Matinas BioPharma (MTNB) 10-Q 13 Aug 15 2015 Q2 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	6 Months Ended
	Jun. 30, 2015	Jul. 31, 2015
Document Information [Line Items]
Entity Registrant Name	Matinas BioPharma Holdings, Inc.
Entity Central Index Key	1,582,554
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Trading Symbol	MTNB
Entity Common Stock, Shares Outstanding		56,967,690
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2015
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2,015

Balance Sheets

Balance Sheets - USD ($)	Jun. 30, 2015	Dec. 31, 2014
CURRENT ASSETS
Cash and Cash Equivalents	$ 6,605,498	$ 2,590,713
Restricted Cash - current	100,000	100,000
Contract Research Receivables	59,857	0
Prepaid Expenses	114,996	114,425
Total Current Assets	6,880,351	2,805,138
Fixed Assets - net	363,197	339,995
In-process research and development	3,017,377	0
Goodwill	1,384,674	0
Security deposit and other	216,475	216,317
TOTAL ASSETS	11,862,074	3,361,450
CURRENT LIABILITIES
Accounts Payable	745,551	271,155
Accrued Expenses	339,835	802,746
Deferred Rent Liability	7,239	0
Note Payable	10,000	0
Capital Lease Obligation - Current	33,580	44,362
Total Current Liabilities	1,136,205	1,118,263
LONG TERM LIABILITIES
Deferred Tax Liability	1,253,327	0
Contingent Consideration	843,674	0
Capital Lease Obligation - Long Term	0	15,291
TOTAL LIABILITIES	3,233,206	1,133,554
STOCKHOLDERS' EQUITY
Common Stock, Par Value $ 0.0001, 150,000,000 Authorized, 56,967,690 Issued and outstanding shares as of June 30, 2015; 32,292,650 Issued and outstanding shares as of December 31, 2014	5,698	3,230
Additional Paid in Capital	27,649,577	16,276,430
Accumulated Deficit	(19,026,407)	(14,051,764)
Total Stockholders' Equity	8,628,868	2,227,896
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 11,862,074	$ 3,361,450

Balance Sheets _Parenthetical_

Balance Sheets [Parenthetical] - $ / shares	Jun. 30, 2015	Dec. 31, 2014
Common Stock, Par or Stated Value Per Share (in dollars per share)	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	150,000,000	150,000,000
Common Stock, Shares, Issued	56,967,690	32,292,650
Common Stock, Shares, Outstanding	56,967,690	32,292,650

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Contract Research Revenue	$ 77,000	$ 0	$ 134,636	$ 0
OPERATING EXPENSES
Research and development	1,354,728	1,118,251	2,803,141	2,192,031
General and administrative	1,124,066	1,302,236	2,301,907	2,357,483
Total Operating Expenses	2,478,794	2,420,487	5,105,048	4,549,514
Loss from Operations	(2,401,794)	(2,420,487)	(4,970,412)	(4,549,514)
Other expense, net	2,738	5,385	4,231	15,381
NET LOSS	$ (2,404,532)	$ (2,425,872)	$ (4,974,643)	$ (4,564,895)
BASIC AND DILUTED LOSS PER SHARE (in dollars per share)	$ (0.04)	$ (0.08)	$ (0.11)	$ (0.14)
WEIGHTED AVERAGE BASIC AND DILUTED NUMBER OF SHARES OUTSTANDING (in shares)	55,942,013	32,000,000	45,815,657	32,000,000

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Cash Flow - USD ($)	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Cash flows from operating activities:
Net loss	$ (4,974,643)	$ (4,564,895)
Adjustments to reconcile net loss to net cash used by operating activities:
Depreciation	20,583	19,931
Share based compensation	733,761	547,589
Changes in operating assets and liabilities, net of amounts assumed in the acquisition of Aquarius
Other assets	(158)	(4,471)
Contract Research Receivable	(14,213)	0
Prepaid expenses	5,213	19,827
Accrued expenses	(483,925)	162,520
Accounts payable	173,983	(115,678)
Net cash used in operating activities	(4,539,399)	(3,935,177)
Cash flows used by investing activities
Equipment purchases	(38,734)	(257,772)
Cash acquired in the business combination	70,754
Net cash provided by (used in) investing activities	32,020	(257,772)
Cash flows from financing activities:
Proceeds from common stock issued for cash	10,000,000	0
Common stock issuance costs	(1,477,836)	0
Net cash provided by financing activities	8,522,164	0
Net increase (decrease) in cash equivalents	4,014,785	(4,192,949)
Cash and cash equivalents at beginning of period	2,590,713	10,840,428
Cash and cash equivalents at end of period	6,605,498	6,647,479
Supplemental non-cash financing activities
Capital lease for equipment purchase	0	111,095
Stock consideration for Aquarius merger	$ 2,119,689	$ 0

Company Information and History

Company Information and History	6 Months Ended
	Jun. 30, 2015
Disclosure Of Company Information And History [Abstract]
Document Information [Text Block]	NOTE A - Company Information and History [1] Corporate History Matinas BioPharma Holdings Inc. (“Holdings”) is a Delaware corporation formed in 2013. Holdings is the parent company of Matinas BioPharma, Inc., and Aquarius Biotechnologies, Inc., its operating subsidiaries (“BioPharma” or “the Company” or “we” or “our” or “us”). The Company is a development stage biopharmaceutical company with a focus on identifying and developing novel pharmaceutical products. On July 11, 2013, and contemporaneously with the initial closing of a private placement in July and August 2013 described below, BioPharma entered into a Merger agreement whereby it become a wholly owned subsidiary of Holdings (the “Merger”) to effect its recapitalization plan. In connection with the Merger, the stockholders of BioPharma become the stockholders of the Holdings and received an aggregate of 9,000,000 1,000,000 15,000,000 7,500,000 On January 29, 2015, we completed the acquisition of Aquarius Biotechnologies Inc., (referred to as the “Aquarius Merger” throughout this document and which is discussed in more detail under (Note D), a New Jersey-based, early-stage pharmaceutical company focused on the development of differentiated and orally delivered therapeutics based on a proprietary, lipid-based, drug delivery platform called “cochleate delivery technology.” Following the Aquarius Merger, we are a clinical-stage biopharmaceutical company focused on identifying and developing safe and effective broad spectrum antifungal and anti-bacterial therapeutics for the treatment of serious and life-threatening infections , using our innovative lipid-crystal nano-encapsulation drug delivery platform. See acquisition Note D for additional information on this transaction. On April 10, 2015, we completed a private placement of common stock (“2015 Private Placement”), under which the Company sold an aggregate of 20,000,000 20,000,000 [2] Proprietary Products and Technology Portfolios Our proprietary cochleate lipid-crystal nano-particle delivery technology platform, licensed from Rutgers University on an exclusive worldwide basis, is designed specifically for the targeted and safe delivery of orally bioavailable pharmaceuticals directly to the site of infection or inflammation. This license comprises a range of issued patents and patent applications, as well as the use of proprietary know-how with respect to the manufacturing and testing of products using this technology. Our lead product candidate using the cochleate delivery technology is MAT2203, an oral formulation of the broad spectrum intravenous(IV)-delivered anti-fungal agent amphotericin B. MAT2203 is under development for serious fungal infections and a single-escalating-dose Phase 1 study with MAT2203 has been completed. The Company is developing MAT2203 in collaboration with the National Institute of Allergy and Infectious Diseases, or NIAID, of the National Institutes of Health, or NIH. We are developing a pipeline of targeted delivery formulations by applying our cochleate oral delivery technology to a potentially broad array of proven medications, including MAT2501. MAT2501 is an oral cochleate formulation of the broad spectrum intravenous (IV)-delivered aminoglycoside antibiotic called amikacin, which is most often used for treating severe, hospital-acquired infections, including Gram-negative bacterial infections. MAT2501 is currently in the formal toxicology testing stage. We are also developing novel prescription-only pharmaceutical products with lipids as the active pharmaceutical ingredient. MAT9001 is under development for an initial indication for the treatment of highly elevated triglycerides, or severe hypertriglyceridemia. We submitted an IND to the Food and Drug Administration (FDA) for MAT9001 in October 2014 and a comparative PK/PD study with 42 enrolled patients was completed in June 2015. The study showed that MAT9001 demonstrated superiority versus Vascepa© (icosapent ethyl) in reducing lipids, triglycerides, apolipoproteins and PCSK9 levels. Finally, our MAT8800 discovery program is working to develop product candidates comprising omega-3 fatty acids for the treatment of non-alcoholic fatty liver disease, a condition for which there are currently no approved pharmacologic treatments available. [3] Business Risks The Company’s operations are subject to a number of factors that can affect its operating results and financial condition. Such factors include, but are not limited to: the results of clinical testing and trial activities of the Company’s products, the Company’s ability to raise capital, any changes in the regulatory environment and FDA requirements for regulatory approval, the Company’s ability to obtain regulatory approval to market its products, competition from products manufactured and sold or being developed by other companies, the price of, and demand for, Company products, the Company’s ability to negotiate favorable licensing or other manufacturing and marketing agreements for its products, and other factors listed under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 and other reports that the Company files with the Securities and Exchange Commission.

