company’s cash and cash equivalents, accounts payable and other current assets and liabilities approximate fair value because of their short-term maturity. As of September 30, 2018 and December 31, 2017, the Company did not have any items that would be classified as level 1 or 2 disclosures. As of September 30, 2018 and December 31, 2017, the Company did not have any derivative instruments that were designated as hedges. The following table provides a summary of changes in fair value of the Company’s level 3 financial liabilities as of September 30, 2018: Warrant Liability Derivative Balance, December 31, 2017 $ 2,358,240 $ 685,922 Total (gains) losses Transfers out due to the adoption of ASU 2017-11 effective January 1, 2018 (2,358,240 ) (685,922 ) Balance, September 30, 2018 $ - $ - |
NOTE 13 - SUBSEQUENT EVENTS
NOTE 13 - SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | NOTE 13 – SUBSEQUENT EVENTS In October 2018, the Company issued an aggregate of 52,548 shares of its common stock in exchange for warrants exercised at $3.75 per share for aggregate proceeds of $197,054. In October 2018, the Company issued an aggregate of 13,494 shares of its common stock in exchange for 70,106 warrants cashless exercised. On October 2, 2018, the Company granted an aggregate of 260,000 shares of restricted common stock to 6 of its board members at a cost basis of $5.33 per share. On October 16, 2018, the Company granted to one of its board members a ten-year option to purchase up to 34,566 shares of common stock at an exercise of $5.09 per share of common stock, of which 50% of the options vest immediately and 50% of the options vest on January 1, 2019. On October 16, 2018, the Company granted to one of its board members a ten-year option to purchase up to 69,132 shares of common stock at an exercise of $5.09 per share of common stock, of which 25% of the options vest immediately, 25% of the options vest on January 1, 2019, 25% of the options vest on January 1, 2020, and 25% vest January 1, 2021. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Use of Estimates, Policy [Policy Text Block] | Use of estimates The preparation of financial statements in conformity with Generally Accepted Accounting Principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the recoverability and useful lives of long-lived assets, the fair value of the Company’s stock, stock-based compensation and the valuation allowance related to deferred tax assets. Actual results may differ from these estimates. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825-10”) requires disclosure of the fair value of certain financial instruments. The carrying value of cash and cash equivalents, accounts payable and accrued liabilities as reflected in the balance sheets, approximate fair value because of the short-term maturity of these instruments. All other significant financial assets, financial liabilities and equity instruments of the Company are either recognized or disclosed in the financial statements together with other information relevant for making a reasonable assessment of future cash flows, interest rate risk and credit risk. Where practicable the fair values of financial assets and financial liabilities have been determined and disclosed; otherwise only available information pertinent to fair value has been disclosed. The Company follows Accounting Standards Codification subtopic 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”) and Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825-10”), which permits entities to choose to measure many financial instruments and certain other items at fair value. |
Derivatives, Policy [Policy Text Block] | Derivative Instrument Liability The Company accounts for derivative instruments in accordance with ASC 815, which establishes accounting and reporting standards for derivative instruments and hedging activities, including certain derivative instruments embedded in other financial instruments or contracts and requires recognition of all derivatives on the balance sheet at fair value, regardless of hedging relationship designation. Accounting for changes in fair value of the derivative instruments depends on whether the derivatives qualify as hedge relationships and the types of relationships designated are based on the exposures hedged. At September 30, 2018 and December 31, 2017, the Company did not have any derivative instruments that were designated as hedges. At September 30, 2018 and December 31, 2017, the Company had outstanding preferred stock and warrants that contained embedded derivatives. These embedded derivatives include certain conversion features and reset provisions (See Note 6 and Note 7). |
Research and Development Expense, Policy [Policy Text Block] | Research and development costs The Company accounts for research and development costs in accordance with the Accounting Standards Codification subtopic 730-10, Research and Development (“ASC 730-10”). Under ASC 730-10, all research and development costs must be charged to expense as incurred. Accordingly, internal research and development costs are expensed as incurred. Third-party research and developments costs are expensed when the contracted work has been performed or as milestone results have been achieved. Company-sponsored research and development costs related to both present and future products are expensed in the period incurred. The Company incurred research and development expenses of $744,173 and $3,056,101 for the three and nine months ended September 30, 2018; and $1,124,506 and $3,802,149 for the three and nine months ended September 30, 2017, respectively. |
Earnings Per Share, Policy [Policy Text Block] | Net Income (loss) Per Common Share The Company computes earnings (loss) per share under Accounting Standards Codification subtopic 260-10, Earnings Per Share (“ASC 260-10”). Net loss per common share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per share, if presented, would include the dilution that would occur upon the exercise or conversion of all potentially dilutive securities into common stock using the “treasury stock” and/or “if converted” methods as applicable. The computation of basic and diluted loss per share as of September 30, 2018 and 2017 excludes potentially dilutive securities when their inclusion would be anti-dilutive, or if their exercise prices were greater than the average market price of the common stock during the period. Potentially dilutive securities excluded from the computation of basic and diluted net income (loss) per share are as follows: September 30, 2018 September 30, 2017 Series C convertible preferred stock 126,667 262,667 Series E convertible preferred stock 150,000 - Options to purchase common stock 3,358,130 2,731,769 Warrants to purchase common stock 5,070,018 4,552,233 Totals 8,704,815 7,546,669 |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock Based Compensation The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. For employees and directors, the fair value of the award is measured on the grant date and for non-employees, the fair value of the award is generally re-measured on vesting dates and interim financial reporting dates until the service period is complete. The fair value amount is then recognized over the period during which services are required to be provided in exchange for the award, usually the vesting period. As of September 30, 2018, the Company had 3,358,130 options outstanding to purchase shares of common stock, of which 3,069,996 were vested. As of December 31, 2017, there were outstanding stock options to purchase 3,404,131 shares of common stock, 2,938,995 shares of which were vested. |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company follows Accounting Standards Codification subtopic 740-10, Income Taxes (“ASC 740-10”) for recording the provision for income taxes. Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax expenses or benefits are based on the changes in the asset or liability during each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change. Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as non-current. |
