IASO BioMed (IASO) 10-Q/A 19 Nov 18 2018 Q1 Quarterly report (amended) Financial data

Document and Entity Information

Document and Entity Information	3 Months Ended
	Mar. 31, 2018shares
Document and Entity Information:
Entity Registrant Name	IASO BIOMED, INC.
Document Type	10-Q
Document Period End Date	Mar. 31, 2018
Trading Symbol	iaso
Entity Incorporation, State Country Name	Colorado
Entity Incorporation, Date of Incorporation	Mar. 11, 2015
Amendment Flag	true
Entity Central Index Key	1,662,907
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding	34,902,632
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q1
Amendment Description	This Amendment No. 1 on Form 10-Q/A to our Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2018, originally filed with the U.S. Securities and Exchange Commission on May 15, 2018, is being filed solely for the purpose of restating the March 31, 2018 Condensed Financial Statements to correct an error in accounting for certain warrants as explained more fully in Note 6 of the accompanying notes to condensed financial statements. This Amendment No. 1 on Form 10-Q/A does not reflect events occurring after the filing of the original Form 10-Q or modify or update those disclosures affected by subsequent events. Except for the items described above or contained in this Amendment, this Amendment continues to speak as of the date of the original Form 10-Q, and does not modify, amend or update in any way the financial statements or any other item or disclosures for events occurring after the filing of the original Form 10-Q on May 15, 2018.

IASO BIOMED, INC. - Balance She

IASO BIOMED, INC. - Balance Sheets - USD ($)		Mar. 31, 2018	Dec. 31, 2017
Current Assets:
Cash		$ 57,989	$ 20,191
Prepaid expenses		156	1,562
Total Currents Assets		58,145	21,753
Total Assets		58,145	21,753
Current Liabilities:
Accounts payable		33,498	64,427
Note payable, related party		60,000	60,000
Accrued salaries		243,750	187,500
Accrued board fees		105,000
Accrued interest, related party		3,091	2,203
Total Current Liabilities		445,339	314,130
Total Liabilities		445,339	314,130
Commitments and Contingencies	[1]
Stockholders' Deficit
Preferred stock
Common stock		3,490	3,425
Additional paid-in capital		1,569,489	1,108,126
Accumulated deficit		(1,960,173)	(1,403,928)
Total Stockholders' Deficit		(387,194)	(292,377)
Total Liabilities and Stockholders' Deficit		$ 58,145	$ 21,753
[1]	See Note 5

Statement of Financial Position

Statement of Financial Position - Parenthetical - $ / shares	Mar. 31, 2018	Dec. 31, 2017
Statement of Financial Position
Preferred Stock, Par Value	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Stock, Par Value	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	100,000,000	100,000,000
Common Stock, Shares Issued	34,902,632	34,252,632
Common Stock, Shares Outstanding	34,902,632	34,252,632

IASO BIOMED, INC. - Statements

IASO BIOMED, INC. - Statements of Operations - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Income Statement
Revenues
Operating Expenses:
General and administrative	545,357	203,731
Research and development	10,000	139,581
Total operating expenses	555,357	343,312
Loss From Operations	(555,357)	(343,312)
Other Expenses:
Interest expense, related party	888	370
Total other expenses	888	370
Net Loss	$ (556,245)	$ (343,682)
Earnings per Common Share:
Basic and diluted loss per share	$ (0.02)	$ (0.01)
Weighted average number of common shares outstanding:
Basic and diluted	34,527,632	33,493,250

IASO BIOMED, INC. - Statement_2

IASO BIOMED, INC. - Statements of Cash Flows - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Cash Flows from Operating Activities:
Net Loss	$ (556,245)	$ (343,682)
Adjustments to reconcile net loss to net cash used in operating activities:
Share-based compensation	357,428	132,187
Contributed services		5,000
Changes in assets and liabilities:
Prepaid expenses, increase decrease	1,407	(1,197)
Accounts payable, increase decrease	(30,930)	164,704
Accrued salaries, increase decrease	56,250	18,750
Accrued board fees, increase decrease	105,000
Accrued interest, related party, increase decrease	888	370
Net cash used in operating activities	(66,202)	(23,868)
Cash Flows from Financing Activities:
Proceeds from the sale of common stock	100,000	54,000
Proceeds from the exercise of warrants	4,000
Net cash provided by financing activities	104,000	54,000
Net Increase (Decrease) in Cash	37,798	30,132
Cash, beginning of period	20,191	13,191
Cash, end of period	$ 57,989	$ 43,323