Going Concern and Plan of Opera

Going Concern and Plan of Operations	6 Months Ended
	Jun. 30, 2015
Plan Of Operations and Going Concern [Abstract]
Plan Of Operations And Going Concern [Text Block]	NOTE B – Going Concern and Plan of Operations The accompanying financial statements have been prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going concern. The Company has experienced net losses and negative cash flows from operations each period since its inception. Through June 30, 2015, the Company had an accumulated deficit of approximately $ 19.0 10.2 5.0 Assuming the Company obtains FDA approval for one or more of its product candidates, which the Company does not expect to receive until 2018 at the earliest, the Company expects that its expenses will increase if the Company reaches commercial launch. The Company also expects that its research and development expenses will continue to increase as it moves forward for other indications for its lead product candidates and diversifies its R&D portfolio. As a result, the Company expects to continue to incur substantial losses for the foreseeable future, and that these losses will be increasing. The Company will need to secure additional capital in order to fund operations and to continue and complete its planned clinical and operational activities related to the product candidates and technologies that the Company recently acquired from Aquarius. The Company can provide no assurances that such additional financing will be available on favorable terms, or at all. Without such additional funding, the Company is anticipating that the existing cash balance on hand at June 30, 2015 would be sufficient to meet operating activities to March 2016. The Company’s recurring losses from operations, and need for additional funding, raise substantial doubt about its ability to continue as a going concern, and as a result, the Company’s independent registered public accounting firm included an explanatory paragraph in its report on the Company’s financial statements as of and for the year ended December 31, 2014 with respect to this uncertainty.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2015
Accounting Policies [Abstract]
Significant Accounting Policies [Text Block]	NOTE C - Summary of Significant Accounting Policies [1] Basis of Presentation The accompanying unaudited consolidated financial statements include the consolidated accounts of Matinas BioPharma Holdings Inc. (Holdings) and its wholly owned subsidiaries, Matinas BioPharma, Inc. and Aquarius Biotechnologies, Inc. the operational subsidiaries of Holdings. The accompanying unaudited condensed consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and reflect the operations of the Company and its wholly-owned subsidiary. All intercompany transactions have been eliminated in consolidation. These interim unaudited financial statements do not include all the information and footnotes required by U.S. GAAP for annual financial statements and should be read in conjunction with the audited financial statements for the year ended December 31, 2014, which are included in the Form 10-K filed with the SEC on March 31, 2015. In the opinion of management, the interim unaudited financial statements reflect all normal recurring adjustments necessary to fairly state the Company’s financial position and results of operations for the interim periods presented. The year-end consolidated balance sheet data presented for comparative purposes was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. Operating results for the six months ended June 30, 2015 are not necessarily indicative of the results that may be expected for any future interim periods or for the year ending December 31, 2015. For further information, refer to the consolidated financial statements and notes thereto included in the Company’s Form 10-K for the year ended December 31, 2014. [2] Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. [3] Cash and Cash Equivalents For purposes of financial statement presentation the Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents to the extent the funds are not being held for investment purposes. [4] Concentration of Credit Risk The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents. Cash balances are maintained principally at one major U.S. financial institution and are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to regulatory limits. At various times throughout the period ended June 30, 2015, the Company’s cash balances exceeded the FDIC insurance limit. The Company has not experienced any losses in such accounts. [5] Fixed Assets Fixed Assets are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. The estimated useful lives of the Company’s fixed assets range from three to ten years. Capitalized costs associated with leasehold improvements are depreciated over the lesser of the useful life of the asset or the remaining life of the lease. [6] Income Taxes Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates. The Company adopted the provisions of ASC 740-10 and has analyzed its filing positions in jurisdictions where it may be obligated to file returns. The Company believes that its income tax filing position and deductions will be sustained on audit and does not anticipate any adjustments that will result in a material change to its financial position. Therefore, no reserves for uncertain income tax positions have been recorded. The Company’s policy is to recognize interest and/or penalties related to income tax matters in income tax expense. The Company had no accrual for interest or penalties as of June 30, 2015. In addition, future changes in unrecognized tax benefits will have no impact on the effective tax rate due to the existence of the valuation. Since the Company incurred net operating losses in every tax year since inception.The 2012, 2013 and 2014 income tax returns are subject to examination and adjustments by the IRS for at least three years following the year in which the tax attributes are utilized. [7] Stock-Based Compensation The Company accounts for stock-based compensation to employees in conformity with the provisions of ASC Topic 718, “ Stock Based Compensation” The Company accounts for equity instruments issued to non-employees in accordance with the provisions of ASC Topic 505, subtopic 50, Equity-Based Payments to Non-Employees The Company calculates the fair value of option grants utilizing the Black-Scholes pricing model, and estimates the fair value of the restricted stock based upon the estimated fair value or the common stock. The amount of stock-based compensation recognized during a period is based on the value of the portion of the awards that are ultimately expected to vest. The authoritative guidance requires forfeitures to be estimated at the time stock options are granted and warrants are issued and revised. If necessary in subsequent periods, an adjustment will be booked if actual forfeitures differ from those estimated. The term “forfeitures” is distinct from “cancellations” or “expirations” and represents only the unvested portion of the surrendered stock option or warrant. The Company estimates forfeiture rates for all unvested awards when calculating the expense for the period. In estimating the forfeiture rate, the Company monitors both stock option and warrant exercises as well as employee and non-employee termination patterns. The resulting stock-based compensation expense for both employee and non-employee awards is generally recognized on a straight-line basis over the requisite service period of the award. [8] Fair Value Measurements ASC 820 “Fair Value Measurements” defines fair value, establishes a framework for measuring fair value in GAAP and expands disclosures about fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under ASC 820 are described below: · Level 1 - Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. · Level 2 - Directly or indirectly observable inputs as of the reporting date through correlation with market data, including quoted prices for similar assets and liabilities in active markets and quoted prices in markets that are not active. Level 2 also includes assets and liabilities that are valued using models or other pricing methodologies that do not require significant judgment since the input assumptions used in the models, such as interest rates and volatility factors, are corroborated by readily observable data from actively quoted markets for substantially the full term of the financial instrument. · Level 3 - Unobservable inputs that are supported by little or no market activity and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as considers counterparty credit risk in its assessment of fair value. The carrying amounts of cash and cash equivalents, other current assets, accounts payable, note payable and accrued expenses approximate fair value due to the short-term nature of these instruments. [9] Basic Net Loss per Common Share Basic net loss per common share is computed as net loss divided by the weighted average number of common shares outstanding for the period. Diluted net loss per common share is the same as basic net loss per common share because the Company incurred a net loss during each period presented, and the potentially dilutive securities from the assumed exercise of all outstanding stock options, warrants would have an antidilutive effect. As of June 30, 2015 and 2014 the number of shares issuable upon the exercise of stock options and warrants was 46,005,361 18,309,082 [10] Revenue Recognition The Company recognizes revenue from the NIH contracts when the specified performance milestone is achieved. The milestones are analyzed and approved on a monthly basis through progress reports submitted by the Company. [11] Research and Development Research and development costs are charged to operations as they are incurred. Legal fees and other direct costs incurred in obtaining and protecting patents are also expensed as incurred, due to the uncertainty with respect to future cash flows resulting from the patents and our included as part of General and Administrative expenses. [12] Recent accounting pronouncements In August 2014, the FASB issued ASU 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers [13] Business Combination The Company accounts for acquisitions using the acquisition method of accounting which requires the recognition of tangible and identifiable intangible assets acquired and liabilities assumed at their estimated fair values as of the business combination date. The Company allocates any excess purchase price over the estimated fair value assigned to the net tangible and identifiable intangible assets acquired and liabilities assumed to goodwill. Transaction costs are expensed as incurred in general and administrative expenses. Results of operations and cash flows of acquired companies are included in the Company's operating results from the date of acquisition. The Company's intangible assets are comprised of acquired in-process research and development, or IPR&D. The fair value of IPR&D acquired through a business combination is capitalized as an indefinite-lived intangible asset until the completion or abandonment of the related research and development activities. IPR&D is tested for impairment annually or when events or circumstances indicate that the fair value may be below the carrying value of the asset. There was no impairment for the six months ended June 30, 2015. If and when research and development is complete, the associated assets would then be amortized over their estimated useful lives. [14] Goodwill Goodwill, derived from the Company's acquisition of Aquarius, is reviewed for impairment on an annual basis or more frequently if events or circumstances indicate that it may be impaired. The Company's goodwill evaluation is based on both qualitative and quantitative assessments regarding the fair value of goodwill relative to its carrying value. In the event the Company determines that it is more likely than not the carrying value of the reporting unit is higher than its fair value, quantitative testing is performed comparing recorded values to estimated fair values. If impairment is present, the impairment loss is measured as the excess of the recorded goodwill over its implied fair value. The Company performs its annual evaluation of goodwill during the fourth quarter of each fiscal year. There was no impairment for the six months ended June 30, 2015. [15] Contingent Consideration Contingent consideration arising from the acquisition of Aquarius is included as part of the purchase price and is recognized at fair value as of the acquisition date. Subsequent to the acquisition date, the Company measures contingent consideration arrangements at fair value for each period until the contingency is resolved. These changes in fair value are recognized in our consolidated statements of operations. Changes in fair values reflect new information about the likelihood of the payment of the contingent consideration and the passage of time. There was no change in the estimated fair value of the contingent consideration during the six-month period ended, June 30, 2015. [16] Subsequent Events: As of the date of this filing, no subsequent events have occurred after June 30, 2015 that would have a material impact on the June 30, 2015 Financial Statements.

