Hepion Pharmaceuticals (HEPA) 10-Q 5 Feb 14 2014 Q2 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	6 Months Ended
	Dec. 31, 2013	Feb. 04, 2014
Document and Entity Information	'	'
Entity Registrant Name	'ContraVir Pharmaceuticals, Inc.	'
Entity Central Index Key	'0001583771	'
Document Type	'10-Q	'
Document Period End Date	31-Dec-13	'
Amendment Flag	'false	'
Current Fiscal Year End Date	'--06-30	'
Entity Current Reporting Status	'Yes	'
Entity Filer Category	'Smaller Reporting Company	'
Entity Common Stock, Shares Outstanding	'	18,485,294
Document Fiscal Year Focus	'2014	'
Document Fiscal Period Focus	'Q2	'

CONDENSED_BALANCE_SHEETS

CONDENSED BALANCE SHEETS (USD $)	Dec. 31, 2013	Jun. 30, 2013
Current Assets:	'	'
Cash	$3,275	$86,716
Prepaid insurance	5,552	'
Total Assets	8,827	86,716
Current Liabilities:	'	'
Accounts payable	55,507	3,617
Accrued expenses	33,562	40,000
Due to parent	54,738	83,266
Demand note payable to parent and accrued interest	354,880	100,328
Total Current Liabilities	498,687	227,211
Stockholder's Deficiency:	'	'
Preferred stock, par value $0.0001 per share. Authorized 20,000,000 shares, none issued and outstanding.	'	'
Common stock, par value of $.0001 per share. Authorized 120,000,000 shares, issued and outstanding 9,000,000 shares.	900	900
Additional paid-in capital	-48	-900
Deficit accumulated during development stage	-490,712	-140,495
Total Stockholder's Deficiency	-489,860	-140,495
Total Liabilities and Stockholder's Deficiency	$8,827	$86,716

CONDENSED_BALANCE_SHEETS_Paren

CONDENSED BALANCE SHEETS (Parenthetical) (USD $)	Dec. 31, 2013	Jun. 30, 2013
CONDENSED BALANCE SHEETS	'	'
Preferred stock, par value (in dollars per share)	$0.00	$0.00
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$0.00	$0.00
Common stock, shares authorized	120,000,000	120,000,000
Common stock, shares issued	9,000,000	9,000,000
Common stock, shares outstanding	9,000,000	9,000,000

CONDENSED_STATEMENTS_OF_OPERAT

CONDENSED STATEMENTS OF OPERATIONS (USD $)	3 Months Ended	6 Months Ended	8 Months Ended
	Dec. 31, 2013	Dec. 31, 2013	Dec. 31, 2013
Costs and Expenses:	'	'	'
Research and development	$9,208	$22,846	$40,587
General and administrative	154,067	320,780	443,207
Loss from Operations	-163,275	-343,626	-483,794
Interest expense	-4,880	-6,591	-6,918
Net loss	($168,155)	($350,217)	($490,712)
Weighted Average Common Shares Outstanding	'	'	'
Basic and Diluted (in shares)	9,000,000	9,000,000	'
Net Loss per Common Share	'	'	'
Basic and Diluted (in dollars per share)	($0.02)	($0.04)	'

STATEMENTS_OF_CHANGES_IN_STOCK

STATEMENTS OF CHANGES IN STOCKHOLDER'S DEFICIENCY (USD $)	2 Months Ended	3 Months Ended	6 Months Ended	8 Months Ended
	Jun. 30, 2013	Dec. 31, 2013	Dec. 31, 2013	Dec. 31, 2013
Increase (Decrease) in Stockholders' Equity	'	'	'	'
Balance	'	'	($140,495)	'
Balance (in shares)	'	'	9,000,000	'
Stock based compensation expense	'	'	852	'
Net loss for the period	-140,495	-168,155	-350,217	-490,712
Balance	-140,495	-489,860	-489,860	-489,860
Balance (in shares)	9,000,000	9,000,000	9,000,000	9,000,000
Common Stock	'	'	'	'
Increase (Decrease) in Stockholders' Equity	'	'	'	'
Issuance of Common Stock	900	'	'	'
Issuance of Common Stock (in shares)	9,000,000	'	'	'
Balance	900	900	900	900
Balance (in shares)	9,000,000	9,000,000	9,000,000	9,000,000
Additional Paid in Capital	'	'	'	'
Increase (Decrease) in Stockholders' Equity	'	'	'	'
Balance	'	'	-900	'
Issuance of Common Stock	-900	'	'	'
Stock based compensation expense	'	'	852	'
Balance	-900	-48	-48	-48
Deficit Accumulated during the Development Stage	'	'	'	'
Increase (Decrease) in Stockholders' Equity	'	'	'	'
Balance	'	'	-140,495	'
Net loss for the period	-140,495	'	-350,217	'
Balance	($140,495)	($490,712)	($490,712)	($490,712)