1. Nature of Operations and Sum

1. Nature of Operations and Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2018
Notes
1. Nature of Operations and Summary of Significant Accounting Policies:	1. Nature of Operations and Summary of Significant Accounting Policies : Nature of Operations IASO BioMed, Inc. (“IASO” or the “Company”) is a developmental stage biotechnology company focusing on researching and developing drugs and diagnostic tests for products with a large commercial market potential as well as drugs that may qualify for orphan drug status. The Company is developing a unique, first in class drug that it believes will be a safer alternative to currently available testosterone replacement therapy by stimulating the body’s own production rather than using synthetic hormones and steroids. It is also developing a process, or method, which the Company believes will be the basis for developing an early stage blood or fluid test for Alzheimer’s disease. There is no assurance that these research and development activities will result in products that can be sold. The Company was incorporated as a C-corporation in the state of Colorado on March 11, 2015. It has its primary place of business in Denver, Colorado. Basis of presentation The interim unaudited financial statements presented herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) as of and for the three month periods ended March 31, 2018 and 2017. The December 31, 2017 Balance Sheet included herein was derived from the audited year-end financial statements of the Company. Certain information and footnote disclosures normally included in unaudited financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. The interim unaudited financial statements should be read in conjunction with the Company’s annual financial statements for the year ended December 31, 2017, notes and accounting policies thereto included in the Company’s Annual Report on Form 10-K. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) which are necessary to provide a fair presentation of operating results for the interim periods presented have been made. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the year. Cash and Cash Equivalents For purposes of the statements of cash flows, the Company considers all highly liquid debt instruments purchased with an original maturity of six months or less to be cash equivalents. Use of Estimates The preparation of the Company’s financial statements, in conformity with generally accepted accounting principles, requires the Company’s management to make estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. Actual results could differ from those estimates. Significant items subject to such estimates include but are not limited to the valuation of share-based awards. Research and Development Costs Share-based Compensation Share-based payments are measured at their estimated fair value on the date of grant. Share-based awards to non-employees are re-measured at fair value each financial reporting date until performance is completed. Share-based compensation expense recognized during a period is based on the estimated number of awards that are ultimately expected to vest. For warrants that do not vest immediately but which contain only a service vesting feature, we recognize compensation cost on the unvested warrants on a straight-line basis over the remaining vesting period. The Company uses the Black-Scholes option-pricing model to estimate the fair value of warrants and the market price of our common stock, or comparable public companies if our stock is not trading, on the date of grant for the fair value. Our determination of fair value of share-based awards is affected by those stock prices as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited to, our expected stock price volatility over the term of the awards, and certain other market variables such as the risk-free interest rate. Income Taxes The Company accounts for income taxes under the liability method, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statements and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Fair Value of Financial Instruments The carrying value of cash and cash equivalents and trade accounts payable are considered to approximate fair value due to the short-term nature of these instruments. Earnings Per Share Basic loss per common share is computed by dividing net loss by the weighted average number of vested common shares outstanding during the period. Diluted loss per common share is computed by dividing net loss by the weighted average number of vested common shares outstanding, plus the impact of common shares, if dilutive, resulting from the exercise of outstanding stock options and warrants, plus the conversion of convertible notes, if any. There were 9,620,000 and 8,585,000, respectively, shares excluded as they were anti-dilutive at March 31, 2018 and 2017. Recently Issued Accounting Pronouncements In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force), In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting, which clarifies when to account for a change to the terms or conditions of a share-based payment award as a modification. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. It is effective prospectively for the annual period ending June 30, 2019 and interim periods within that annual period. Early adoption is permitted. The Company does not expect ASU 2017-09 will have a significant impact on its financial statements upon adoption.