Acquisition of Aquarius Biotech

Acquisition of Aquarius Biotechnologies, Inc.	6 Months Ended
	Jun. 30, 2015
Business Combinations [Abstract]
Business Combination Disclosure [Text Block]	NOTE D – Acquisition of Aquarius Biotechnologies, Inc. On January 29, 2015, we entered into the Merger Agreement with Aquarius, Saffron Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of ours (“Merger Sub”) and J. Carl Craft, as the stockholder representative. The merger contemplated by the Merger Agreement (the “Aquarius Merger”) became effective on January 29, 2015, following the satisfaction or waiver of the conditions described in the Merger Agreement, including approval of the transaction by 100% of Aquarius’ stockholders. Pursuant to the Aquarius Merger, the Merger Sub merged with and into Aquarius, with Aquarius surviving the merger as a wholly-owned subsidiary of ours. Pursuant to the terms of the Merger Agreement, we were obligated to issue an aggregate of up to 5,000,000 4,608,020 3,000,000 (i) 1,500,000 shares issuable upon the dosing of the first patient in a phase III trial sponsored by us for a product utilizing Aquarius’ proprietary cochleate delivery technology and (ii) 1,500,000 shares issuable upon FDA approval of the first NDA submitted by us for a product utilizing Aquarius’ proprietary cochleate delivery technology. The transaction was accounted for as a business combination, and accordingly the Company has included the results of operations of Aquarius subsequent to the January 29, 2015 closing date. The transaction resulted in a significant amount of in-process research and development, goodwill and deferred tax liability on the balance sheet, as detailed below. Fair value of 4,608,020 of common stock issued at a price per share of $0.46 as of January 29, 2015 the closing date of the merger. $ 2,119,689 Fair value of potential Matinas common stock as contingent consideration that will be issued upon achieving certain future clinical milestone-(a) 422,609 Fair value of potential Matinas common stock as contingent consideration that will be issued upon achieving certain future regulatory milestone-(a) 330,737 Total consideration $ 2,873,035 (a)-Reflects recognition of the estimated fair value of the contingent consideration payable with issuance of Matinas common stock upon achievement of certain future clinical and regulatory milestones, the achievement of which is uncertain. The fair value of the additional shares were established by assigning probabilities and projected dates of positive outcome for the milestones and valuing the future issuance of the shares by using the Black-Scholes options pricing model to account for the uncertainty in the future value of the shares. The value of the shares as derived using the options pricing model were then weighted based on the probability of achieving the milestones to determine the fair market value of the additional shares. Cash $ 70,754 Contract/ Account receivable 45,644 Prepaid expenses and other current assets 5,084 Property and equipment, net 5,051 Other assets 700 In-process research and development-(b) 3,017,377 Total identifiable assets 3,144,610 Accounts payable 300,413 Notes payable-(d) 10,000 Accrued expenses 92,509 Total liabilities assumed 402,922 Net identifiable assets acquired 2,741,688 Goodwill-(c) 1,384,674 Deferred income taxes arising from basis differences of tax aspects of in-process research and development (1,253,327) Net assets acquired $ 2,873,035 (b)-The fair value of the in-process research and development asset was estimated on the basis of its replacement cost as determined by a buildup of the costs incurred to develop the technology as it existed as of the acquisition date resulting in a fair value of $3,017,377. The fair value of other assets and liabilities approximate their book value. (c)-The Company allocated the purchase price to the net tangible and intangible assets based upon their estimated fair values at the Merger date. The excess of the purchase price over the estimated fair values of the net tangible and intangible assets acquired has been recorded as goodwill including deferred tax liabilities resulting from the tax attributes of the in-process research and development (see Note C [14]). (d)- Aquarius issued a note for a loan that was made to a related party. Interest on note is calculated using the applicable federal rate for midterm loans. Since the note has no specified repayment terms, it is considered a current liability.

2015 Private Placement Funding

2015 Private Placement Funding	6 Months Ended
	Jun. 30, 2015
2015 Private Placement [Member]
2015 Private Placement Funding [Line Items]
Stockholders' Equity Note Disclosure [Text Block]	NOTE E – 2015 Private Placement Funding The Company had two closings for a private placement, on March 31, 2015 and April 10, 2015, respectively. This private placement offered to accredited investors (the “Offering”) of the Company’s units (the “Units”) at a price of $ 0.50 0.0001 0.75 3.00 In connection with the Offering, the Company also entered into definitive subscription agreements (the “Subscription Agreements”) with accredited investors (the “Investors”) and issued an aggregate of 20,000,000 20,000,000 10 8.5 In addition, the Company entered into a Registration Rights Agreement with the Investors pursuant to which the Company has granted the Investors certain registration rights requiring the Company, within sixty (60) days following the final closing of the Offering, to file a registration statement with the Securities and Exchange Commission covering the resale by the Investors of the shares of Common Stock and shares of Common Stock underlying the Warrants issued in the Offering. The Subscription Agreements also contain customary representations, warranties and agreements. The Company entered into a Placement Agency Agreement with Aegis Capital Corp. (“Aegis”) pursuant to which Aegis acted as the Company’s exclusive placement agent (the “Placement Agent”) for the Offering. Immediately prior to the Offering, the Placement Agent and its affiliates beneficially owned an aggregate of more than 10% of our outstanding equity securities. In addition, Adam Stern, Head of Private Equity Banking at Aegis, is a member of the Company’s board of directors. Pursuant to the terms of the Placement Agency Agreement, in connection with the Offering, the Company paid the Placement Agent an aggregate cash fee of $ 1,000,000 300,000 2,000,000 0.50 2,000,000 0.75 5 Registration Rights Agreement In connection with the 2015 Private Placement, the Company entered into a registration rights agreement with the investors in the 2015 Private Placement. Pursuant to the terms of the registration rights agreement, the Company was required to file with the SEC, no later than June 9, 2015 (the “Filing Deadline”), a registration statement covering the resale of the shares of common stock and the shares of common stock underlying the warrants sold in the 2015 Private Placement. The Company was also required to use commercially reasonable efforts to have the registration statement declared effective within one hundred and twenty (120) days after the registration statement is filed with the SEC (the “Effectiveness Deadline”). The Registration Statement was filed on June 9, 2015 and declared effective on July 23, 2015. The Company is required to keep the registration statement continuously effective under the Securities Act of 1933, as amended (the “Securities Act”), for a period of one year from the date it is declared effective by the SEC or for such shorter period ending on the earlier of the date when all the registerable securities covered by the registration statement have been sold or such time as all of the registerable securities covered by the registration statement can be sold under Rule 144 without any volume limitations (the “Effectiveness Period”). If the Company does not maintain the effectiveness of the registration statement during the Effectiveness Period, subject to certain limitations and the right of the Company to suspend the use of the prospectus for certain periods, the Company shall pay to each holder of registrable securities purchased in 2015 Private Placement an amount in cash equal to half of one percent (0.5%) of such holder’s investment amount, subject to a maximum penalty equal to six percent (6%) of such holder’s investment amount, on every thirty (30) day anniversary of such failure to maintain the registration statement until such failure was cured; provided however that such liquidated damages shall be paid only with respect to registrable securities that cannot then be immediately resold in reliance on Rule 144.