Intangible Assets, Finite-Lived, Policy [Policy Text Block] | Patents, net The Company capitalizes certain initial asset costs in connection with patent applications including registration, documentation and other professional fees associated with the application. Patent costs incurred prior to the Company’s U.S. Food and Drug Administration (“FDA”) 510 (k) application on March 28, 2018 were charged to research and development expense as incurred. Commencing upon patent approval, capitalized costs will be amortized to expense using the straight-line method over the lesser of the legal patent term or the estimated life of the product. |
Registration Rights Policy [Policy Text Block] | Registration Rights On February 16, 2018, in connection with the Company’s private placement of Series E Preferred Stock and warrants, the Company also entered into a registration rights agreement (the “Registration Rights Agreement”) whereby the Company agreed to file a registration statement with the Securities and Exchange Commission (the “SEC”) within 90 days of the closing of the transactions contemplated by the Purchase Agreement (the “Filing Date”) covering the resale of (a) all shares of Common Stock Issuable upon conversion of the Preferred Shares, (b) all shares of Common Stock issuable upon exercise of the Warrants, (c) all other shares of Common Stock issued pursuant to any transaction documents which have been, or which may, from time to time be issued or become issuable to the Investors under the Transaction Documents (without regard to any limitation or restriction on purchases), and (d) any securities issued or then issuable upon any stock split, dividend or other distribution, recapitalization or similar event (“Registrable Securities”), not then registered. The Company will use its reasonable best efforts to keep the registrations statement effective pursuant to Rule 415 under the Securities Act until the earlier of (i) the date on which the Investors shall have sold all the Registrable Securities covered thereby and (ii) that date that all Registrable Securities may be sold pursuant to Rule 144 without any public information requirement or volume or manner of sale limitations. The Company has estimated the liability under the registration rights agreement at $-0- as of September 30, 2018. |
New Accounting Pronouncements, Policy [Policy Text Block] | Adoption of Accounting Standards In July 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480), Derivatives and Hedging (Topic 815). The amendments in Part I of this Update change the classification analysis of certain equity-linked financial instruments (or embedded features) with down round features. When determining whether certain financial instruments should be classified as liabilities or equity instruments, a down round feature no longer precludes equity classification when assessing whether the instrument is indexed to an entity’s own stock. The amendments also clarify existing disclosure requirements for equity-classified instruments. As a result, a freestanding equity-linked financial instrument (or embedded conversion option) no longer would be accounted for as a derivative liability at fair value as a result of the existence of a down round feature. For freestanding equity classified financial instruments, the amendments require entities that present earnings per share (EPS) in accordance with Topic 260 to recognize the effect of the down round feature when it is triggered. That effect is treated as a dividend and as a reduction of income available to common shareholders in basic EPS. Convertible instruments with embedded conversion options that have down round features are now subject to the specialized guidance for contingent beneficial conversion features (in Subtopic 470-20, Debt—Debt with Conversion and Other Options), including related EPS guidance (in Topic 260). The amendments in Part II of this Update recharacterize the indefinite deferral of certain provisions of Topic 480 that now are presented as pending content in the Codification, to a scope exception. Those amendments do not have an accounting effect. For public business entities, the amendments in Part I of this Update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted for all entities, including adoption in an interim period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. On January 1, 2018, the Company adopted ASU 2017-11 and accordingly reclassified the fair value of the reset provisions embedded in previously issued Series C Preferred stock, Series D Preferred stock and certain warrants with embedded anti-dilutive provisions from liability to equity in aggregate of $3,044,162. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2014-09 “Revenue from Contracts with Customers” to supersede previous revenue recognition guidance under current U.S. GAAP. The guidance presents a single five-step model for comprehensive revenue recognition that requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Two options are available for implementation of the standard which is either the retrospective approach or cumulative effect adjustment approach. The guidance becomes effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period, with early adoption permitted. The Company adopted ASU 2014-09 using the modified retrospective transition method in the first quarter of 2018. In February 2016, the FASB issued ASU 2016-02—Leases (Topic 842), requiring lessees to recognize a right-of-use asset and a lease liability on the balance sheet for all leases except for short-term leases. For lessees, leases will continue to be classified as either operating or finance leases in the income statement. The effective date of the new standard for public companies is for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early adoption is permitted. The new standard must be adopted using a modified retrospective transition and requires application of the new guidance at the beginning of the earliest comparative period presented. The Company is evaluating the effect that the updated standard will have on its financial statements and related disclosures. In August 2016, the FASB issued ASU 