2. Going Concern

2. Going Concern	3 Months Ended
	Mar. 31, 2018
Notes
2. Going Concern:	2. Going Concern At March 31, 2018 and December 31, 2017, the Company had cash of $57,989 and $20,191, respectively. It also had a working capital deficit of $387,194 and $292,377, respectively and an accumulated deficit of $1,960,173 and $1,403,928, respectively. This raises substantial doubt about the Company's ability to continue as a going concern. Management is taking action to ensure the Company will continue as a going concern for at least one year beyond the date of the issuance of the Company’s financial statements. From March 11, 2015 (Inception) through March 31, 2018, the Company has sold $664,342 in common stock. Common stock sales continue pursuant to the Company’s private placement offering. Additionally, the Company received approval for its Form S-1 Registration Statement with the Securities and Exchange Commission, through which it intends to offer for sale additional shares of its common stock. These fundraising efforts may not be successful. While there can be no assurances, management believes that these actions will enable the Company to continue as a going concern. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

3. Related Party Transactions

3. Related Party Transactions	3 Months Ended
	Mar. 31, 2018
Notes
3. Related Party Transactions:	3. Related Party Transactions Note Payable In October 2017, the Company executed an unsecured promissory note to Richard Schell for $35,000 bearing interest at 6% per annum, which remained outstanding at March 31, 2018 and December 31, 2017 with accrued interest payable of $1,024 and $506, respectively. A total of $888 and $370 of interest expense was accrued during the three-month periods ended March 31, 2018 and 2017, respectively. Employment Agreements In March 2017 the Company entered into an employment agreement with its CFO for a two-year term. The CFO will assume his responsibilities on a part time basis until requested by the Board of Directors to become a full-time executive. The base salary of $75,000 per annum is payable to the CFO only upon the Company’s raising of an additional $750,000. When the CFO becomes a full-time executive, his salary will be increased to $125,000 per annum. The CFO also received warrants to purchase 500,000 shares of the Company’s common stock at $0.40 per share for a period of five years after issuance. 250,000 warrants vested upon signing the agreement and the remaining 250,000 vest in March 2018. The CFO will also be eligible to earn discretionary annual performance bonuses upon meeting certain objectives as determined by the Board of Directors. The agreement provides for severance payments. The Company accrued $56,250 and $18,750 in salaries related to these agreements for the three-month periods ended March 31, 2018 and 2017, respectively. Contributed Services Scientific Advisory Board Agreements Also, effective March 1, 2018, we entered into a Scientific Advisory Board Agreement with our director Dr. Karatzas (the “Karatzas Agreement”), through which Dr. Karatzas agreed to serve on our Scientific Advisory Board. The term of the Karatzas Agreement is one year from execution and may be renewed annually by mutual consent of both parties. The Karatzas Agreement provides for payments as follows: an annual fee of $25,000; a signing bonus of $50,000 payable after successful closing of any cumulative minimum $1,000,000 investment in the Company; a non-discretionary bonus of $40,000 payable following a successful financing round of a minimum of $2,000,000; and should the Karatzas Agreement be renewed after one year, a $90,000 bonus payable only after the signing bonus and non-discretionary bonus from year one have been earned. In order to receive the non-discretionary bonus payments Dr. Karatzas must be actively involved in the creation and execution of strategies necessary for the Company to achieve its strategic plan including the scientific, commercial and business objectives, as applicable and as agreed upon between the Dr. Karatzas and the Company’s Chief Executive Officer. The Company accrued a total of $105,000 in fees related to these agreements for the three-month period ended March 31, 2018, which includes $5,000 in fees and $100,000 in signing bonuses. Services Agreement he Company pays the Company's Corporate Secretary's company $400 per month for reimbursement of certain administrative charges such as computer, internet, phone and similar items. The agreement is on a month-to-month basis and may be terminated at any time by either party. Total expense for the three months ended March 31, 2018 and 2017 was $ 1,200 .