CONDENSED_STATEMENTS_OF_CASH_F

CONDENSED STATEMENTS OF CASH FLOW (USD $)	6 Months Ended	8 Months Ended
	Dec. 31, 2013	Dec. 31, 2013
Cash Flows From Operating Activities:	'	'
Net loss	($350,217)	($490,712)
Adjustments to reconcile net loss to net cash used in operating activities:	'	'
Interest expense on note payable to parent	4,553	4,880
Stock based compensation expense	852	852
Changes in operating assets and liabilities:	'	'
Accounts payable, accrued expenses and due to parent	16,923	143,807
Prepaid expenses	-5,552	-5,552
Total Adjustments	16,776	143,987
Net Cash used in Operating Activities	-333,441	-346,725
Cash Flows From Financing Activities:	'	'
Proceeds from demand note payable to parent	250,000	350,000
Net Cash provided by Financing Activities	250,000	350,000
Net (decrease) increase in cash	-83,441	3,275
Cash at beginning of period	86,716	'
Cash at end of period	3,275	3,275
Supplementary disclosure of cash flow information:	'	'
Cash paid for interest	$2,038	$2,038

Business_Overview

Business Overview	6 Months Ended
	Dec. 31, 2013
Business Overview	'
Business Overview	'
	1. Business Overview
	ContraVir Pharmaceuticals Inc. (“ContraVir” or the “Company”) is a biopharmaceutical company focused primarily on the clinical development of FV-100 to treat herpes zoster (HZ), or shingles, which is an infection caused by the reactivation of varicella zoster virus (VZV) or “chickenpox”.

Basis_of_Presentation_and_Goin

Basis of Presentation and Going Concern	6 Months Ended
	Dec. 31, 2013
Basis of Presentation and Going Concern	'
Basis of Presentation and Going Concern	'
	2. Basis of Presentation and Going Concern
	These unaudited financial statements have been prepared following the requirements of the Securities and Exchange Commission (“SEC”) and United States generally accepted accounting principles (“GAAP”) for interim reporting. In the opinion of management, the accompanying unaudited financial statements include all adjustments, which include only normal recurring adjustments, necessary to present fairly ContraVir’s interim financial information. The accompanying unaudited financial statements should be read in conjunction with the audited financial statements as of and for the period ended June 30, 2013 contained in the Company’s initial Form 10 Registration Statement (“Form 10”) filed with the Securities Exchange Commission (“SEC”) on August 8, 2013, as amended September 20, 2013 and October 22, 2013.
	ContraVir is a wholly owned subsidiary of Synergy Pharmaceuticals Inc. (“Synergy”). ContraVir was organized in Delaware on May 15, 2013 (inception) for the purpose of developing Synergy’s FV-100 assets, which Synergy had previously acquired under an Asset Purchase Agreement, dated August 17, 2012 (the “BMS Purchase Agreement”), with Bristol-Myers Squibb Company (“BMS”).
	Pursuant to the BMS Purchase Agreement Synergy purchased from BMS certain assets defined as “Acquired Assets” and assumed from BMS certain liabilities defined as “Assumed Liabilities”, in each case relating to the business being conducted by BMS as of the date of the BMS Purchase Agreement, consisting of the research, development, product design and related activities of BMS relating solely to FV-100, the valyl ester pro-drug of Cf1743, a bicyclic nucleoside analogue (the “FV-100 Product”).
	On June 10, 2013 ContraVir and Synergy entered into a Contribution Agreement, as amended and restated August 5, 2013 (the “Contribution Agreement”), to transfer to ContraVir the FV-100 Product, in exchange for the issuance to Synergy of 9,000,000 shares of ContraVir common stock, par value $0.0001 per share (the “Common Stock”), representing 100% of the outstanding shares of Common Stock as of immediately following such issuance. During the period from August 17, 2012 through June 10, 2013 Synergy made no expenditures related to the research and development of FV-100, thus, ContraVir determined that the acquired asset did not meet the definition of a business, as defined in ASC 805, “Business Combinations” and was accounted for under ASC 350, “Intangibles Goodwill and Other” as an acquisition of assets. The acquisition of this asset was accounted for at Synergy’s net book value which was zero.
	Going Concern
	As of December 31, 2013 ContraVir had $3,275 in cash. Net cash used in operating activities was $333,441 for the six months ended December 31, 2013.  Net loss for the three and six months ended December 31, 2013 was $168,155 and $350,217.  As of December 31, 2013 ContraVir had a negative working capital and a stockholder’s deficiency of $489,860.
	These unaudited financial statements have been prepared under the assumption that the Company will continue as a going concern. ContraVir’s ability to continue as a going concern is dependent upon its ability to obtain additional equity or debt financing, attain further operating efficiencies and, ultimately, to generate revenue. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
	ContraVir will be required to raise additional capital within the next year to continue the development and commercialization of its current product candidate and to continue to fund operations at the current cash expenditure levels. ContraVir cannot be certain that additional funding will be available on acceptable terms, or at all. Any debt financing, if available, may involve restrictive covenants that impact ContraVir’s ability to conduct business. If ContraVir is unable to raise additional capital when required or on acceptable terms, ContraVir may have to (i) significantly delay, scale back or discontinue the development and/or commercialization of its product candidate; (ii) seek collaborators for product its candidate at an earlier stage than otherwise would be desirable and on terms that are less favorable than might otherwise be available; or (iii) relinquish or otherwise dispose of rights to technologies, product candidate or products that ContraVir would otherwise seek to develop or commercialize ourselves on unfavorable terms.