2016-15—Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 provides guidance for eight specific cash flow issues with respect to how cash receipts and cash payments are classified in the statements of cash flows, with the objective of reducing diversity in practice. The effective date for ASU 2016-15 is for annual periods beginning after December 15, 2017 and interim periods within those fiscal years. Early adoption is permitted. The Company adopted ASU 2016-15 in the first quarter of 2018 and such adoption did not have a material impact on the Company. In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350). The amendments in this update simplify the test for goodwill impairment by eliminating Step 2 from the impairment test, which required the entity to perform procedures to determine the fair value at the impairment testing date of its assets and liabilities following the procedure that would be required in determining fair value of assets acquired and liabilities assumed in a business combination. The amendments in this update are effective for public companies for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. We are evaluating the impact of adopting this guidance on our financial statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805); Clarifying the Definition of a Business. The amendments in this update clarify the definition of a business to help companies evaluate whether transactions should be accounted for as acquisitions or disposals of assets or businesses. The amendments in this update are effective for public companies for annual periods beginning after December 15, 2017, including interim periods within those periods. The Company adopted ASU 2017-01 in the first quarter of 2018 and such adoption did not have a material impact on the Company. There are various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on the Company’s financial position, results of operations or cash flows. |
Subsequent Events, Policy [Policy Text Block] | Subsequent Events The Company evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the condensed financial statements, except as disclosed. |
NOTE 3 - SUMMARY OF SIGNIFICA_2
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Potentially dilutive securities excluded from the computation of basic and diluted net income (loss) per share are as follows: September 30, 2018 September 30, 2017 Series C convertible preferred stock 126,667 262,667 Series E convertible preferred stock 150,000 - Options to purchase common stock 3,358,130 2,731,769 Warrants to purchase common stock 5,070,018 4,552,233 Totals 8,704,815 7,546,669 |
NOTE 4 - PROPERTY AND EQUIPME_2
NOTE 4 - PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Property and equipment as of September 30, 2018 and December 31, 2017 is summarized as follows: September 30, 2018 December 31, 2017 Computer equipment $ 93,818 $ 87,059 Furniture and fixtures 27,890 12,975 Subtotal 121,708 100,034 Less accumulated depreciation (90,124 ) (81,318 ) Property and equipment, net $ 31,584 $ 18,716 |
NOTE 5 - ACCOUNTS PAYABLE AND_2
NOTE 5 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | Accounts payable and accrued expenses at September 30, 2018 and December 31, 2017 consist of the following: September 30, 2018 December 31, 2017 Accrued accounting and legal $ 62,512 $ 93,595 Accrued reimbursements and travel 22,976 2,600 Accrued consulting 48,748 109,059 Accrued research and development expenses 311,670 246,030 Accrued office and other 2,506 7,912 Deferred rent 1,974 569 Accrued settlement related to arbitration 13,333 13,333 $ 463,719 $ 473,098 |
NOTE 9 - OPTIONS AND WARRANTS (
NOTE 9 - OPTIONS AND WARRANTS (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure Text Block Supplement [Abstract] | |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block] | The following table presents information related to stock options at September 30, 2018: Options Outstanding Options Exercisable Weighted Average Exercisable Exercise Number of Remaining Life Number of Price Options In Years Options $ 3.01-4.00 734,361 8.7 511,027 4.01-5.00 794,857 5.8 730,057 5.01-6.00 599,820 1.6 599,820 6.01 and up 1,229,092 4.1 1,229,092 3,358,130 5.1 3,069,996 |
Share-based Compensation, Stock Options, Activity [Table Text Block] | A summary of the stock option activity and related information for the 2012 Plan for the nine months ended September 30, 2018 is as follows: Weighted-Average Weighted-Average Remaining Aggregate Shares Exercise Price Contractual Term Intrinsic Value Outstanding at December 31, 2017 3,404,131 $ 5.28 5.2 $ 27,045 Grants 346,000 $ 4.38 10.0 $ - Exercised (140,001 ) (4.40 ) Canceled (252,000 ) (3.90 ) Outstanding at September 30, 2018 3,358,130 $ 5.32 5.1 $ 2,241,976 Exercisable at September 30, 2018 3,069,996 $ 5.43 4.9 $ 1,816,566 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The following assumptions were used in determining the fair value of employee options for the nine months ended September 30, 2018: Risk-free interest rate 2.65% to 2.85 % Dividend yield 0 % Stock price volatility 92.65% to 94.10 % Expected life 5 years Weighted average grant date fair value $ 3.20 |
Schedule of Warrants or Rights, Shares Authorized, by Exercise Price Range [Table Text Block] | The following table summarizes information with respect to outstanding warrants to purchase common stock of the Company at September 30, 2018: Exercise Number Expiration Price Outstanding Date $ 0.0025 153,328 January 2020 $ 3.75 2,645,199 October 2018 to August 2021 $ 4.375 666,606 May 2021 $ 4.60 12,294 January 2020 $ 4.875 648,951 October 2018 to September 2019 $ 5.05 12,227 January 2020 $ 6.85 217,958 July 2021 to August 2021 $ 6.875 91,504 August 2019 to September 2019 $ 9.175 85,684 December 2018 to January 2019 $ 9.375 536,267 April 2019 to March 2020 5,070,018 |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | A summary of the warrant activity for the nine months ended September 30, 2018 is as follows: Weighted-Average Weighted-Average Remaining Aggregate Shares Exercise Price Contractual Term Intrinsic Value Outstanding at December 31, 2017 5,115,805 $ 4.55 1.7 $ 551,636 Grants 1,375,374 $ 4.54 2.4 - Exercised (632,063 ) $ 4.04 Expired (789,098 ) $ 3.75 - - Outstanding at September 30, 2018 5,070,018 $ 4.74 1.6 $ 6,975,200 Vested and expected to vest at September 30, 2018 5,070,018 $ 4.74 1.6 $ 6,975,200 Exercisable at September 30, 2018 5,070,018 $ 4.74 1.6 $ 6,975,200 |
NOTE 11 - COMMITMENTS AND CON_2
NOTE 11 - COMMITMENTS AND CONTINGENCIES (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Future minimum lease payments under these three agreements are as follows: Year Ending December 31, Three months ended December 31, 2018 $ 45,047 2019 198,239 2020 201,993 2021 102,623 $ 547,902 |
NOTE 12 - FAIR VALUE MEASUREM_2
NOTE 12 - FAIR VALUE MEASUREMENT (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | The following table provides a summary of changes in fair value of the Company’s level 3 financial liabilities as of September 30, 2018: Warrant Liability Derivative Balance, December 31, 2017 $ 2,358,240 $ 685,922 Total (gains) losses Transfers out due to the adoption of ASU 2017-11 effective January 1, 2018 (2,358,240 ) (685,922 ) Balance, September 30, 2018 $ - $ - |