4. Stockholders' Equity

4. Stockholders' Equity	3 Months Ended
	Mar. 31, 2018
Notes
4. Stockholders' Equity:	4. Stockholders’ Equity The Company has the authority to issue 110,000,000 shares of $0.0001 par value stock, of which 100,000,000 shares are common stock and 10,000,000 shares are preferred stock. As of March 31, 2018, and December 31, 2017 there were 34,902,632 and 34,252,632 common stock shares issued and outstanding. For the three-month period ended March 31, 2018, the Company sold $100,000 in its private placement, issuing 250,000 shares of our common stock at $0.40 per share that included warrants to purchase up to 250,000 shares of our common stock exercisable at $0.75 per share for a period of three years from issuance. During the three-month period ended March 31, 2018, the Company issued warrants to purchase up to 860,000 shares of common stock at an exercise price of $0.01 per share to business, legal and scientific consultants; 400,000 of which were to expire in December 2022 and 460,000 of which expire in February 2021. Subsequent to issuance, 400,000 of these warrants were exercised for proceeds to the Company of $4,000. We incurred stock compensation expense totaling $336,926 in connection with the issuance of these warrants as more fully explained in Note 6 – Share-based Compensation.

5. Commitments and Contingencie

5. Commitments and Contingencies	3 Months Ended
	Mar. 31, 2018
Notes
5. Commitments and Contingencies:	5. Commitments and Contingencies Royalties · CAD $5,000 on the issuance of the first US patent · CAD $25,000 on the filing of an investigational new drug application or regulatory filing · CAD $50,000 on the initiation of the first Phase II clinical study · CAD $100,000 on the initiation of the first Phase III clinical study · CAD $300,000 on receipt of regulatory approval The Company must also pay milestone payments as follows for the out of body test to identify Alzheimer’s disease as follows: · CAD $5,000 on the issuance of the first US patent · CAD $50,000 on the filing of a 510(k) or PMA application · CAD $200,000 on receipt of regulatory approval In addition, the Company issued 5% of the total number of issued and outstanding shares in the Company’s Series A financing to the same institution, or 1,652,632 shares in March 2016. This agreement, payable in Canadian dollars, exposes the Company to foreign exchange transaction gains and losses. In August 2016, the Company issued an additional 300,000 shares of the Company’s common stock to McGill in lieu of the pre-existing anti-dilution provision. As McGill owns more than 5% of the Company’s outstanding common stock, it is considered a related party. Research Agreement