Recent_Accounting_Pronouncemen

Recent Accounting Pronouncements	6 Months Ended
	Dec. 31, 2013
Recent Accounting Pronouncements	'
Recent Accounting Pronouncements	'
	3. Recent Accounting Pronouncements
	There are no recent accounting pronouncements affecting the Company.

Fair_Value_of_Financial_Instru

Fair Value of Financial Instruments	6 Months Ended
	Dec. 31, 2013
Fair Value of Financial Instruments	'
Fair Value of Financial Instruments	'
	4. Fair Value of Financial Instruments
	Financial instruments consist of cash, accounts payable and notes payable. These financial instruments are stated at their respective historical carrying amounts, which approximate fair value due to their short term nature.

Stockholders_Deficiency

Stockholder's Deficiency	6 Months Ended
	Dec. 31, 2013
Stockholder's Deficiency	'
Stockholder's Deficiency	'
	5. Stockholder’s Deficiency
	On June 10, 2013, ContraVir and Synergy entered into a Contribution Agreement, as amended and restated August 5, 2013, to transfer to ContraVir the FV-100 Product, in exchange for the issuance to Synergy of 9,000,000 shares of ContraVir common stock, par value $0.0001 per share (the “Common Stock”), representing 100% of the outstanding shares of Common Stock as of immediately following such issuance.