STOCK HODERS EQUITY

STOCK HODERS EQUITY	6 Months Ended
	Jun. 30, 2015
Warrant [Member]
Stockholders' Equity Note Disclosure [Text Block]	NOTE F - Stock Holders Equity Warrants As of June 30, 2015, the Company had outstanding warrants to purchase an aggregate of 39,250,000 0.50 2.00 The Warrants are exercisable immediately upon issuance and have a five-year term. The Warrants may be exercised at any time in whole or in part upon payment of the applicable exercise price until expiration of the Warrants. No fractional shares will be issued upon the exercise of the Warrants. All of the Warrants may be exercised on a “cashless” basis in certain circumstances. However, since all such cashless exercises are settled on a net share basis, the exercise price and the number of warrant shares purchasable upon the exercise of the Investor Warrants are subject to adjustment upon the occurrence of certain events, which include stock dividends, stock splits, combinations and reclassifications of the Company capital stock or similar “organic changes” to the equity structure of the Company. Accordingly, pursuant to ASC 815, the warrants are classified as equity in the accompanying statement of stockholder’s Equity. The Company may call the Warrants issued prior to March 31, 2015, other than the Placement Agent Warrants, at any time the common stock trades above $5.00 for twenty (20) consecutive days following the effectiveness of the registration statement covering the resale of the shares of common stock underlying the Warrants, provided that the Warrants can only be called if such registration statement is current and remains effective at the time of the call and provided further that the Company can only call the 2013 Investor Warrants for redemption, if it also calls all other warrants issued prior to March 31, 2015 for redemption on the terms described above. The Company may call the Warrants issued in the 2015 Private Placement, other than the Placement Agent Warrants, at any time the common stock trades above $3.00 for twenty (20) consecutive days following the effectiveness of the registration statement covering the resale of the shares of common stock underlying the Warrants, provided that the Warrants can only be called if such registration statement is current and remains effective at the time of the call. The Placement Agent Warrants do not have a redemption feature. Such term is an embedded contingent feature and within the control of the Company, and does not require bifurcation. A summary of equity warrants outstanding as of June 30, 2015 is presented below, all of which are fully vested. Shares July 11, 2013 formation of Holdings, 4,000,000 warrants issued, terms 5 years, exercisable at $ 2.00, including 250,000 warrants sold to Mr. Adam Stern 4,000,000 July 11, 2013 recapitalization of Matinas BioPharma Inc. 1,000,000 warrants issued, terms 5 years, exercisable at $ 2.00 1,000,000 July and August 2013 completion of Private Placement, 7,500,000 warrants issued, terms 5 years, exercisable at $ 2.00 7,500,000 July 30, 2013 Placement Agent warrants issued as part of compensation for Private Placement. Terms 5 years, exercisable at $ 2.00 750,000 July 30, 2013 Placement Agent warrant issued as part of compensation for Private Placement. Terms 5 years exercisable at $ 1.00 1,500,000 July 30, 2013 500,000 warrants sold to Chairman of Board Mr. Herb Conrad for $ 20,000. Terms 5 years, exercisable at $ 2.00 per share 500,000 March 31, 2015 Warrants: March 31, 2015 first close of Private Placement, 9,875,0000 warrants issued, terms 5 years, exercisable at $0.75 9,875,000 March 31, 2015, Placement Agent Warrants, 987,500 issued, terms 5 years, exercisable at $0.75 987,500 March 31, 2015, Placement Agent Warrants, 987,500 issued, terms 5 years, exercisable at $ 0.50 987,500 April 10, 2015 Warrants: April 10, 2015 first close of Private Placement, 10,125,000 warrants issued, terms 5 years, exercisable at $0.75 10,125,000 April 10, 2015, Placement Agent Warrants, 1,012,500 issued, terms 5 years, exercisable at $0.75 1,012,500 April 10, 2015, Placement Agent Warrants, 1,012,500 issued, terms 5 years, exercisable at $0.50 1,012,500 Total Warrants Outstanding at June 30, 2015 39,250,000

STOCK BASED COMPENSATION

STOCK BASED COMPENSATION	6 Months Ended
	Jun. 30, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Disclosure of Compensation Related Costs, Share-based Payments [Text Block]	NOTE G - Stock Based Compensation In August 2013, the Company adopted the 2013 Equity Compensation Plan (the “Plan”), which provides for the granting of incentive stock options, nonqualified stock options, restricted stock units, performance units, and stock purchase rights. Options under the Plan may be granted at prices not less than 100% of the fair value of the shares on the date of grant as determined by the Board Committee. The Board Committee determines the period over which the options become exercisable subject to certain restrictions as defined in the Plan, with the current outstanding options generally vesting over three years. The term of the options is no longer than ten years. The Company currently has reserved 9,541,706 With the approval of the Board of Directors and majority Shareholders, effective May 8, 2014, the Plan was amended and restated. The amendment provides for an automatic increase in the number of shares of Common Stock available for issuance under the Plan each January (with Board approval), commencing January 1, 2015 4 The Company recognized stock-based compensation expense in its consolidated statements of operations as follows ($ in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Research and Development $ 86 $ 55 $ 288 $ 108 General and Administrative 315 219 446 440 Total $ 401 $ 274 $ 734 $ 548 Stock Incentive Plans: The following table contains information about the Company’s stock plan at June 30, 2015: Awards Reserved Awards for Awards Available Issuance Issued for Grant 2013 Equity Compensation Plan 9,541,706 7,115,031 * 2,426,675 * includes both stock grants and option grants The following table summarizes the Company’s stock option activity and related information for the period from December 31, 2014 to June 30, 2015: Weighted Number of average Options Exercise Price Outstanding at December 31, 2014 5,353,417 $ 1.05 Granted 1,630,000 - Exercised - - Forfeited (113,195) - Canceled (114,861) $ Outstanding at June 30, 2015 6,755,361 $ 0.93 As of June 30, 2015, the number of vested shares underlying outstanding options was 3,353,520 1.02 1.1 1.00 1.7 1.2

COMMITMENTS

COMMITMENTS	6 Months Ended
	Jun. 30, 2015
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies Disclosure [Text Block]	NOTE H - Commitments Lease Space On November 1, 2013, the Company entered into 7 12,723 14,200 In December of 2014, the Company entered into an agreement to lease laboratory space for one year starting January 1, 2015 in Monmouth Junction, New Jersey at a monthly rent of $ 2,175 Listed below is a summary of future lease rental payments as of June 30, 2015: Lease Commitments 2015 90,854 2016 157,321 2017 160,257 2018 163,193 2019 and beyond 406,147 Total future minimum lease payments $ 977,772 Security Deposit The Company was obligated to provide a security deposit of $ 300,000 Starting June 1, 2015, this deposit can be reduced by $100,000 on an annual basis, down to $50,000, as long as the Company makes timely rental payments