6. Share-based Compensation

6. Share-based Compensation	3 Months Ended
	Mar. 31, 2018
Notes
6. Share-based Compensation	6. Share-based Compensation In March 2017, the Company issued 750,000 warrants to the Company’s officers to purchase shares of our common stock at $0.40 per share. Estimated fair values of warrants granted were determined using the Black-Scholes option pricing model with the following average assumptions: Risk-free interest rate 1.55 % Expected term 3 years Volatility 154 % Dividend yield - Fair value $ 0.33 Expected term represents the period that the Company’s stock-based awards are expected to be outstanding. The Company’s historical stock warrant exercise experience does not provide a reasonable basis upon which to estimate expected term. As such, the simplified method was used to calculate the expected term. The Company calculated volatility based on the volatilities of comparable public companies. Total share based compensation related to these warrants was $20,502 and $132,187 for the three months ended March 31, 2018 and 2017, respectively. In February and March 2018 the Company issued warrants to purchase up to 860,000 shares of common stock at an exercise price of $0.01 per share to business, legal and scientific consultants; 400,000 of which were to expire in December 2022 and 460,000 of which expire in February 2021. Estimated fair values of warrants granted were determined using the Black-Scholes option pricing model with the following average assumptions: Risk-free interest rate 2.33 – 2.34 % Expected term 2.5 years Volatility 182-217 % Dividend yield - Fair value $ 0.39 Expected term represents the period that the Company’s stock-based awards are expected to be outstanding. The Company’s historical stock warrant exercise experience does not provide a reasonable basis upon which to estimate expected term. As such, the simplified method was used to calculate the expected term. The Company calculated volatility based on the volatilities of comparable public companies. Total share based compensation related to these warrants was $336,926 for the three months ended March 31, 2018. Restatement The following sets forth the effects of the restatement discussed above. Amounts reflected “As Previously Reported” represent those amounts included in the Company’s initial quarterly report on Form 10-Q for the three months ended March 31, 2018, as filed on May 15, 2018. Condensed Balance Sheet March 31, 2018 As Previously Reported Adjustment As Restated Additional paid-in capital $ 1,649,820 $ 80,331 $ 1,569,489 Accumulated deficit $ (2,040,504) $ 80,331 $ (1,960,173) Condensed Statements of Operations Three months ended March 31, 2018 As Previously Reported Adjustment As Restated General and administrative $ 625,688 $ 80,331 $ 545,357 Total operating expenses $ 635,688 $ 80,331 $ 555,357 Loss from operations $ (635,688) $ 80,331 $ (555,357) Net Loss $ (636,576) $ 80,331 $ 556,245 Condensed Statement of Stockholders’ Deficit Three months ended March 31, 2018 As Previously Reported Adjustment As Restated Share-based compensation $ 437,759 $ 80,331 $ 357,428 Additional paid-in capital $ 1,649,820 $ 80,331 $ 1,569,489 Net Loss $ (636,576) $ 80,331 $ 556,245 Accumulated deficit $ (2,040,504) $ 80,331 $ (1,960,173) Condensed Statement of Cash Flows Three months ended March 31, 2018 As Previously Reported Adjustment As Restated Net Loss $ (636,576) $ 80,331 $ 556,245 Share-based compensation $ 437,759 $ 80,331 $ 357,428

7. Subsequent Events

7. Subsequent Events	3 Months Ended
	Mar. 31, 2018
Notes
7. Subsequent Events:	7. Subsequent Events In April 2018, the Company issued 25,000 shares of common stock upon the exercise of a common stock purchase warrant at an exercise price of $0.01 per share for total proceeds to the Company of $250. Management has determined that there are no further events subsequent to the balance sheet date that should be disclosed in these financial statements.

1. Nature of Operations and S_2

1. Nature of Operations and Summary of Significant Accounting Policies: Nature of Operations (Policies)	3 Months Ended
	Mar. 31, 2018
Policies
Nature of Operations	Nature of Operations IASO BioMed, Inc. (“IASO” or the “Company”) is a developmental stage biotechnology company focusing on researching and developing drugs and diagnostic tests for products with a large commercial market potential as well as drugs that may qualify for orphan drug status. The Company is developing a unique, first in class drug that it believes will be a safer alternative to currently available testosterone replacement therapy by stimulating the body’s own production rather than using synthetic hormones and steroids. It is also developing a process, or method, which the Company believes will be the basis for developing an early stage blood or fluid test for Alzheimer’s disease. There is no assurance that these research and development activities will result in products that can be sold. The Company was incorporated as a C-corporation in the state of Colorado on March 11, 2015. It has its primary place of business in Denver, Colorado.

1. Nature of Operations and S_3

1. Nature of Operations and Summary of Significant Accounting Policies: Basis of Presentation (Policies)	3 Months Ended
	Mar. 31, 2018
Policies
Basis of Presentation	Basis of presentation The interim unaudited financial statements presented herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) as of and for the three month periods ended March 31, 2018 and 2017. The December 31, 2017 Balance Sheet included herein was derived from the audited year-end financial statements of the Company. Certain information and footnote disclosures normally included in unaudited financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. The interim unaudited financial statements should be read in conjunction with the Company’s annual financial statements for the year ended December 31, 2017, notes and accounting policies thereto included in the Company’s Annual Report on Form 10-K. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) which are necessary to provide a fair presentation of operating results for the interim periods presented have been made. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the year.