Accounting_for_SharedBased_Pay

Accounting for Shared-Based Payments	6 Months Ended
	Dec. 31, 2013
Accounting for Shared-Based Payments	'
Accounting for Shared-Based Payments	'
	6. Accounting for Shared-Based Payments
	ASC Topic 718 “Compensation—Stock Compensation” requires companies to measure the cost of employee services received in exchange for the award of equity instruments based on the estimated fair value of the award at the date of grant. The expense is to be recognized over the period during which an employee is required to provide services in exchange for the award.
	ContraVir accounts for shares of stock options issued to non-employees based on the fair value of the stock option, if that value is more reliably measurable than the fair value of the consideration or services received. The Company accounts for stock options issued and vesting to non-employees in accordance with ASC Topic 505-50 “Equity -Based Payment to Non-Employees” and accordingly the value of the stock compensation to non-employees is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Accordingly the fair value of these options is being “marked to market” quarterly until the measurement date is determined.
	ASC Topic 718 requires that cash flows resulting from tax deductions in excess of the cumulative compensation cost recognized for options exercised (excess tax benefits) be classified as cash inflows from financing activities and cash outflows from operating activities. Due to ContraVir’s accumulated deficit position, no excess tax benefits have been recognized. ContraVir accounts for stock options granted to employees and non-employees based on the fair market value of the instrument, using the Black-Scholes option pricing model based on assumptions for expected stock price volatility, term of the option, risk-free interest rate and expected dividend yield, at the grant date.
	On June 3, 2013, ContraVir adopted the 2013 Equity Incentive Plan (the “Plan”). Stock options granted under the Plan typically will vest after three years of continuous service from the grant date and will have a contractual term of ten years. ContraVir has reserved 1,500,000 shares of common stock issuable pursuant to the Plan.
	A summary of stock option activity and of changes in stock options outstanding under the Plan is presented below:
		Number of		Exercise Price		Weighted Average		Intrinsic		Weighted Average
		Options		Per Share		Exercise Price		Value		Remaining
						Per Share				Contractual Term
	Balance outstanding, July 1, 2013	—		$	—	$	—	$	—	—
	Granted	204,000		$	0.11	$	0.11	—		9.9 years
	Exercised	—		—		—		—		—
	Forfeited	—		—		—		—		—
	Balance outstanding, December 31, 2013	204,000		$	0.11	$	0.11	$	—	9.9 years
	Exercisable at December 31, 2013	—		$	—	$	—	$	—	—
	The following weighted-average assumptions were used in the Black-Scholes valuation model to estimate fair value of stock option awards during the periods indicated.
		Three Months
		Ended
		December 31, 2013
	Stock price	$	0.11
	Risk-free interest rate	2.4		%
	Dividend yield	—
	Expected volatility	90		%
	Expected term (in years)	6 years
	Stock Price — ContraVir stock is closely held, entirely by Synergy, at December 31, 2013. There is no public market for the stock. Management believes that the best alternative indication of stock value is what Synergy paid for the FV-100 Product, in an arms-length transaction, to BMS on August 17, 2012, or $1,000,000. Thus $1,000,000 divided by the 9,000,000 shares outstanding during the quarter ended December 31, 2013 results is a stock price of $0.11 per share.
	Risk-free interest rate —Based on the daily yield curve rates for U.S. Treasury obligations with maturities which correspond to the expected term of the Company’s stock options.
	Dividend yield —ContraVir has not paid any dividends on common stock since its inception and does not anticipate paying dividends on its common stock in the foreseeable future.
	Expected volatility — Because the ContraVir has one sole shareholder and does not have an active market for the Company’s stock, the Company based expected volatility on that of comparable public development stage biotechnology companies and management’s expectation that the company’s stock will be trading in the near future.
	Expected term — ContraVir has had no stock options exercised since inception. The expected option term represents the period that stock-based awards are expected to be outstanding based on the simplified method provided in Staff Accounting Bulletin (“SAB”) No. 107, Share-Based Payment , (“SAB No. 107”), which averages an award’s weighted-average vesting period and expected term for “plain vanilla” share options. Under SAB No. 107, options are considered to be “plain vanilla” if they have the following basic characteristics: (i) granted “at-the-money”; (ii) exercisability is conditioned upon service through the vesting date; (iii) termination of service prior to vesting results in forfeiture; (iv) limited exercise period following termination of service; and (v) options are non-transferable and non-hedgeable.
	In December 2007, the SEC issued SAB No. 110, Share-Based Payment , (“SAB No. 110”). SAB No. 110 was effective January 1, 2008 and expresses the views of the Staff of the SEC with respect to extending the use of the simplified method, as discussed in SAB No. 107, in developing an estimate of the expected term of “plain vanilla” share options in accordance with ASC Topic 718. The Company will use the simplified method until it has the historical data necessary to provide a reasonable estimate of expected life in accordance with SAB No. 107, as amended by SAB No. 110. For the expected term, the Company has “plain-vanilla” stock options, and therefore used a simple average of the vesting period and the contractual term for options granted as permitted by SAB No. 107.
	Forfeitures —ASC Topic 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. ContraVir estimated future unvested option forfeitures based on the historical experience of its parent.
	The unrecognized compensation cost related to non-vested stock options outstanding at December 31, 2013, net of expected forfeitures, was approximately $15,000 to be recognized over a weighted-average remaining vesting period of approximately 2.9 years.