Summary of Significant Accoun14

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2015
Accounting Policies [Abstract]
Basis of Accounting, Policy [Policy Text Block]	[1] Basis of Presentation The accompanying unaudited consolidated financial statements include the consolidated accounts of Matinas BioPharma Holdings Inc. (Holdings) and its wholly owned subsidiaries, Matinas BioPharma, Inc. and Aquarius Biotechnologies, Inc. the operational subsidiaries of Holdings. The accompanying unaudited condensed consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and reflect the operations of the Company and its wholly-owned subsidiary. All intercompany transactions have been eliminated in consolidation. These interim unaudited financial statements do not include all the information and footnotes required by U.S. GAAP for annual financial statements and should be read in conjunction with the audited financial statements for the year ended December 31, 2014, which are included in the Form 10-K filed with the SEC on March 31, 2015. In the opinion of management, the interim unaudited financial statements reflect all normal recurring adjustments necessary to fairly state the Company’s financial position and results of operations for the interim periods presented. The year-end consolidated balance sheet data presented for comparative purposes was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. Operating results for the six months ended June 30, 2015 are not necessarily indicative of the results that may be expected for any future interim periods or for the year ending December 31, 2015. For further information, refer to the consolidated financial statements and notes thereto included in the Company’s Form 10-K for the year ended December 31, 2014.
Use of Estimates, Policy [Policy Text Block]	[2] Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Cash and Cash Equivalents, Policy [Policy Text Block]	[3] Cash and Cash Equivalents For purposes of financial statement presentation the Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents to the extent the funds are not being held for investment purposes.
Concentration Risk, Credit Risk, Policy [Policy Text Block]	[4] Concentration of Credit Risk The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents. Cash balances are maintained principally at one major U.S. financial institution and are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to regulatory limits. At various times throughout the period ended June 30, 2015, the Company’s cash balances exceeded the FDIC insurance limit. The Company has not experienced any losses in such accounts.
Property, Plant and Equipment, Policy [Policy Text Block]	[5] Fixed Assets Fixed Assets are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. The estimated useful lives of the Company’s fixed assets range from three to ten years. Capitalized costs associated with leasehold improvements are depreciated over the lesser of the useful life of the asset or the remaining life of the lease.
Income Tax, Policy [Policy Text Block]	[6] Income Taxes Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates. The Company adopted the provisions of ASC 740-10 and has analyzed its filing positions in jurisdictions where it may be obligated to file returns. The Company believes that its income tax filing position and deductions will be sustained on audit and does not anticipate any adjustments that will result in a material change to its financial position. Therefore, no reserves for uncertain income tax positions have been recorded. The Company’s policy is to recognize interest and/or penalties related to income tax matters in income tax expense. The Company had no accrual for interest or penalties as of June 30, 2015. In addition, future changes in unrecognized tax benefits will have no impact on the effective tax rate due to the existence of the valuation. Since the Company incurred net operating losses in every tax year since inception.The 2012, 2013 and 2014 income tax returns are subject to examination and adjustments by the IRS for at least three years following the year in which the tax attributes are utilized.
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block]	[7] Stock-Based Compensation The Company accounts for stock-based compensation to employees in conformity with the provisions of ASC Topic 718, “ Stock Based Compensation” The Company accounts for equity instruments issued to non-employees in accordance with the provisions of ASC Topic 505, subtopic 50, Equity-Based Payments to Non-Employees The Company calculates the fair value of option grants utilizing the Black-Scholes pricing model, and estimates the fair value of the restricted stock based upon the estimated fair value or the common stock. The amount of stock-based compensation recognized during a period is based on the value of the portion of the awards that are ultimately expected to vest. The authoritative guidance requires forfeitures to be estimated at the time stock options are granted and warrants are issued and revised. If necessary in subsequent periods, an adjustment will be booked if actual forfeitures differ from those estimated. The term “forfeitures” is distinct from “cancellations” or “expirations” and represents only the unvested portion of the surrendered stock option or warrant. The Company estimates forfeiture rates for all unvested awards when calculating the expense for the period. In estimating the forfeiture rate, the Company monitors both stock option and warrant exercises as well as employee and non-employee termination patterns. The resulting stock-based compensation expense for both employee and non-employee awards is generally recognized on a straight-line basis over the requisite service period of the award.
Fair Value Measurement, Policy [Policy Text Block]	[8] Fair Value Measurements ASC 820 “Fair Value Measurements” defines fair value, establishes a framework for measuring fair value in GAAP and expands disclosures about fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under ASC 820 are described below: · Level 1 - Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. · Level 2 - Directly or indirectly observable inputs as of the reporting date through correlation with market data, including quoted prices for similar assets and liabilities in active markets and quoted prices in markets that are not active. Level 2 also includes assets and liabilities that are valued using models or other pricing methodologies that do not require significant judgment since the input assumptions used in the models, such as interest rates and volatility factors, are corroborated by readily observable data from actively quoted markets for substantially the full term of the financial instrument. · Level 3 - Unobservable inputs that are supported by little or no market activity and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as considers counterparty credit risk in its assessment of fair value. The carrying amounts of cash and cash equivalents, other current assets, accounts payable, note payable and accrued expenses approximate fair value due to the short-term nature of these instruments.
Earnings Per Share, Policy [Policy Text Block]	[9] Basic Net Loss per Common Share Basic net loss per common share is computed as net loss divided by the weighted average number of common shares outstanding for the period. Diluted net loss per common share is the same as basic net loss per common share because the Company incurred a net loss during each period presented, and the potentially dilutive securities from the assumed exercise of all outstanding stock options, warrants would have an antidilutive effect. As of June 30, 2015 and 2014 the number of shares issuable upon the exercise of stock options and warrants was 46,005,361 18,309,082
Revenue Recognition, Policy [Policy Text Block]	[10] Revenue Recognition The Company recognizes revenue from the NIH contracts when the specified performance milestone is achieved. The milestones are analyzed and approved on a monthly basis through progress reports submitted by the Company.
Research and Development Expense, Policy [Policy Text Block]	[11] Research and Development Research and development costs are charged to operations as they are incurred. Legal fees and other direct costs incurred in obtaining and protecting patents are also expensed as incurred, due to the uncertainty with respect to future cash flows resulting from the patents and our included as part of General and Administrative expenses.
New Accounting Pronouncements, Policy [Policy Text Block]	[12] Recent accounting pronouncements In August 2014, the FASB issued ASU 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers
Business Combinations Policy [Policy Text Block]	[13] Business Combination The Company accounts for acquisitions using the acquisition method of accounting which requires the recognition of tangible and identifiable intangible assets acquired and liabilities assumed at their estimated fair values as of the business combination date. The Company allocates any excess purchase price over the estimated fair value assigned to the net tangible and identifiable intangible assets acquired and liabilities assumed to goodwill. Transaction costs are expensed as incurred in general and administrative expenses. Results of operations and cash flows of acquired companies are included in the Company's operating results from the date of acquisition. The Company's intangible assets are comprised of acquired in-process research and development, or IPR&D. The fair value of IPR&D acquired through a business combination is capitalized as an indefinite-lived intangible asset until the completion or abandonment of the related research and development activities. IPR&D is tested for impairment annually or when events or circumstances indicate that the fair value may be below the carrying value of the asset. There was no impairment for the six months ended June 30, 2015. If and when research and development is complete, the associated assets would then be amortized over their estimated useful lives.
Goodwill and Intangible Assets, Policy [Policy Text Block]	[14] Goodwill Goodwill, derived from the Company's acquisition of Aquarius, is reviewed for impairment on an annual basis or more frequently if events or circumstances indicate that it may be impaired. The Company's goodwill evaluation is based on both qualitative and quantitative assessments regarding the fair value of goodwill relative to its carrying value. In the event the Company determines that it is more likely than not the carrying value of the reporting unit is higher than its fair value, quantitative testing is performed comparing recorded values to estimated fair values. If impairment is present, the impairment loss is measured as the excess of the recorded goodwill over its implied fair value. The Company performs its annual evaluation of goodwill during the fourth quarter of each fiscal year. There was no impairment for the six months ended June 30, 2015.
Business Combination, Contingent Consideration, Liability [Policy Text Block]	[15] Contingent Consideration Contingent consideration arising from the acquisition of Aquarius is included as part of the purchase price and is recognized at fair value as of the acquisition date. Subsequent to the acquisition date, the Company measures contingent consideration arrangements at fair value for each period until the contingency is resolved. These changes in fair value are recognized in our consolidated statements of operations. Changes in fair values reflect new information about the likelihood of the payment of the contingent consideration and the passage of time. There was no change in the estimated fair value of the contingent consideration during the six-month period ended, June 30, 2015.
Subsequent Events, Policy [Policy Text Block]	[16] Subsequent Events: As of the date of this filing, no subsequent events have occurred after June 30, 2015 that would have a material impact on the June 30, 2015 Financial Statements.