1. Nature of Operations and S_4

1. Nature of Operations and Summary of Significant Accounting Policies: Cash and Cash Equivalents (Policies)	3 Months Ended
	Mar. 31, 2018
Policies
Cash and Cash Equivalents	Cash and Cash Equivalents For purposes of the statements of cash flows, the Company considers all highly liquid debt instruments purchased with an original maturity of six months or less to be cash equivalents.

1. Nature of Operations and S_5

1. Nature of Operations and Summary of Significant Accounting Policies: Use of Estimates (Policies)	3 Months Ended
	Mar. 31, 2018
Policies
Use of Estimates	Use of Estimates The preparation of the Company’s financial statements, in conformity with generally accepted accounting principles, requires the Company’s management to make estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. Actual results could differ from those estimates. Significant items subject to such estimates include but are not limited to the valuation of share-based awards.

1. Nature of Operations and S_6

1. Nature of Operations and Summary of Significant Accounting Policies: Research and Development Costs (Policies)	3 Months Ended
	Mar. 31, 2018
Policies
Research and Development Costs	Research and Development Costs

1. Nature of Operations and S_7

1. Nature of Operations and Summary of Significant Accounting Policies: Share-based Compensation (Policies)	3 Months Ended
	Mar. 31, 2018
Policies
Share-based Compensation	Share-based Compensation Share-based payments are measured at their estimated fair value on the date of grant. Share-based awards to non-employees are re-measured at fair value each financial reporting date until performance is completed. Share-based compensation expense recognized during a period is based on the estimated number of awards that are ultimately expected to vest. For warrants that do not vest immediately but which contain only a service vesting feature, we recognize compensation cost on the unvested warrants on a straight-line basis over the remaining vesting period. The Company uses the Black-Scholes option-pricing model to estimate the fair value of warrants and the market price of our common stock, or comparable public companies if our stock is not trading, on the date of grant for the fair value. Our determination of fair value of share-based awards is affected by those stock prices as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited to, our expected stock price volatility over the term of the awards, and certain other market variables such as the risk-free interest rate.

1. Nature of Operations and S_8

1. Nature of Operations and Summary of Significant Accounting Policies: Income Taxes (Policies)	3 Months Ended
	Mar. 31, 2018
Policies
Income Taxes	Income Taxes The Company accounts for income taxes under the liability method, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statements and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.

1. Nature of Operations and S_9

1. Nature of Operations and Summary of Significant Accounting Policies: Fair Value of Financial Instruments (Policies)	3 Months Ended
	Mar. 31, 2018
Policies
Fair Value of Financial Instruments	Fair Value of Financial Instruments The carrying value of cash and cash equivalents and trade accounts payable are considered to approximate fair value due to the short-term nature of these instruments.

1. Nature of Operations and _10

1. Nature of Operations and Summary of Significant Accounting Policies: Earnings Per Share (Policies)	3 Months Ended
	Mar. 31, 2018
Policies
Earnings Per Share	Earnings Per Share Basic loss per common share is computed by dividing net loss by the weighted average number of vested common shares outstanding during the period. Diluted loss per common share is computed by dividing net loss by the weighted average number of vested common shares outstanding, plus the impact of common shares, if dilutive, resulting from the exercise of outstanding stock options and warrants, plus the conversion of convertible notes, if any. There were 9,620,000 and 8,585,000, respectively, shares excluded as they were anti-dilutive at March 31, 2018 and 2017.

1. Nature of Operations and _11

1. Nature of Operations and Summary of Significant Accounting Policies: Recently Issued Accounting Pronouncements (Policies)	3 Months Ended
	Mar. 31, 2018
Policies
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force), In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting, which clarifies when to account for a change to the terms or conditions of a share-based payment award as a modification. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. It is effective prospectively for the annual period ending June 30, 2019 and interim periods within that annual period. Early adoption is permitted. The Company does not expect ASU 2017-09 will have a significant impact on its financial statements upon adoption.