NOTE 1 - NATURE OF OPERATIONS_2
NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION (Details) - shares | Sep. 10, 2018 | Sep. 30, 2018 | Sep. 09, 2018 | Dec. 31, 2017 |
Disclosure Text Block [Abstract] | ||||
Stockholders' Equity Note, Stock Split | 1 share for every 2.5 shares of common stock | |||
Common Stock, Shares, Issued | 16,133,544 | 16,337,936 | 40,333,758 | 11,728,482 |
NOTE 2 - GOING CONCERN AND MA_2
NOTE 2 - GOING CONCERN AND MANAGEMENT'S LIQUIDITY PLANS (Details) - USD ($) | Feb. 16, 2018 | Nov. 02, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 |
NOTE 2 - GOING CONCERN AND MANAGEMENT'S LIQUIDITY PLANS (Details) [Line Items] | ||||||
Cash and Cash Equivalents, at Carrying Value | $ 7,279,520 | $ 234,285 | $ 1,547,579 | $ 1,055,895 | ||
Working Capital (Deficit) | (6,705,446) | |||||
Proceeds from Stock Options and Warrants Exercised | 2,600,000 | |||||
Net Cash Provided by (Used in) Operating Activities | (7,286,321) | $ (5,215,666) | ||||
Series E Preferred Stock [Member] | ||||||
NOTE 2 - GOING CONCERN AND MANAGEMENT'S LIQUIDITY PLANS (Details) [Line Items] | ||||||
Proceeds from Issuance of Preferred Stock, Preference Stock, and Warrants | $ 1,492,969 | 1,500,000 | ||||
Common Stock and Warrant [Member] | ||||||
NOTE 2 - GOING CONCERN AND MANAGEMENT'S LIQUIDITY PLANS (Details) [Line Items] | ||||||
Proceeds from Issuance or Sale of Equity | $ 9,100,000 | |||||
Subsequent Event [Member] | ||||||
NOTE 2 - GOING CONCERN AND MANAGEMENT'S LIQUIDITY PLANS (Details) [Line Items] | ||||||
Proceeds from Stock Options and Warrants Exercised | $ 197,000 |
NOTE 3 - SUMMARY OF SIGNIFICA_3
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | Jan. 01, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 |
Accounting Policies [Abstract] | ||||||
Research and Development Expense | $ 744,173 | $ 1,124,506 | $ 3,056,101 | $ 3,802,149 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number (in Shares) | 3,358,130 | 3,358,130 | 3,404,131 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number (in Shares) | 3,069,996 | 3,069,996 | 2,938,995 | |||
Registration Payment Arrangement, Accrual Carrying Value | $ 0 | $ 0 | ||||
Embedded Derivative, No Longer Bifurcated, Amount Reclassified to Stockholders' Equity | $ 3,044,162 |
NOTE 3 - SUMMARY OF SIGNIFICA_4
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share - shares | 3 Months Ended | 9 Months Ended |
Mar. 31, 2017 | Sep. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities | 7,546,669 | 8,704,815 |
Series C Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities | 262,667 | 126,667 |
Series E Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities | 0 | 150,000 |
Employee Stock Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities | 2,731,769 | 3,358,130 |
Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities | 4,552,233 | 5,070,018 |
NOTE 4 - PROPERTY AND EQUIPME_3
NOTE 4 - PROPERTY AND EQUIPMENT (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
NOTE 4 - PROPERTY AND EQUIPMENT (Details) [Line Items] | ||||
Depreciation | $ 2,977 | $ 2,834 | $ 8,806 | $ 8,900 |
Minimum [Member] | ||||
NOTE 4 - PROPERTY AND EQUIPMENT (Details) [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 3 years | |||
Maximum [Member] | ||||
NOTE 4 - PROPERTY AND EQUIPMENT (Details) [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 5 years |
NOTE 4 - PROPERTY AND EQUIPME_4
NOTE 4 - PROPERTY AND EQUIPMENT (Details) - Schedule of Property, Plant and Equipment - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 121,708 | $ 100,034 |
Less accumulated depreciation | (90,124) | (81,318) |
Property and equipment, net | 31,584 | 18,716 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 93,818 | 87,059 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 27,890 | $ 12,975 |
NOTE 5 - ACCOUNTS PAYABLE AND_3
NOTE 5 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - Schedule of Accounts Payable and Accrued Liabilities - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
Schedule of Accounts Payable and Accrued Liabilities [Abstract] | ||
Accrued accounting and legal | $ 62,512 | $ 93,595 |
Accrued reimbursements and travel | 22,976 | 2,600 |
Accrued consulting | 48,748 | 109,059 |
Accrued research and development expenses | 311,670 | 246,030 |
Accrued office and other | 2,506 | 7,912 |
Deferred rent | 1,974 | 569 |
Accrued settlement related to arbitration | 13,333 | 13,333 |
$ 463,719 | $ 473,098 |
NOTE 6 - SERIES C 9% CONVERTI_2
NOTE 6 - SERIES C 9% CONVERTIBLE PREFERRED STOCK (Details) - USD ($) | Jan. 09, 2013 | Aug. 31, 2018 | Jul. 31, 2018 | Jun. 30, 2018 | Apr. 30, 2018 | Mar. 31, 2018 | Feb. 28, 2018 | Sep. 30, 2018 | May 01, 2018 | Dec. 31, 2017 |
NOTE 6 - SERIES C 9% CONVERTIBLE PREFERRED STOCK (Details) [Line Items] | ||||||||||
Class of Warrant or Rights, Granted | 1,375,374 | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 3.75 | |||||||||
Warrant, Description of Warrant | after six months from the issuance date, there is no effective registration statement registering the resale, or no current prospectus available for the resale, of the shares of common stock underlying the warrants, the warrants may be exercised by means of a “cashless exercise”. | |||||||||
Class of Warrant or Right, Outstanding | 5,070,018 | 5,115,805 | ||||||||
Conversion of Stock, Shares Issued | 141,852 | 3,968 | ||||||||
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) | $ 0.001 | $ 0.001 | ||||||||
Dividends Payable, Current (in Dollars) | $ 256,642 | $ 447,901 | ||||||||
Warrants at $6.53 [Member] | ||||||||||
NOTE 6 - SERIES C 9% CONVERTIBLE PREFERRED STOCK (Details) [Line Items] | ||||||||||
Class of Warrant or Rights, Granted | 532,251 | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 6.53 | |||||||||
Warrants, Term of Warrants | 5 years | |||||||||
Series C Preferred Stock [Member] | ||||||||||
NOTE 6 - SERIES C 9% CONVERTIBLE PREFERRED STOCK (Details) [Line Items] | ||||||||||
Temporary Equity, Shares Authorized | 4,200 | |||||||||
Preferred Stock, Liquidation Preference, Value (in Dollars) | $ 1,000 | |||||||||
Preferred Stock, Dividend Rate, Percentage | 9.00% | |||||||||
Temporary Equity, Par Value (in Dollars) | $ 1,000 | |||||||||
Preferred Stock, Dividend Payment Terms | payable quarterly | |||||||||
Preferred Stock, Voting Rights | The holders of the Series C Preferred Stock vote together with the holders of our common stock on an as-converted basis, but may not vote the Series C Preferred Stock in excess of the beneficial ownership limitation of the Series C Preferred Stock.  The beneficial ownership limitation is 4.99% of our then outstanding shares of common stock following such conversion or exercise, which may be increased to up to 9.99% of our then outstanding shares of common stock following such conversion or exercise upon the request of an individual holder. | |||||||||
Preferred Stock, Beneficial Ownership Limitation and Covenant, Description | The beneficial ownership limitation is determined on an individual holder basis, such that the as-converted number of shares of one holder is not included in the shares outstanding when calculating the limitation for a different holder. | |||||||||