Income_Taxes

Income Taxes	6 Months Ended
	Dec. 31, 2013
Income Taxes	'
Income Taxes	'
	7. Income Taxes
	At December 31, 2013, ContraVir has net operating loss carry forwards (“NOLs”) aggregating approximately $490,000, which, if not used, expire in 2033. The utilization of these NOLs may become subject to limitations based on past and future changes in ownership of ContraVir pursuant to Internal Revenue Code Section 382.
	ContraVir records a valuation allowance against deferred tax assets to the extent that it is more likely than not that some portion, or all of, the deferred tax assets will not be realized. Due to the substantial doubt related to ContraVir’s ability to continue as a going concern and utilize its deferred tax assets, a valuation allowance for the full amount of the deferred tax assets has been established at December 31, 2013. As a result of this valuation allowance there are no income tax benefits reflected in the accompanying consolidated statements of operations to offset pre-tax losses.
	ContraVir has no uncertain tax positions subject to examination by the relevant tax authorities as of December 31, 2013 because no tax returns have yet been filed for the period May 15, 2013 (inception) to December 31, 2013. ContraVir will file U.S. and state income tax returns in jurisdictions with varying statutes of limitations.

Loan_and_Demand_Note_Payable

Loan and Demand Note Payable	6 Months Ended
	Dec. 31, 2013
Loan and Demand Note Payable	'
Loan and Demand Note Payable	'
	8. Loan and Demand Note Payable
	On June 5, 2013 ContraVir entered into a Loan and Security Agreement with Synergy pursuant to which Synergy agreed to lend ContraVir up to five hundred thousand dollars ($500,000) for working capital purposes (the “Loan Agreement”).  Pursuant to the Loan Agreement, the promissory note (the “Note”) bears interest at six percent (6%) per annum and such interest shall be paid on the 15th of each of January, March, June and September, beginning September 15, 2013.  The Note matures on the earlier of June 10, 2014 or the date that the entire principal amount and interest shall become due and payable by reason of an event of default under the Note or otherwise.  In addition, Synergy has the right to demand payment of the unpaid principal amount and all accrued but unpaid interest thereon at any time after August 4, 2013, upon providing ContraVir fifteen (15) days prior written notice. In connection with the Loan Agreement, ContraVir granted Synergy a security interest in all of its assets, including its intellectual property, until the Note is repaid in full.  As of December 31, 2013 borrowings under the Note totaled $350,000, plus accrued interst of $4,880.
	On November 18, 2013, ContraVir and Synergy entered into Amendment No. 1 to the Loan and Security Agreement, dated June 5, 2013, pursuant to which the total aggregate amount which could be borrowed by ContraVir from Synergy was increased from $500,000 to $1,000,000.

Related_Parties

Related Parties	6 Months Ended
	Dec. 31, 2013
Related Parties	'
Related Parties	'
	9. Related Parties
	On July 8, 2013, ContraVir entered into a Shared Services Agreement with Synergy, effective May 16, 2013.  Under the Shared Services Agreement, Synergy will provide and/or make available to ContraVir various administrative, financial (including accounting, reporting, treasury, accounts payable processing, and payroll functions), legal, insurance, facility, information technology, laboratory, real estate and other services to be provided by, or on behalf of, Synergy, together with such other services as reasonably requested by ContraVir.
	In consideration for such services, ContraVir will pay fees to Synergy for the services provided, and those fees will generally be in amounts intended to allow Synergy to recover all of its direct and indirect costs incurred in providing those services. The personnel performing services under the Shared Services Agreement will be employees and/or independent contractors of Synergy and will not be under ContraVir’s direction or control. These personnel costs will be allocated based upon the actual time spent by Synergy personnel performing services for ContraVir under the shared services agreement.
	As of December 31, 2013 and June 30, 2013, the balances due to Synergy on shared services and allocated expenses are comprised of the following amounts:
		December 31, 2013		June 30, 2013
	Legal, patent and corporate	$	7,973	$	45,787
	Salaries and benefits	33,405		16,703
	Financial advisory fees	—		10,000
	Insurance	5,421		2,934
	Temporary labor	878		2,550
	Rent, utilities, and property taxes	6,845		3,363
	Other	216		1,929
	Total Shared Services	$	54,738	$	83,266
	The shared services agreement will continue in effect until terminated (1) by ContraVir at any time on at least 30 days’ prior written notice, (2) by either party if the non-defaulting party shall have failed to perform any of its material obligations under the agreement, provided the non-defaulting party shall have notified the defaulting party in writing and such failure shall have continued for a period of at least 30 days after receipt of such written notice. This agreement was amended and restated on August 5, 2013 to clarify certain indemnification provisions.