Acquisition of Aquarius Biote15

Acquisition of Aquarius Biotechnologies, Inc. (Tables)	6 Months Ended
	Jun. 30, 2015
Business Combinations [Abstract]
Schedule of Business Acquisitions, by Acquisition [Table Text Block]	The acquisition-date fair value of the consideration transferred totaled $2,873,035 as of January 29, 2015 and consisted of the following items: Fair value of 4,608,020 of common stock issued at a price per share of $0.46 as of January 29, 2015 the closing date of the merger. $ 2,119,689 Fair value of potential Matinas common stock as contingent consideration that will be issued upon achieving certain future clinical milestone-(a) 422,609 Fair value of potential Matinas common stock as contingent consideration that will be issued upon achieving certain future regulatory milestone-(a) 330,737 Total consideration $ 2,873,035 (a)-Reflects recognition of the estimated fair value of the contingent consideration payable with issuance of Matinas common stock upon achievement of certain future clinical and regulatory milestones, the achievement of which is uncertain. The fair value of the additional shares were established by assigning probabilities and projected dates of positive outcome for the milestones and valuing the future issuance of the shares by using the Black-Scholes options pricing model to account for the uncertainty in the future value of the shares. The value of the shares as derived using the options pricing model were then weighted based on the probability of achieving the milestones to determine the fair market value of the additional shares.
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]	The preliminary allocation of the total purchase price is described below based on the estimated fair value of the assets acquired and liabilities assumed on the date of the acquisition. Management is in the process of refining this allocation. Cash $ 70,754 Contract/ Account receivable 45,644 Prepaid expenses and other current assets 5,084 Property and equipment, net 5,051 Other assets 700 In-process research and development-(b) 3,017,377 Total identifiable assets 3,144,610 Accounts payable 300,413 Notes payable-(d) 10,000 Accrued expenses 92,509 Total liabilities assumed 402,922 Net identifiable assets acquired 2,741,688 Goodwill-(c) 1,384,674 Deferred income taxes arising from basis differences of tax aspects of in-process research and development (1,253,327) Net assets acquired $ 2,873,035 (b)-The fair value of the in-process research and development asset was estimated on the basis of its replacement cost as determined by a buildup of the costs incurred to develop the technology as it existed as of the acquisition date resulting in a fair value of $3,017,377. The fair value of other assets and liabilities approximate their book value. (c)-The Company allocated the purchase price to the net tangible and intangible assets based upon their estimated fair values at the Merger date. The excess of the purchase price over the estimated fair values of the net tangible and intangible assets acquired has been recorded as goodwill including deferred tax liabilities resulting from the tax attributes of the in-process research and development (see Note C [14]). (d)- Aquarius issued a note for a loan that was made to a related party. Interest on note is calculated using the applicable federal rate for midterm loans. Since the note has no specified repayment terms, it is considered a current liability.

STOCK HODERS EQUITY (Tables)

STOCK HODERS EQUITY (Tables)	6 Months Ended
	Jun. 30, 2015
Stockholders Equity Note [Abstract]
Schedule of Stockholders Equity Note, Warrants or Rights [Table Text Block]	A summary of equity warrants outstanding as of June 30, 2015 is presented below, all of which are fully vested. Shares July 11, 2013 formation of Holdings, 4,000,000 warrants issued, terms 5 2.00 250,000 4,000,000 July 11, 2013 recapitalization of Matinas BioPharma Inc. 1,000,000 warrants issued, terms 5 2.00 1,000,000 July and August 2013 completion of Private Placement, 7,500,000 warrants issued, terms 5 2.00 7,500,000 July 30, 2013 Placement Agent warrants issued as part of compensation for Private Placement. Terms 5 2.00 750,000 July 30, 2013 Placement Agent warrant issued as part of compensation for Private Placement. Terms 5 1.00 1,500,000 July 30, 2013 500,000 warrants sold to Chairman of Board Mr. Herb Conrad for $ 20,000 5 2.00 500,000 March 31, 2015 Warrants: March 31, 2015 first close of Private Placement, 9,875,0000 warrants issued, terms 5 0.75 9,875,000 March 31, 2015, Placement Agent Warrants, 987,500 issued, terms 5 0.75 987,500 March 31, 2015, Placement Agent Warrants, 987,500 issued, terms 5 0.50 987,500 April 10, 2015 Warrants: April 10, 2015 first close of Private Placement, 10,125,000 warrants issued, terms 5 0.75 10,125,000 April 10, 2015, Placement Agent Warrants, 1,012,500 issued, terms 5 0.75 1,012,500 April 10, 2015, Placement Agent Warrants, 1,012,500 issued, terms 5 0.50 1,012,500 Total Warrants Outstanding at June 30, 2015 39,250,000

STOCK BASED COMPENSATION (Table

STOCK BASED COMPENSATION (Tables)	6 Months Ended
	Jun. 30, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block]	The Company recognized stock-based compensation expense in its consolidated statements of operations as follows ($ in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Research and Development $ 86 $ 55 $ 288 $ 108 General and Administrative 315 219 446 440 Total $ 401 $ 274 $ 734 $ 548
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block]	The following table contains information about the Company’s stock plan at June 30, 2015: Awards Reserved Awards for Awards Available Issuance Issued for Grant 2013 Equity Compensation Plan 9,541,706 7,115,031 * 2,426,675 * includes both stock grants and option grants
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block]	The following table summarizes the Company’s stock option activity and related information for the period from December 31, 2014 to June 30, 2015: Weighted Number of average Options Exercise Price Outstanding at December 31, 2014 5,353,417 $ 1.05 Granted 1,630,000 - Exercised - - Forfeited (113,195) - Canceled (114,861) $ Outstanding at June 30, 2015 6,755,361 $ 0.93

COMMITMENTS (Tables)

COMMITMENTS (Tables)	6 Months Ended
	Jun. 30, 2015
Commitments and Contingencies Disclosure [Abstract]
Contractual Obligation, Fiscal Year Maturity Schedule [Table Text Block]	Listed below is a summary of future lease rental payments as of June 30, 2015: Lease Commitments 2015 90,854 2016 157,321 2017 160,257 2018 163,193 2019 and beyond 406,147 Total future minimum lease payments $ 977,772

Company Information and Histo19

Company Information and History (Details Textual) - shares	Apr. 10, 2015	Jul. 11, 2013
Private Placement [Member]
Company Information And History [Line Items]
Stock Issued During Period, Shares, New Issues		15,000,000
Warrants Issued For Purchase Of Common Stock		7,500,000
Holdings [Member]
Company Information And History [Line Items]
Stock Issued During Period, Shares, New Issues		9,000,000
Warrants Issued For Purchase Of Common Stock		1,000,000
2015 Private Placement [Member]
Company Information And History [Line Items]
Stock Issued During Period, Shares, New Issues	20,000,000
Warrants Issued For Purchase Of Common Stock	20,000,000

Going Concern and Plan of Ope20

Going Concern and Plan of Operations (Details Textual) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Going Concern And Plan Of Operation [Line Items]
Deficit accumulated during development stage	$ (19,026,407)		$ (19,026,407)		$ (14,051,764)
Net loss	$ (2,404,532)	$ (2,425,872)	$ (4,974,643)	$ (4,564,895)	$ 10,200,000

Summary of Significant Accoun21

Summary of Significant Accounting Policies (Details Textual) - shares	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Summary Of Significant Accounting Policies [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	46,005,361	18,309,082
Maximum [Member]
Summary Of Significant Accounting Policies [Line Items]
Property, Plant and Equipment, Useful Life	10 years
Minimum [Member]
Summary Of Significant Accounting Policies [Line Items]
Property, Plant and Equipment, Useful Life	3 years

Acquisition of Aquarius Biote22

Acquisition of Aquarius Biotechnologies, Inc. (Details) - Jan. 29, 2015 - Aquarius Biotechnologies, Inc. [Member] - USD ($)		Total
Business Acquisition [Line Items]
Fair value of 4,608,020 of common stock issued at a price per share of $0.46 as of January 29, 2015 the closing date of the merger.		$ 2,119,689
Fair value of potential Matinas common stock as contingent consideration that will be issued upon achieving certain future clinical milestone	[1]	422,609
Fair value of potential Matinas common stock as contingent consideration that will be issued upon achieving certain future regulatory milestone	[1]	330,737
Total consideration		$ 2,873,035
[1]	Reflects recognition of the estimated fair value of the contingent consideration payable with issuance of Matinas common stock upon achievement of certain future clinical and regulatory milestones, the achievement of which is uncertain. The fair value of the additional shares were established by assigning probabilities and projected dates of positive outcome for the milestones and valuing the future issuance of the shares by using the Black-Scholes options pricing model to account for the uncertainty in the future value of the shares. The value of the shares as derived using the options pricing model were then weighted based on the probability of achieving the milestones to determine the fair market value of the additional shares.