Conversion of Stock, Shares Issued | 36,035 | 7,587 | 140,408 | 4,004 | 3,938 | 192,002 | ||||
Conversion of Stock, Shares Converted | 100 | 20 | 370 | 10 | 10 | 510 | ||||
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) | $ 510,000 | |||||||||
Dividends Payable, Current (in Dollars) | $ 234,459 | |||||||||
Temporary Equity, Shares Outstanding | 475 | 985 | ||||||||
Dividends Payable (in Dollars) | $ 232,262 | $ 419,283 | ||||||||
Full-Ratchet Anti-Dilution Protection Provision [Member] | Series C Preferred Stock [Member] | ||||||||||
NOTE 6 - SERIES C 9% CONVERTIBLE PREFERRED STOCK (Details) [Line Items] | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 3.75 | |||||||||
Class of Warrant or Right, Outstanding | 926,121 |
NOTE 7 - WARRANT AND DERIVATI_2
NOTE 7 - WARRANT AND DERIVATIVE LIABILITIES (Details) - USD ($) | Jan. 01, 2018 | Nov. 03, 2017 | Mar. 31, 2015 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 |
NOTE 7 - WARRANT AND DERIVATIVE LIABILITIES (Details) [Line Items] | ||||||
Embedded Derivative, Fair Value of Embedded Derivative Liability (in Dollars) | $ 397,162 | $ 1,242,590 | $ 0 | $ 685,922 | ||
Derivative Liability, Current (in Dollars) | $ 652,054 | $ 4,097,444 | 0 | $ 2,358,240 | ||
Embedded Derivative, No Longer Bifurcated, Amount Reclassified to Stockholders' Equity (in Dollars) | $ 3,044,162 | |||||
Embedded Derivative Financial Instruments [Member] | ||||||
NOTE 7 - WARRANT AND DERIVATIVE LIABILITIES (Details) [Line Items] | ||||||
Share-based Goods and Nonemployee Services Transaction, Valuation Method, Risk Free Interest Rate | 1.74% | |||||
Share-based Goods and Nonemployee Services Transaction, Valuation Method, Expected Dividend Rate | 0.00% | 0.00% | ||||
Share-based Goods and Nonemployee Services Transaction, Valuation Method, Expected Volatility Rate | 130.00% | 141.00% | 131.00% | |||
Share-based Goods and Nonemployee Services Transaction, Valuation Method, Expected Term | 0 years | |||||
Embedded Derivative, No Longer Bifurcated, Amount Reclassified to Stockholders' Equity (in Dollars) | $ 0 | $ 20,757 | ||||
Embedded Derivative Financial Instruments [Member] | Minimum [Member] | ||||||
NOTE 7 - WARRANT AND DERIVATIVE LIABILITIES (Details) [Line Items] | ||||||
Share-based Goods and Nonemployee Services Transaction, Valuation Method, Risk Free Interest Rate | 0.56% | 1.39% | ||||
Share-based Goods and Nonemployee Services Transaction, Valuation Method, Expected Term | 1 year 156 days | |||||
Embedded Derivative Financial Instruments [Member] | Maximum [Member] | ||||||
NOTE 7 - WARRANT AND DERIVATIVE LIABILITIES (Details) [Line Items] | ||||||
Share-based Goods and Nonemployee Services Transaction, Valuation Method, Risk Free Interest Rate | 0.89% | 1.89% | ||||
Share-based Goods and Nonemployee Services Transaction, Valuation Method, Expected Term | 3 years 131 days |
NOTE 8 - STOCKHOLDER EQUITY (De
NOTE 8 - STOCKHOLDER EQUITY (Details) - USD ($) | Sep. 10, 2018 | Feb. 16, 2018 | Sep. 30, 2018 | Aug. 31, 2018 | Jul. 31, 2018 | Jun. 30, 2018 | May 31, 2018 | Apr. 30, 2018 | Mar. 31, 2018 | Feb. 28, 2018 | Jan. 31, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 09, 2018 | May 01, 2018 | Dec. 31, 2017 |
NOTE 8 - STOCKHOLDER EQUITY (Details) [Line Items] | ||||||||||||||||
Preferred Stock, Shares Authorized | 1,000,000 | 1,000,000 | 1,000,000 | |||||||||||||
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||
Conversion of Stock, Shares Issued | 141,852 | 3,968 | ||||||||||||||
Dividends Payable, Current (in Dollars) | $ 256,642 | $ 256,642 | $ 447,901 | |||||||||||||
Class of Warrant or Rights, Granted | 1,375,374 | |||||||||||||||
Common Stock, Par or Stated Value Per Share (in Dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 3.75 | |||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 200,000 | 233,334 | ||||||||||||||
Stockholders' Equity, Reverse Stock Split | reverse stock split in the ratio of 1 share for every 2.5 shares of common stock | |||||||||||||||
Common Stock, Shares, Issued | 16,133,544 | 16,337,936 | 16,337,936 | 40,333,758 | 11,728,482 | |||||||||||
Adjustments to Additional Paid in Capital, Other (in Dollars) | $ 24,200 | |||||||||||||||
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 | 200,000,000 | |||||||||||||
Common Stock, Shares, Outstanding | 16,337,936 | 16,337,936 | 11,728,482 | |||||||||||||
Stock Issued During Period, Value, Issued for Services (in Dollars) | $ 2,768,800 | |||||||||||||||
Common Stock, Share Subscribed but Unissued, Subscriptions Receivable (in Dollars) | $ 29,985 | 29,985 | ||||||||||||||
Proceeds from Warrant Exercises (in Dollars) | 2,020,342 | $ 0 | ||||||||||||||
Proceeds from Stock Options Exercised (in Dollars) | $ 615,600 | $ 0 | ||||||||||||||
Sale of Warrants in Connection With Series E Preferred Stock[Member] | ||||||||||||||||
NOTE 8 - STOCKHOLDER EQUITY (Details) [Line Items] | ||||||||||||||||
Class of Warrant or Rights, Granted | 200,000 | |||||||||||||||
Common Stock, Par or Stated Value Per Share (in Dollars per share) | $ 0.001 | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 3.75 | |||||||||||||||
Consent Agreement, Series D Holders [Member] | ||||||||||||||||
NOTE 8 - STOCKHOLDER EQUITY (Details) [Line Items] | ||||||||||||||||
Class of Warrant or Rights, Granted | 40,000 | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 3.75 | |||||||||||||||
Services Provided [Member] | ||||||||||||||||
NOTE 8 - STOCKHOLDER EQUITY (Details) [Line Items] | ||||||||||||||||
Stock Issued During Period, Shares, Issued for Services | 620,400 | |||||||||||||||
Stock Issued During Period, Value, Issued for Services (in Dollars) | $ 2,768,800 | |||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ 4.46 | $ 4.46 | ||||||||||||||
Securities Purchase Agreements [Member] | ||||||||||||||||
NOTE 8 - STOCKHOLDER EQUITY (Details) [Line Items] | ||||||||||||||||
Stock Issued During Period, Shares, New Issues | 2,115,078 | |||||||||||||||
Class of Warrant or Rights, Granted | 1,090,040 | |||||||||||||||
Proceeds from Issuance of Preferred Stock, Preference Stock, and Warrants (in Dollars) | $ 9,139,721 | |||||||||||||||
Common Stock Subscription [Member] | ||||||||||||||||
NOTE 8 - STOCKHOLDER EQUITY (Details) [Line Items] | ||||||||||||||||
Stock Issued During Period, Shares, New Issues | 8,000 | |||||||||||||||
Class of Warrant or Rights, Granted | 4,000 | |||||||||||||||
Stock in Exchange for Proceeds of Exercise of Warrants [Member] | ||||||||||||||||
NOTE 8 - STOCKHOLDER EQUITY (Details) [Line Items] | ||||||||||||||||
Stock Issued During Period, Shares, New Issues | 530,780 | |||||||||||||||
Proceeds from Warrant Exercises (in Dollars) | $ 2,020,342 | |||||||||||||||
Cashless Exercise of Warrants [Member] | ||||||||||||||||
NOTE 8 - STOCKHOLDER EQUITY (Details) [Line Items] | ||||||||||||||||
Stock Issued During Period, Shares, New Issues | 18,872 | |||||||||||||||
Proceeds from Warrant Exercises (in Dollars) | $ 101,283 | |||||||||||||||
Exercise of Options [Member] | ||||||||||||||||