Loss_per_Share

Loss per Share	6 Months Ended
	Dec. 31, 2013
Loss per Share	'
Loss per Share	'
	10. Loss per Share
	Basic and diluted net loss per share is presented in conformity with ASC Topic 260, Earnings per Share , (“ASC Topic 260”) for all periods presented. In accordance with ASC Topic 260, basic and diluted net loss per common share was determined by dividing net loss applicable to common stockholders by the weighted-average common shares outstanding during the period. The 204,000 stock options outstanding as of December 31, 2013 were excluded from the calculation of diluted loss per share because the effect was antidilutive.

Subsequent_Events

Subsequent Events	6 Months Ended
	Dec. 31, 2013
Subsequent Events	'
Subsequent Events	'
	11. Subsequent Events
	On January 9, 2014, ContraVir borrowed an additional $100,000 from Synergy under the Loan and Security Agreement (See footnote 8)
	On January 23, 2014 the Company entered into a three year consulting agreement with Chris McGuigan, Ph.D. for scientific and technical advisory services.  Dr. McGuigan is a director of the Company and was instrumental in the early development of the Company’s FV-100 drug candidate.  His total compensation under the agreement is a grant of 250,000 common stock options, at an exercise price of $0.37 per share, vesting over three years.
	On January 28, 2014, ContraVir’s parent company Synergy (“Synergy”) declared a dividend of ContraVir Common Stock. On the distribution date of February 18, 2014, Synergy stockholders of record as of the close of business on February 6, 2014 will receive .0986 shares of ContraVir common stock for every 1 share of Synergy common stock they hold. No fractional shares of ContraVir will be issued. Synergy stockholders will receive cash in lieu of fractional shares. After the distribution ContraVir will be an independent publicly traded company and Synergy will retain no ownership interest in ContraVir.
	On February 4, 2014, ContraVir entered into a securities purchase agreement with accredited investors to sell securities and raise gross proceeds of $3,225,000 in a private placement. The Company sold 9,485,294 units to the investors with each unit consisting of one share of the Company’s common stock and one warrant to purchase an additional one half share of the Company’s common stock. The purchase price paid by the investor was $0.34 for each unit. The warrants expire after six years and are exercisable at $0.37 per share. Based upon the Company’s analysis of the criteria contained in ASC Topic 815-40, “Derivatives and Hedging—Contracts in Entity’s Own Equity” the Company has determined that the units issued in connection with this Financing transaction must be recorded as derivative liabilities upon issuance and marked to market on a quarterly basis.

Accounting_for_SharedBased_Pay1

Accounting for Shared-Based Payments (Tables)	6 Months Ended
	Dec. 31, 2013
Accounting for Shared-Based Payments	'
Summary of stock option activity and of changes in stock options outstanding under the Plan	'
		Number of		Exercise Price		Weighted Average		Intrinsic		Weighted Average
		Options		Per Share		Exercise Price		Value		Remaining
						Per Share				Contractual Term
	Balance outstanding, July 1, 2013	—		$	—	$	—	$	—	—
	Granted	204,000		$	0.11	$	0.11	—		9.9 years
	Exercised	—		—		—		—		—
	Forfeited	—		—		—		—		—
	Balance outstanding, December 31, 2013	204,000		$	0.11	$	0.11	$	—	9.9 years
	Exercisable at December 31, 2013	—		$	—	$	—	$	—	—
Schedule of weighted-average assumptions used to estimate fair value of stock option awards	'
		Three Months
		Ended
		December 31, 2013
	Stock price	$	0.11
	Risk-free interest rate	2.4		%
	Dividend yield	—
	Expected volatility	90		%
	Expected term (in years)	6 years

Related_Parties_Tables

Related Parties (Tables)	6 Months Ended
	Dec. 31, 2013
Related Parties	'
Schedule of balances due to Synergy on shared services and allocated expenses	'
		December 31, 2013		June 30, 2013
	Legal, patent and corporate	$	7,973	$	45,787
	Salaries and benefits	33,405		16,703
	Financial advisory fees	—		10,000
	Insurance	5,421		2,934
	Temporary labor	878		2,550
	Rent, utilities, and property taxes	6,845		3,363
	Other	216		1,929
	Total Shared Services	$	54,738	$	83,266