Acquisition of Aquarius Biote23

Acquisition of Aquarius Biotechnologies, Inc. (Details 1) - USD ($)		Jun. 30, 2015	Jan. 29, 2015	Dec. 31, 2014
Business Acquisition [Line Items]
Goodwill		$ 1,384,674		$ 0
Net assets acquired			$ 2,873,035
Aquarius Biotechnologies, Inc. [Member]
Business Acquisition [Line Items]
Cash			70,754
Contract/ Account receivable			45,644
Prepaid expenses and other current assets			5,084
Property and equipment, net			5,051
Other assets			700
In-process research and development	[1]		3,017,377
Total identifiable assets			3,144,610
Accounts payable			300,413
Notes payable	[2]		10,000
Accrued expenses			92,509
Total liabilities assumed			402,922
Net identifiable assets acquired			2,741,688
Goodwill	[3]		1,384,674
Deferred income taxes arising from basis differences of tax aspects of in-process research and development			(1,253,327)
Net assets acquired			$ 2,873,035
[1]	The fair value of the in-process research and development asset was estimated on the basis of its replacement cost as determined by a buildup of the costs incurred to develop the technology as it existed as of the acquisition date resulting in a fair value of $3,017,377. The fair value of other assets and liabilities approximate their book value.
[2]	Aquarius issued a note for a loan that was made to a related party. Interest on note is calculated using the applicable federal rate for midterm loans. Since the note has no specified repayment terms, it is considered a current liability.
[3]	The Company allocated the purchase price to the net tangible and intangible assets based upon their estimated fair values at the Merger date. The excess of the purchase price over the estimated fair values of the net tangible and intangible assets acquired has been recorded as goodwill including deferred tax liabilities resulting from the tax attributes of the in-process research and development (see Note C [14]).

Acquisition of Aquarius Biote24

Acquisition of Aquarius Biotechnologies, Inc. (Details Textual) - USD ($)	1 Months Ended
	Jan. 29, 2015	Jun. 30, 2015	Dec. 31, 2014
Business Acquisition [Line Items]
Percentage Of Approval Shareholders	100.00%
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net	$ 2,873,035
Indefinite-Lived Intangible Assets (Excluding Goodwill)		$ 3,017,377	$ 0
Aquarius Biotechnologies, Inc. [Member]
Business Acquisition [Line Items]
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares	4,608,020
Business Acquisition, Share Price	$ 0.46
Business Combination, Contingent Consideration, Upon Achieving Certain Future Clinical Milestone, Number of Shares Issuable	5,000,000
Business Combination, Contingent Consideration, Upon Achieving Certain Future Regulatory Milestone, Number of Shares Issuable	3,000,000
Milestone Consideration Description	(i) 1,500,000 shares issuable upon the dosing of the first patient in a phase III trial sponsored by us for a product utilizing Aquarius proprietary cochleate delivery technology and (ii) 1,500,000 shares issuable upon FDA approval of the first NDA submitted by us for a product utilizing Aquarius proprietary cochleate delivery technology.
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net	$ 2,873,035

2015 Private Placement Funding

2015 Private Placement Funding (Details Textual) - USD ($)	6 Months Ended
	Jun. 30, 2015	Dec. 31, 2014
Private Placement Funding [Line Items]
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Effectiveness Of Registration Statement Description	The Registration Statement was filed on June 9, 2015 and declared effective on July 23, 2015. The Company is required to keep the registration statement continuously effective under the Securities Act of 1933, as amended (the Securities Act), for a period of one year from the date it is declared effective by the SEC or for such shorter period ending on the earlier of the date when all the registerable securities covered by the registration statement have been sold or such time as all of the registerable securities covered by the registration statement can be sold under Rule 144 without any volume limitations (the Effectiveness Period). If the Company does not maintain the effectiveness of the registration statement during the Effectiveness Period, subject to certain limitations and the right of the Company to suspend the use of the prospectus for certain periods, the Company shall pay to each holder of registrable securities purchased in 2015 Private Placement an amount in cash equal to half of one percent (0.5%) of such holders investment amount, subject to a maximum penalty equal to six percent (6%) of such holders investment amount, on every thirty (30) day anniversary of such failure to maintain the registration statement until such failure was cured; provided however that such liquidated damages shall be paid only with respect to registrable securities that cannot then be immediately resold in reliance on Rule144.
Proceeds from Issuance of Common Stock, Net	$ 8,500,000
Warrant [Member]
Private Placement Funding [Line Items]
Number Of Units Issued In Offering	20,000,000
Minimum [Member]
Private Placement Funding [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.50
2015 Private Placement [Member]
Private Placement Funding [Line Items]
Share Price	0.50
Common Stock, Par or Stated Value Per Share	0.0001
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.75
Warrant To Purchase Common Stock Period	5 years
Number Of Units Issued In Offering	20,000,000
Payments for Repurchase of Common Stock	$ 10,000,000
Placement Agent Fees	1,000,000
Non Accountable Expense Allowance	$ 300,000
Warrant Solicitation Fee Percentage	5.00%
2015 Private Placement [Member] | Exercise Price One [Member]
Private Placement Funding [Line Items]
Warrants Issued For Purchase Of Common Stock	2,000,000
Investment Warrants, Exercise Price	$ 0.50
2015 Private Placement [Member] | Exercise Price Two [Member]
Private Placement Funding [Line Items]
Warrants Issued For Purchase Of Common Stock	2,000,000
Investment Warrants, Exercise Price	$ 0.75
2015 Private Placement [Member] | Minimum [Member]
Private Placement Funding [Line Items]
Closing Bid Price Of Common Stock	$ 3

Stock Holders Equity (Details)

Stock Holders Equity (Details)	Jun. 30, 2015shares
Stock Holders Equity [Line Items]
Total Warrants Outstanding	39,250,000
July 11, 2013 Issue 1 [Member]
Stock Holders Equity [Line Items]
Total Warrants Outstanding	4,000,000
July 11, 2013 Issue 2 [Member]
Stock Holders Equity [Line Items]
Total Warrants Outstanding	1,000,000
July And August, 2013 [Member]
Stock Holders Equity [Line Items]
Total Warrants Outstanding	7,500,000
July 30, 2013 Issue 1 [Member]
Stock Holders Equity [Line Items]
Total Warrants Outstanding	750,000
July 30, 2013 Issue 2 [Member]
Stock Holders Equity [Line Items]
Total Warrants Outstanding	1,500,000
July 30, 2013 Issue 3 [Member]
Stock Holders Equity [Line Items]
Total Warrants Outstanding	500,000
March 31, 2015 Issue 1 [Member]
Stock Holders Equity [Line Items]
Total Warrants Outstanding	9,875,000
March 31, 2015 Issue 2 [Member]
Stock Holders Equity [Line Items]
Total Warrants Outstanding	987,500
March 31, 2015 Issue 3 [Member]
Stock Holders Equity [Line Items]
Total Warrants Outstanding	987,500
April 10, 2015 Issue 1 [Member]
Stock Holders Equity [Line Items]
Total Warrants Outstanding	10,125,000
April 10, 2015 Issue 2 [Member]
Stock Holders Equity [Line Items]
Total Warrants Outstanding	1,012,500
April 10, 2015 Issue 3 [Member]
Stock Holders Equity [Line Items]
Total Warrants Outstanding	1,012,500