NOTE 8 - STOCKHOLDER EQUITY (Details) [Line Items] | ||||||||||||||||
Stock Issued During Period, Shares, New Issues | 140,001 | |||||||||||||||
Proceeds from Stock Options Exercised (in Dollars) | $ 615,600 | |||||||||||||||
Series A Preferred Stock [Member] | ||||||||||||||||
NOTE 8 - STOCKHOLDER EQUITY (Details) [Line Items] | ||||||||||||||||
Preferred Stock, Shares Authorized | 200 | 200 | 200 | |||||||||||||
Series B Preferred Stock [Member] | ||||||||||||||||
NOTE 8 - STOCKHOLDER EQUITY (Details) [Line Items] | ||||||||||||||||
Preferred Stock, Shares Authorized | 600 | 600 | 600 | |||||||||||||
Series C Preferred Stock [Member] | ||||||||||||||||
NOTE 8 - STOCKHOLDER EQUITY (Details) [Line Items] | ||||||||||||||||
Preferred Stock, Shares Authorized | 4,200 | 4,200 | 4,200 | |||||||||||||
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) | $ 510,000 | $ 510,000 | ||||||||||||||
Conversion of Stock, Shares Issued | 36,035 | 7,587 | 140,408 | 4,004 | 3,938 | 192,002 | ||||||||||
Conversion of Stock, Shares Converted | 100 | 20 | 370 | 10 | 10 | 510 | ||||||||||
Dividends Payable, Current (in Dollars) | $ 234,459 | $ 234,459 | ||||||||||||||
Series D Preferred Stock [Member] | ||||||||||||||||
NOTE 8 - STOCKHOLDER EQUITY (Details) [Line Items] | ||||||||||||||||
Preferred Stock, Shares Authorized | 1,400 | 1,400 | 1,400 | |||||||||||||
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||
Conversion of Stock, Shares Issued | 13,716 | 104,684 | 230,936 | 195,692 | 52,573 | 94,364 | 691,965 | |||||||||
Conversion of Stock, Shares Converted | 27 | 206 | 454 | 367 | 100 | 180 | 1,334 | |||||||||
Dividends Payable, Current (in Dollars) | $ 540,271 | $ 540,271 | ||||||||||||||
Convertible Preferred Stock Converted to Other Securities (in Dollars) | $ 2,001,000 | |||||||||||||||
Series E Preferred Stock [Member] | ||||||||||||||||
NOTE 8 - STOCKHOLDER EQUITY (Details) [Line Items] | ||||||||||||||||
Preferred Stock, Shares Authorized | 1,000 | 1,000 | 1,000 | |||||||||||||
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||
Conversion of Stock, Shares Issued | 150,504 | 292,356 | ||||||||||||||
Conversion of Stock, Shares Converted | 318 | 307 | 625 | |||||||||||||
Dividends Payable, Current (in Dollars) | $ 196,875 | $ 196,875 | ||||||||||||||
Convertible Preferred Stock Converted to Other Securities (in Dollars) | 937,500 | |||||||||||||||
Stock Issued During Period, Shares, New Issues | 1,000 | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 4.38 | |||||||||||||||
Proceeds from Issuance of Preferred Stock, Preference Stock, and Warrants (in Dollars) | $ 1,492,969 | $ 1,500,000 | ||||||||||||||
Payments of Stock Issuance Costs (in Dollars) | $ 7,031 |
NOTE 9 - OPTIONS AND WARRANTS_2
NOTE 9 - OPTIONS AND WARRANTS (Details) - USD ($) | Aug. 17, 2018 | Aug. 16, 2018 | Jul. 31, 2018 | May 14, 2018 | May 11, 2018 | May 04, 2018 | May 01, 2018 | Apr. 30, 2018 | Feb. 16, 2018 | Feb. 15, 2018 | Feb. 14, 2018 | Jan. 05, 2018 | Oct. 19, 2012 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 |
NOTE 9 - OPTIONS AND WARRANTS (Details) [Line Items] | ||||||||||||||||||
Share Price | $ 5.58 | $ 5.58 | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in Shares) | 346,000 | |||||||||||||||||
Share-based Compensation (in Dollars) | $ 4,342,906 | $ 1,139,481 | ||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 1,375,374 | |||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 3.75 | |||||||||||||||||
Employee Stock Option [Member] | ||||||||||||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) [Line Items] | ||||||||||||||||||
Share-based Compensation (in Dollars) | $ 160,086 | $ 54,243 | $ 1,574,106 | $ 151,470 | ||||||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized (in Dollars) | $ 227,886 | $ 227,886 | $ 979,812 | |||||||||||||||
Series E Preferred Stock [Member] | ||||||||||||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) [Line Items] | ||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 4.38 | |||||||||||||||||
Warrants at $3.75 [Member] | ||||||||||||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) [Line Items] | ||||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 54,036 | 82,266 | 41,174 | 33,334 | 200,000 | 40,000 | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 3.75 | $ 3.75 | $ 3.75 | $ 3.75 | $ 3.75 | $ 3.75 | ||||||||||||
Warrant, Expriation Date | Jan. 5, 2021 | |||||||||||||||||
Warrants at $4.375 [Member] | ||||||||||||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) [Line Items] | ||||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 28,000 | 638,606 | ||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 4.375 | $ 4.375 | $ 4.375 | $ 4.375 | ||||||||||||||
Warrants at $4.375 [Member] | Series E Preferred Stock [Member] | ||||||||||||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) [Line Items] | ||||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 200,000 | |||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 4.375 | |||||||||||||||||
Warrants at $6.85 [Member] | ||||||||||||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) [Line Items] | ||||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 54,036 | 82,266 | 41,174 | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 6.85 | $ 6.85 | $ 6.85 | 6.85 | 6.85 | |||||||||||||
Consent Agreement, Series D Holders [Member] | ||||||||||||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) [Line Items] | ||||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 40,000 | |||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 3.75 | |||||||||||||||||
Consent Agreement, Series D Holders [Member] | Warrants at $3.75 [Member] | ||||||||||||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) [Line Items] | ||||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 40,000 | |||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 3.75 | |||||||||||||||||
Services Provided [Member] | Warrants at $6.85 [Member] | ||||||||||||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) [Line Items] | ||||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 40,482 | |||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 6.85 | |||||||||||||||||
2012 Equity Incentive Plan [Member] | Employee Stock Option [Member] | ||||||||||||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) [Line Items] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in Shares) | 15,186,123 | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award | the exercise price of an Incentive Stock Option should not be less than 110% of fair value of the common stock at the date of the grant for a 10% or more stockholder and 100% of fair value for a grantee who is not 10% stockholder. | |||||||||||||||||
Share Price | $ 5.58 | $ 5.58 | ||||||||||||||||
2012 Equity Incentive Plan [Member] | Maximum [Member] | Employee Stock Option [Member] | ||||||||||||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) [Line Items] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 10 years | |||||||||||||||||
2012 Equity Incentive Plan [Member] | Options at $3.55 [Member] | Employee Stock Option [Member] | ||||||||||||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) [Line Items] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in Shares) | 20,000 | |||||||||||||||||