Basis_of_Presentation_and_Goin1

Basis of Presentation and Going Concern (Details) (Synergy, USD $)	0 Months Ended	10 Months Ended
	Aug. 05, 2013	Jun. 10, 2013
Synergy	'	'
Stockholder's Deficiency	'	'
Shares of common stock issued under the Contribution Agreement	9,000,000	'
Par value of shares issued (in dollars per share)	$0.00	'
Percentage of outstanding shares of common stock issued to related party	100.00%	'
Expenditures related to the research and development incurred by related party	'	$0
Acquired FV-100 Product accounted for at related party's net book value	$0	'

Basis_of_Presentation_and_Goin2

Basis of Presentation and Going Concern (Details 2) (USD $)	2 Months Ended	3 Months Ended	6 Months Ended	8 Months Ended
	Jun. 30, 2013	Dec. 31, 2013	Dec. 31, 2013	Dec. 31, 2013
Going Concern	'	'	'	'
Cash	$86,716	$3,275	$3,275	$3,275
Net cash used in operating activities	'	'	333,441	346,725
Net loss	140,495	168,155	350,217	490,712
Stockholder's deficiency	($140,495)	($489,860)	($489,860)	($489,860)

Stockholders_Deficiency_Detail

Stockholder's Deficiency (Details) (Synergy, USD $)	0 Months Ended
	Aug. 05, 2013
Synergy	'
Stockholder's Deficiency	'
Shares of common stock issued under the Contribution Agreement	9,000,000
Par value of shares issued (in dollars per share)	$0.00
Percentage of outstanding shares of common stock issued to related party	100.00%

Accounting_for_SharedBased_Pay2

Accounting for Shared-Based Payments (Details) (USD $)	6 Months Ended		0 Months Ended	6 Months Ended	7 Months Ended	8 Months Ended
	Dec. 31, 2013	Jun. 30, 2013	Aug. 17, 2012	Dec. 31, 2013	Dec. 31, 2013	Dec. 31, 2013
	shareholder		Synergy	Stock options	Stock options	Stock options
Accounting for Shared-Based Payments	'	'	'	'	'	'
Number of shares of common stock reserved for issuance, pursuant to the Plan	1,500,000	'	'	'	'	'
Accounting for Shared-Based Payments	'	'	'	'	'	'
Excess tax benefits recognized (in dollars)	'	'	'	$0	'	'
Vesting period for stock options granted under the Plan	'	'	'	'	'3 years	'
Contractual term of stock options	'	'	'	'	'10 years	'
Number of Options	'	'	'	'	'	'
Granted (in shares)	'	'	'	204,000	'	'
Balance outstanding at the end of the period (in shares)	'	'	'	204,000	204,000	204,000
Exercise Price Per Share	'	'	'	'	'	'
Granted (in dollars per share)	'	'	'	$0.11	'	'
Balance outstanding at the end of the period (in dollars per share)	'	'	'	$0.11	'	'
Weighted Average Exercise Price Per Share	'	'	'	'	'	'
Granted (in dollars per share)	'	'	'	$0.11	'	'
Balance outstanding at the end of the period (in dollars per share)	'	'	'	$0.11	$0.11	$0.11
Weighted Average Remaining Contractual Term (in years)	'	'	'	'	'	'
Granted	'	'	'	'9 years 10 months 24 days	'	'
Balance outstanding at the end of the period	'	'	'	'9 years 10 months 24 days	'	'
Weighted-average assumptions to determine fair value of stock option awards	'	'	'	'	'	'
Stock price (in dollars per share)	'	'	'	$0.11	$0.11	$0.11
Risk-free interest rate (as a percent)	'	'	'	2.40%	'	'
Expected volatility (as a percent)	'	'	'	90.00%	'	'
Expected term	'	'	'	'6 years	'	'
Amount Synergy paid for FV-100 Product	'	'	1,000,000	'	'	'
Shares outstanding	9,000,000	9,000,000	'	'	'	'
Number of shareholders	1	'	'	'	'	'
Stock options exercised (in shares)	'	'	'	'	'	0
Unrecognized compensation cost related to non-vested stock options outstanding	'	'	'	'	'	'
Unrecognized compensation cost related to non-vested stock (in dollars)	'	'	'	$15,000	$15,000	$15,000
Weighted average remaining vesting period over which unrecognized compensation is expected to be recognized	'	'	'	'2 years 10 months 24 days	'	'