Stock Holders Equity (Details T

Stock Holders Equity (Details Textual) - $ / shares	Apr. 10, 2015	Jul. 11, 2013	Mar. 31, 2015	Jul. 30, 2013	Aug. 31, 2013	Jun. 30, 2015
Stock Holders Equity [Line Items]
Class of Warrant or Right, Outstanding						39,250,000
July 11, 2013 Issue 1 [Member]
Stock Holders Equity [Line Items]
Class of Warrant or Right, Outstanding						4,000,000
July 11, 2013 Issue 2 [Member]
Stock Holders Equity [Line Items]
Class of Warrant or Right, Outstanding						1,000,000
July And August, 2013 [Member]
Stock Holders Equity [Line Items]
Class of Warrant or Right, Outstanding						7,500,000
July 30, 2013 Issue 1 [Member]
Stock Holders Equity [Line Items]
Class of Warrant or Right, Outstanding						750,000
July 30, 2013 Issue 2 [Member]
Stock Holders Equity [Line Items]
Class of Warrant or Right, Outstanding						1,500,000
July 30, 2013 Issue 3 [Member]
Stock Holders Equity [Line Items]
Class of Warrant or Right, Outstanding						500,000
March 31, 2015 Issue 1 [Member]
Stock Holders Equity [Line Items]
Class of Warrant or Right, Outstanding						9,875,000
March 31, 2015 Issue 2 [Member]
Stock Holders Equity [Line Items]
Class of Warrant or Right, Outstanding						987,500
March 31, 2015 Issue 3 [Member]
Stock Holders Equity [Line Items]
Class of Warrant or Right, Outstanding						987,500
April 10, 2015 Issue 1 [Member]
Stock Holders Equity [Line Items]
Class of Warrant or Right, Outstanding						10,125,000
April 10, 2015 Issue 2 [Member]
Stock Holders Equity [Line Items]
Class of Warrant or Right, Outstanding						1,012,500
April 10, 2015 Issue 3 [Member]
Stock Holders Equity [Line Items]
Class of Warrant or Right, Outstanding						1,012,500
Adam Stern [Member] | July 11, 2013 Issue 1 [Member]
Stock Holders Equity [Line Items]
Warrants Maturity Term		5 years
Class of Warrant or Right, Exercise Price of Warrants or Rights		$ 2
Class of Warrant or Right, Outstanding		250,000
Matinas BioPharma Inc [Member] | July 11, 2013 Issue 2 [Member]
Stock Holders Equity [Line Items]
Warrants Maturity Term		5 years
Class of Warrant or Right, Exercise Price of Warrants or Rights		$ 2
Private Placement Agent [Member] | July And August, 2013 [Member]
Stock Holders Equity [Line Items]
Warrants Maturity Term					5 years
Class of Warrant or Right, Exercise Price of Warrants or Rights					$ 2
Private Placement Agent [Member] | July 30, 2013 Issue 1 [Member]
Stock Holders Equity [Line Items]
Warrants Maturity Term				5 years
Class of Warrant or Right, Exercise Price of Warrants or Rights				$ 2
Private Placement Agent [Member] | July 30, 2013 Issue 2 [Member]
Stock Holders Equity [Line Items]
Warrants Maturity Term				5 years
Class of Warrant or Right, Exercise Price of Warrants or Rights				$ 1
Private Placement Agent [Member] | March 31, 2015 Issue 1 [Member]
Stock Holders Equity [Line Items]
Warrants Maturity Term			5 years
Class of Warrant or Right, Exercise Price of Warrants or Rights			$ 0.75
Private Placement Agent [Member] | April 10, 2015 Issue 1 [Member]
Stock Holders Equity [Line Items]
Warrants Maturity Term	5 years
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.75
Mr.Herb Conrad [Member] | July 30, 2013 Issue 3 [Member]
Stock Holders Equity [Line Items]
Warrants Maturity Term				5 years
Class of Warrant or Right, Exercise Price of Warrants or Rights				$ 2
Class of Warrant or Right, Outstanding				20,000
Placement Agent [Member] | March 31, 2015 Issue 2 [Member]
Stock Holders Equity [Line Items]
Warrants Maturity Term			5 years
Class of Warrant or Right, Exercise Price of Warrants or Rights			$ 0.75
Issuance Of Warrants Description			The Company may call the Warrants issued prior to March 31, 2015, other than the Placement Agent Warrants, at any time the common stock trades above $5.00 for twenty (20) consecutive days following the effectiveness of the registration statement covering the resale of the shares of common stock underlying the Warrants
Placement Agent [Member] | March 31, 2015 Issue 3 [Member]
Stock Holders Equity [Line Items]
Warrants Maturity Term			5 years
Class of Warrant or Right, Exercise Price of Warrants or Rights			$ 0.50
Issuance Of Warrants Description			The Company may call the Warrants issued in the 2015 Private Placement, other than the Placement Agent Warrants, at any time the common stock trades above $3.00 for twenty (20) consecutive days following the effectiveness of the registration statement covering the resale of the shares of common stock underlying the Warrants
Placement Agent [Member] | April 10, 2015 Issue 2 [Member]
Stock Holders Equity [Line Items]
Warrants Maturity Term	5 years
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.75
Placement Agent [Member] | April 10, 2015 Issue 3 [Member]
Stock Holders Equity [Line Items]
Warrants Maturity Term	5 years
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.50
Maximum [Member]
Stock Holders Equity [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights						$ 2
Minimum [Member]
Stock Holders Equity [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights						$ 0.50

Stock Based Compensation (Detai

Stock Based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Allocated Share-based Compensation Expense	$ 401	$ 274	$ 734	$ 548
Research and Development Expense [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Allocated Share-based Compensation Expense	86	55	288	108
General and Administrative Expense [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Allocated Share-based Compensation Expense	$ 315	$ 219	$ 446	$ 440

Stock Based Compensation (Det29

Stock Based Compensation (Details 1) - Jun. 30, 2015 - 2013 Equity Compensation Plan [Member] - shares		Total
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awards Reserved for Issuance		9,541,706
Awards Issued	[1]	7,115,031
Awards Available for Grant		2,426,675
[1]	includes both stock grants and option grants

Stock Based Compensation (Det30

Stock Based Compensation (Details 2) - 6 months ended Jun. 30, 2015 - $ / shares	Total
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Options, Outstanding at Beginning	5,353,417
Number of Options, Granted	1,630,000
Number of Options, Exercised	0
Number of Options, Forfeited	(113,195)
Number of Options, Canceled	(114,861)
Number of Options, Outstanding at Ending	6,755,361
Weighted average Excercise Price, Outstanding at Beginning (in dollars per share)	$ 1.05
Weighted average Excercise Price, Granted (in dollars per share)	0
Weighted average Excercise Price, Exercised (in dollars per share)	0
Weighted average Excercise Price, Forfeited (in dollars per share)	0
Weighted average Excercise Price, Outstanding at Ending (in dollars per share)	$ 0.93

Stock Based Compensation (Det31

Stock Based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Millions	May. 08, 2014	Jun. 30, 2015	Aug. 31, 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common Stock, Capital Shares Reserved for Future Issuance			9,541,706
Share-based Compensation Arrangement by Share-based Payment Award, Percentage of Outstanding Stock Maximum	4.00%
Share-based Compensation Arrangement by Share-based Payment Award Increase of Shares Offering Date	January 1, 2015
Employee Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares		3,353,520
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value		$ 1.02
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value		$ 1.1
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value		$ 1
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized		$ 1.7
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition		1 year 2 months 12 days

Commitments (Details)

Commitments (Details)	Jun. 30, 2015USD ($)
Future Lease Rental Payment [Line Items]
2,015	$ 90,854
2,016	157,321
2,017	160,257
2,018	163,193
2019 and beyond	406,147
Total future minimum lease payments	$ 977,772

Commitments (Details Textual)

Commitments (Details Textual) - USD ($)	1 Months Ended		6 Months Ended
	Jun. 30, 2014	Nov. 01, 2013	Jun. 30, 2015
Commitments and Officer Loans [Line Items]
Increase Decrease In Lease Rental Expense	$ 14,200
Security Deposit			$ 300,000
Lessor Leasing Arrangements, Operating Leases, Term of Contract		7 years
Operating Leases, Rent Expense, Net, Total	$ 12,723		$ 2,175
Security Deposits Reduced By Straight Line Basis Description			Starting June1, 2015, this deposit can be reduced by $100,000 on an annual basis, down to $50,000, as long as the Company makes timely rental payments