6. Share-based Compensation_ Sc

6. Share-based Compensation: Schedule of Assumptions 2017 (Tables)	3 Months Ended
	Mar. 31, 2018
Tables/Schedules
Schedule of Assumptions 2017	Risk-free interest rate 1.55 % Expected term 3 years Volatility 154 % Dividend yield - Fair value $ 0.33

6. Share-based Compensation_ _2

6. Share-based Compensation: Schedule of Assumptions Used (Tables)	3 Months Ended
	Mar. 31, 2018
Tables/Schedules
Schedule of Assumptions Used	Risk-free interest rate 2.33 – 2.34 % Expected term 2.5 years Volatility 182-217 % Dividend yield - Fair value $ 0.39

6. Share-based Compensation_ Re

6. Share-based Compensation: Restatement of Balance Sheet (Tables)	3 Months Ended
	Mar. 31, 2018
Tables/Schedules
Restatement of Balance Sheet	Condensed Balance Sheet March 31, 2018 As Previously Reported Adjustment As Restated Additional paid-in capital $ 1,649,820 $ 80,331 $ 1,569,489 Accumulated deficit $ (2,040,504) $ 80,331 $ (1,960,173)

6. Share-based Compensation_ _3

6. Share-based Compensation: Restatement of Statement of Operations (Tables)	3 Months Ended
	Mar. 31, 2018
Tables/Schedules
Restatement of Statement of Operations	Condensed Statements of Operations Three months ended March 31, 2018 As Previously Reported Adjustment As Restated General and administrative $ 625,688 $ 80,331 $ 545,357 Total operating expenses $ 635,688 $ 80,331 $ 555,357 Loss from operations $ (635,688) $ 80,331 $ (555,357) Net Loss $ (636,576) $ 80,331 $ 556,245

6. Share-based Compensation_ _4

6. Share-based Compensation: Restatement of Statement of Stockholders' Deficit (Tables)	3 Months Ended
	Mar. 31, 2018
Tables/Schedules
Restatement of Statement of Stockholders' Deficit	Condensed Statement of Stockholders’ Deficit Three months ended March 31, 2018 As Previously Reported Adjustment As Restated Share-based compensation $ 437,759 $ 80,331 $ 357,428 Additional paid-in capital $ 1,649,820 $ 80,331 $ 1,569,489 Net Loss $ (636,576) $ 80,331 $ 556,245 Accumulated deficit $ (2,040,504) $ 80,331 $ (1,960,173)

6. Share-based Compensation_ _5

6. Share-based Compensation: Restatement of Statement of Cash Flows (Tables)	3 Months Ended
	Mar. 31, 2018
Tables/Schedules
Restatement of Statement of Cash Flows	Condensed Statement of Cash Flows Three months ended March 31, 2018 As Previously Reported Adjustment As Restated Net Loss $ (636,576) $ 80,331 $ 556,245 Share-based compensation $ 437,759 $ 80,331 $ 357,428

1. Nature of Operations and _12

1. Nature of Operations and Summary of Significant Accounting Policies: Nature of Operations (Details)	3 Months Ended
	Mar. 31, 2018
Details
Entity Incorporation, State Country Name	Colorado
Entity Incorporation, Date of Incorporation	Mar. 11, 2015

1. Nature of Operations and _13

1. Nature of Operations and Summary of Significant Accounting Policies: Research and Development Costs (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Details
Research and development	$ 10,000	$ 139,581

1. Nature of Operations and _14

1. Nature of Operations and Summary of Significant Accounting Policies: Earnings Per Share (Details) - shares	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Details
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	9,620,000	8,585,000

2. Going Concern (Details)

2. Going Concern (Details) - USD ($)	37 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Details
Cash	$ 57,989	$ 20,191
Total Stockholders' Deficit	387,194	$ 292,377
Sale of Stock, Consideration Received on Transaction	$ 664,342