Income_Taxes_Details

Income Taxes (Details) (USD $)	6 Months Ended
	Dec. 31, 2013
Income Taxes	'
NOLs	$490,000
Income tax benefits	0
Amount of uncertain tax positions	$0

Loan_and_Demand_Note_Payable_D

Loan and Demand Note Payable (Details) (Synergy, USD $)	Nov. 18, 2013	Jun. 05, 2013	Dec. 31, 2013
	Loan Agreement	Loan Agreement	Note
Loan and demand note payable	'	'	'
Maximum borrowings available	$1,000,000	$500,000	'
Interest rate (as a percent)	'	'	6.00%
Notice period to demand payment of the unpaid principal amount and all accrued but unpaid interest thereon	'	'	'15 days
Outstanding borrowings	'	'	350,000
Accrued interest	'	'	$4,880

Related_Parties_Details

Related Parties (Details) (USD $)	6 Months Ended
	Dec. 31, 2013	Jun. 30, 2013
Related parties	'	'
Total Shares Services	$54,738	$83,266
Synergy	'	'
Related parties	'	'
Total Shares Services	54,738	83,266
Minimum period of prior written notice for termination of shared services agreement	'30 days	'
Minimum period of failure to perform material obligations after receipt of written notice for termination of shared services agreement	'30 days	'
Synergy | Legal, patent and corporate	'	'
Related parties	'	'
Total Shares Services	7,973	45,787
Synergy | Salaries and benefits	'	'
Related parties	'	'
Total Shares Services	33,405	16,703
Synergy | Financial advisory fees	'	'
Related parties	'	'
Total Shares Services	'	10,000
Synergy | Insurance	'	'
Related parties	'	'
Total Shares Services	5,421	2,934
Synergy | Temporary labor	'	'
Related parties	'	'
Total Shares Services	878	2,550
Synergy | Rent, utilities, and property taxes	'	'
Related parties	'	'
Total Shares Services	6,845	3,363
Synergy | Other	'	'
Related parties	'	'
Total Shares Services	$216	$1,929

Loss_per_Share_Details

Loss per Share (Details)	6 Months Ended
	Dec. 31, 2013
Loss per Share	'
Outstanding stock options excluded from the calculation of diluted loss per share (in shares)	204,000

Subsequent_Events_Details

Subsequent Events (Details) (USD $)	6 Months Ended	8 Months Ended	6 Months Ended	7 Months Ended	0 Months Ended
	Dec. 31, 2013	Dec. 31, 2013	Dec. 31, 2013	Dec. 31, 2013	Feb. 04, 2014	Jan. 23, 2014	Jan. 23, 2014	Feb. 18, 2014	Jan. 09, 2014
			Stock options	Stock options	Subsequent Event	Subsequent Event	Subsequent Event	Synergy	Synergy
					Private placement	Consulting agreement	Consulting agreement	Subsequent Event	Subsequent Event
						Chris McGuigan	Chris McGuigan	Forecast	Loan Agreement
							Stock options
Subsequent events	'	'	'	'	'	'	'	'	'
Additional amount received	$250,000	$350,000	'	'	'	'	'	'	$100,000
Term of agreement	'	'	'	'	'	'3 years	'	'	'
Granted (in shares)	'	'	204,000	'	'	'	250,000	'	'
Exercise price (in dollars per share)	'	'	$0.11	'	'	'	$0.37	'	'
Vesting period	'	'	'	'3 years	'	'	'3 years	'	'
Number of shares to be received for each share of common stock held by stockholders of parent company.	'	'	'	'	'	'	'	0.0986	'
Ownership interest (as a percent)	'	'	'	'	'	'	'	0.00%	'
Proceeds from sale of securities	'	'	'	'	$3,225,000	'	'	'	'
Number of units sold to investors	'	'	'	'	9,485,294	'	'	'	'
Number of shares included in each unit	'	'	'	'	1	'	'	'	'
Number of warrants included in each unit	'	'	'	'	1	'	'	'	'
Number of shares called by warrant	'	'	'	'	0.5	'	'	'	'
Purchase price (in dollars per unit)	'	'	'	'	$0.34	'	'	'	'
Expiration term of warrant	'	'	'	'	'6 years	'	'	'	'
Exercise price of warrants (in dollars per share)	'	'	'	'	$0.37	'	'	'	'