Share-based Compensation Arrangement by Share-basd Payment Award, Options, Exercise Price | $ 3.55 | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | vesting immediately | |||||||||||||||||
2012 Equity Incentive Plan [Member] | Warrants at $4.43 [Member] | Employee Stock Option [Member] | ||||||||||||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) [Line Items] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in Shares) | 100,000 | 226,000 | ||||||||||||||||
Share-based Compensation Arrangement by Share-basd Payment Award, Options, Exercise Price | $ 4.43 | $ 4.43 | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | 10 years | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | vesting immediately | vesting immediately |
NOTE 9 - OPTIONS AND WARRANTS_3
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range - $ / shares | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options Outstanding, Number of Options | 3,358,130 | 3,404,131 |
Options Outstanding, Weighted Average Remaining Life | 5 years 36 days | |
Options Exercisable, Number of Options | 3,069,996 | 2,938,995 |
Options at $3.01-$4.00 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options Outstanding, Exercise Price, Lower Range Limit (in Dollars per share) | $ 3.01 | |
Options Outstanding, Exercise Price, Upper Range Limit (in Dollars per share) | $ 4 | |
Options Outstanding, Number of Options | 734,361 | |
Options Outstanding, Weighted Average Remaining Life | 8 years 255 days | |
Options Exercisable, Number of Options | 511,027 | |
Options at $4.01-$5.00 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options Outstanding, Exercise Price, Lower Range Limit (in Dollars per share) | $ 4.01 | |
Options Outstanding, Exercise Price, Upper Range Limit (in Dollars per share) | $ 5 | |
Options Outstanding, Number of Options | 794,857 | |
Options Outstanding, Weighted Average Remaining Life | 5 years 292 days | |
Options Exercisable, Number of Options | 730,057 | |
Options at $5.01-$6.00 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options Outstanding, Exercise Price, Lower Range Limit (in Dollars per share) | $ 5.01 | |
Options Outstanding, Exercise Price, Upper Range Limit (in Dollars per share) | $ 6 | |
Options Outstanding, Number of Options | 599,820 | |
Options Outstanding, Weighted Average Remaining Life | 1 year 219 days | |
Options Exercisable, Number of Options | 599,820 | |
Options at $6.01 and up [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options Outstanding, Exercise Price | 6.01 and up | |
Options Outstanding, Number of Options | 1,229,092 | |
Options Outstanding, Weighted Average Remaining Life | 4 years 36 days | |
Options Exercisable, Number of Options | 1,229,092 |
NOTE 9 - OPTIONS AND WARRANTS_4
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Share-based Compensation, Stock Options, Activity - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Schedule of Share-based Compensation, Stock Options, Activity [Abstract] | ||
Options Outstanding, Shares | 3,358,130 | 3,404,131 |
Options Outstanding, Weighted-Average Exercise Price | $ 5.32 | $ 5.28 |
Options Outstanding, Weighted-Average Remaining Contractual Term | 5 years 36 days | 5 years 73 days |
Options Outstanding, Aggregate Intrinsic Value | $ 2,241,976 | $ 27,045 |
Options Exercisable, Shares | 3,069,996 | 2,938,995 |
Options Exercisable, Weighted-Average Exercise Price | $ 5.43 | |
Options Exercisable, Weighted-Average Remaining Contractual Term | 4 years 328 days | |
Options Exercisable, Aggregate Intrinsic Value | $ 1,816,566 | |
Options Granted, Shares | 346,000 | |
Options Granted, Weighted-Average Exercise Price | $ 4.38 | |
Options Granted, Weighted-Average Remaining Contractual Term | 10 years | |
Options Exercised, Shares | (140,001) | |
Options Exercised, Weighted-Average Exercise Price | $ (4.40) | |
Options Canceled, Shares | (252,000) | |
Options Canceled, Weighted-Average Exercise Price | $ (3.90) |
NOTE 9 - OPTIONS AND WARRANTS_5
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | 9 Months Ended |
Sep. 30, 2018$ / shares | |
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Line Items] | |
Dividend yield | 0.00% |
Expected life | 5 years |
Weighted average grant date fair value (in Dollars per share) | $ 3.20 |
Minimum [Member] | |
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Line Items] | |
Risk-free interest rate | 2.65% |
Stock price volatility | 92.65% |
Maximum [Member] | |
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Line Items] | |
Risk-free interest rate | 2.85% |
Stock price volatility | 94.10% |
NOTE 9 - OPTIONS AND WARRANTS_6
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Warrants or Rights, Shares Authorized, by Exercise Price Range - $ / shares | 9 Months Ended | |||||||
Sep. 30, 2018 | Aug. 17, 2018 | Aug. 16, 2018 | Jul. 31, 2018 | May 11, 2018 | May 01, 2018 | Apr. 30, 2018 | Dec. 31, 2017 | |
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Warrants or Rights, Shares Authorized, by Exercise Price Range [Line Items] | ||||||||
Exercise Price, Warrants (in Dollars per share) | $ 3.75 | |||||||
Number of Warrants Outstanding | 5,070,018 | 5,115,805 | ||||||
Warrants at $0.0025 [Member] | ||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Warrants or Rights, Shares Authorized, by Exercise Price Range [Line Items] | ||||||||
Exercise Price, Warrants (in Dollars per share) | $ 0.0025 | |||||||
Number of Warrants Outstanding | 153,328 | |||||||
Expiration Date, Warrants | January 2,020 | |||||||
Warrants at $3.75 [Member] | ||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Warrants or Rights, Shares Authorized, by Exercise Price Range [Line Items] | ||||||||
Exercise Price, Warrants (in Dollars per share) | $ 3.75 | |||||||
Number of Warrants Outstanding | 2,645,199 | |||||||
Expiration Date, Warrants | October 2018 to August 2021 | |||||||
Warrants at $4.375 [Member] | ||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Warrants or Rights, Shares Authorized, by Exercise Price Range [Line Items] | ||||||||
Exercise Price, Warrants (in Dollars per share) | $ 4.375 | $ 4.375 | $ 4.375 | |||||
Number of Warrants Outstanding | 666,606 | |||||||
Expiration Date, Warrants | May 2,021 | |||||||
Warrants at $4.60 [Member] | ||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Warrants or Rights, Shares Authorized, by Exercise Price Range [Line Items] | ||||||||
Exercise Price, Warrants (in Dollars per share) | $ 4.60 | |||||||
Number of Warrants Outstanding | 12,294 | |||||||
Expiration Date, Warrants | January 2,020 | |||||||
Warrants at $4.875 [Member] | ||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Warrants or Rights, Shares Authorized, by Exercise Price Range [Line Items] | ||||||||
Exercise Price, Warrants (in Dollars per share) | $ 4.875 | |||||||
Number of Warrants Outstanding | 648,951 | |||||||
Expiration Date, Warrants | October 2018 to September 2019 | |||||||
Warrants at $5.05 [Member] | ||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Warrants or Rights, Shares Authorized, by Exercise Price Range [Line Items] | ||||||||
Exercise Price, Warrants (in Dollars per share) | $ 5.05 | |||||||
Number of Warrants Outstanding | 12,227 | |||||||
Expiration Date, Warrants | January 2,020 | |||||||
Warrants at $6.85 [Member] | ||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Warrants or Rights, Shares Authorized, by Exercise Price Range [Line Items] | ||||||||
Exercise Price, Warrants (in Dollars per share) | $ 6.85 | $ 6.85 | $ 6.85 | $ 6.85 | ||||
Number of Warrants Outstanding | 217,958 | |||||||
Expiration Date, Warrants | July 2021 to August 2021 | |||||||
Warrants at $6.875 [Member] | ||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Warrants or Rights, Shares Authorized, by Exercise Price Range [Line Items] | ||||||||
Exercise Price, Warrants (in Dollars per share) | $ 6.875 | |||||||
Number of Warrants Outstanding | 91,504 | |||||||
Expiration Date, Warrants | August 2019 to September 2019 | |||||||
Warrants at $9.175 [Member] | ||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Warrants or Rights, Shares Authorized, by Exercise Price Range [Line Items] | ||||||||
Exercise Price, Warrants (in Dollars per share) | $ 9.175 | |||||||
Number of Warrants Outstanding | 85,684 | |||||||
Expiration Date, Warrants | December 2018 to January 2019 | |||||||
Warrants at $9.375 [Member] | ||||||||
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Warrants or Rights, Shares Authorized, by Exercise Price Range [Line Items] | ||||||||
Exercise Price, Warrants (in Dollars per share) | $ 9.375 | |||||||
Number of Warrants Outstanding | 536,267 | |||||||
Expiration Date, Warrants | April 2019 to March 2020 |
NOTE 9 - OPTIONS AND WARRANTS_7
NOTE 9 - OPTIONS AND WARRANTS (Details) - Schedule of Stockholders' Equity Note, Warrants or Rights - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Abstract] | ||
Warrants Outstanding, Shares | 5,070,018 | 5,115,805 |
Warrants Outstanding, Weighted-Average Exercise Price | $ 4.74 | $ 4.55 |
Warrants Outstanding, Weighted-Average Remaining Contractual Term | 1 year 219 days | 1 year 255 days |
Warrants Outstanding, Aggregate Intrinsic Value | $ 6,975,200 | $ 551,636 |
Warrants Vested and expected to vest, Shares | 5,070,018 | |
Warrants Vested and expected to vest, Weighted-Average Exercise Price | $ 4.74 | |
Warrants Vested and expected to vest, Weighted-Average Remaining Contractual Term | 1 year 219 days | |
Warrants Vested and expected to vest, Aggregate Intrinsic Value | $ 6,975,200 | |
Warrants Exercisable, Shares | 5,070,018 | |
Warrants Exercisable, Weighted-Average Exercise Price | $ 4.74 | |
Warrants Exercisable, Weighted-Average Remaining Contractual Term | 1 year 219 days | |
Warrants Exercisable, Aggregate Intrinsic Value | $ 6,975,200 | |
Warrants Granted, Shares | 1,375,374 | |
Warrants Granted, Weighted-Average Exercise Price | $ 4.54 | |
Warrants Granted, Weighted-Average Remaining Contractual Term | 2 years 146 days | |
Warrants Exercised, Shares | (632,063) | |
Warrants Exercised, Weighted-Average Exercise Price | $ 4.04 | |
Warrants Canceled, Shares | (789,098) | |
Warrants Canceled, Weighted-Average Exercise Price | $ 3.75 |
NOTE 10 - RELATED PARTY TRANS_2
NOTE 10 - RELATED PARTY TRANSACTIONS (Details) - USD ($) | Nov. 01, 2017 | Sep. 30, 2018 | Sep. 30, 2018 | Dec. 31, 2017 |
NOTE 10 - RELATED PARTY TRANSACTIONS (Details) [Line Items] | ||||
Payments for Patent Costs, Consulting Fees and Expense Reimbursements | $ 75,000 | $ 352,219 | ||
Affiliated Entity [Member] | ||||
NOTE 10 - RELATED PARTY TRANSACTIONS (Details) [Line Items] | ||||
Related Party Transaction, Description of Transaction | Company will pay Sherpa fee of (i) $200,000 in cash, of which $25,000 will be paid on January 1, 2018, with the remainder to be paid upon completion of certain objectives, and (ii) a ten-year option to purchase up to 120,000 of the Company’s common stock at an exercise of $3.75 per share of common stock, of which 60,000 options vest immediately and 60,000 options are performance conditioned | |||
Reimbursable Travel and Other Related Expenses [Member] | ||||
NOTE 10 - RELATED PARTY TRANSACTIONS (Details) [Line Items] | ||||
Due to Related Parties | 8,924 | 8,924 | $ 27,375 | |
Patent Costs, Consulting Fees and Expense Reimbursements [Member] | ||||
NOTE 10 - RELATED PARTY TRANSACTIONS (Details) [Line Items] | ||||
Accrued Liabilities | $ 0 | $ 0 | $ 0 |
NOTE 11 - COMMITMENTS AND CON_3
NOTE 11 - COMMITMENTS AND CONTINGENCIES (Details) | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Parking Space Leases [Member] | |
NOTE 11 - COMMITMENTS AND CONTINGENCIES (Details) [Line Items] | |
Operating Leases, Rent Expense, Minimum Rentals | $ 1,017 |
NOTE 11 - COMMITMENTS AND CON_4
NOTE 11 - COMMITMENTS AND CONTINGENCIES (Details) - Schedule of Future Minimum Rental Payments for Operating Leases | Sep. 30, 2018USD ($) |
Schedule of Future Minimum Rental Payments for Operating Leases [Abstract] | |
Three months ended December 31, 2018 | $ 45,047 |
2,019 | 198,239 |
2,020 | 201,993 |
2,021 | 102,623 |
$ 547,902 |
NOTE 12 - FAIR VALUE MEASUREM_3
NOTE 12 - FAIR VALUE MEASUREMENT (Details) - Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Warrant [Member] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Balance | $ 2,358,240 |
Transfers out | (2,358,240) |
Balance | 0 |
Embedded Derivative Financial Instruments [Member] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Balance | 685,922 |
Transfers out | (685,922) |
Balance | $ 0 |
NOTE 13 - SUBSEQUENT EVENTS (De
NOTE 13 - SUBSEQUENT EVENTS (Details) - Subsequent Event [Member] | Oct. 16, 2018$ / sharesshares | Oct. 02, 2018$ / sharesshares | Oct. 31, 2018USD ($)$ / sharesshares |
NOTE 13 - SUBSEQUENT EVENTS (Details) [Line Items] | |||
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures | 260,000 | ||
Number of Board Members | 6 | ||
Shares Issued, Price Per Share (in Dollars per share) | $ / shares | $ 5.33 | ||
Board Member [Member] | |||
NOTE 13 - SUBSEQUENT EVENTS (Details) [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 34,566 | ||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 5.09 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | 50% of the options vest immediately and 50% of the options vest on January 1, 2019 | ||
Board Member [Member] | |||
NOTE 13 - SUBSEQUENT EVENTS (Details) [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 69,132 | ||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 5.09 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | 25% of the options vest immediately, 25% of the options vest on January 1, 2019, 25% of the options vest on January 1, 2020, and 25% vest January 1, 2021 | ||
Stock in Exchange for Proceeds of Exercise of Warrants [Member] | |||
NOTE 13 - SUBSEQUENT EVENTS (Details) [Line Items] | |||
Stock Issued During Period, Shares, New Issues | 52,548 | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ / shares | $ 3.75 | ||
Proceeds from Warrant Exercises (in Dollars) | $ | $ 197,054 | ||
Cashless Exercise of Warrants [Member] | |||
NOTE 13 - SUBSEQUENT EVENTS (Details) [Line Items] | |||
Stock Issued During Period, Shares, New Issues | 13,494 | ||
Proceeds from Warrant Exercises (in Dollars) | $ | $ 70,106 |