3. Related Party Transactions (

3. Related Party Transactions (Details) - USD ($)	1 Months Ended		3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Mar. 31, 2018	Dec. 31, 2017	Oct. 31, 2017
Note payable, related party	$ 60,000		$ 60,000	$ 60,000
Accrued interest, related party	3,091		3,091	2,203
Accrued Salaries, Current	$ 56,250		56,250	18,750
Officers' Compensation			5,000
Employment Agreements | CEO
Salaries, Wages and Officers' Compensation		$ 150,000
Additional Capital to be Raised as Target		$ 750,000
Warrants Issued		250,000
Investment Warrants, Exercise Price		$ 0.40
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares	125,000	125,000
Employment Agreements | CFO
Salaries, Wages and Officers' Compensation		$ 75,000
Additional Capital to be Raised as Target		$ 750,000
Warrants Issued		500,000
Investment Warrants, Exercise Price		$ 0.40
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares	250,000	250,000
Chief Executive Officer
Note payable, related party	$ 25,000		$ 25,000		$ 35,000
Accounts Payable, Interest-bearing, Interest Rate	6.00%		6.00%		6.00%
Accrued interest, related party	$ 2,067		$ 2,067	1,697
Interest Payable, Current	$ 1,024		1,024	$ 506
Corporate Secretary
Reimbursement Expense			$ 1,200

4. Stockholders' Equity (Detail

4. Stockholders' Equity (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Excess Stock, Shares Authorized	110,000,000
Common Stock, Par Value	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	100,000,000	100,000,000
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Common Stock, Shares Outstanding	34,902,632	34,252,632
Private Placement
Stock Issued During Period, Value, New Issues	$ 100,000
Stock Issued During Period, Shares, New Issues	250,000
Sale of Stock, Price Per Share	$ 0.40
Private Placement | Warrant
Common Stock, Capital Shares Reserved for Future Issuance	0.75
Business, Legal and Scientific Consultants
Warrants Issued to Purchase Common Stock	860,000
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.01

5. Commitments and Contingenc_2

5. Commitments and Contingencies (Details)	1 Months Ended			3 Months Ended
	May 31, 2016USD ($)	Jan. 31, 2016USD ($)	Jan. 31, 2016CAD ($)	Mar. 31, 2018USD ($)	Mar. 31, 2017USD ($)	Aug. 31, 2016shares	Mar. 31, 2016USD ($)shares	Jan. 30, 2016USD ($)	Jan. 02, 2016
Percentage of Royalty									3.00%
Royalty Expense			$ 5,000
Research and development				$ 10,000	$ 139,581
Testosterone Replacement Therapy | Milestone One
Milestone Payments			5,000
Testosterone Replacement Therapy | Milestone Two
Milestone Payments			25,000
Testosterone Replacement Therapy | Milestone Three
Milestone Payments			50,000
Testosterone Replacement Therapy | Milestone Four
Milestone Payments			100,000
Testosterone Replacement Therapy | Milestone Five
Milestone Payments			300,000
Alzheimer Disease | Milestone One
Milestone Payments			5,000
Alzheimer Disease | Milestone Two
Milestone Payments			50,000
Alzheimer Disease | Milestone Three
Milestone Payments			$ 200,000
Series A financing
Percentage of Issued and Outstanding Shares Issued As Milestone Payments							5.00%
Common Stock Shares Issued for Milestone Payment | shares							1,652,632
McGill
Shares, Issued | shares						300,000
Equity Method Investment, Ownership Percentage						5.00%
Research Agreement
Amount Payable Under Agreement							$ 130,000	$ 130,000
Research Agreement | Transaction One
Research and development		$ 65,000
Research Agreement | Transaction Two
Research and development	$ 65,000

6. Share-based Compensation (De

6. Share-based Compensation (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Share Based Compensation Related to Warrants	$ 20,502	$ 132,187
Officer
Class of Warrant or Right, Outstanding		750,000
Class of Warrant or Right, Exercise Price of Warrants or Rights		$ 0.40

6. Share-based Compensation_ _6

6. Share-based Compensation: Schedule of Assumptions 2017 (Details) - $ / shares	1 Months Ended	2 Months Ended
	Mar. 31, 2017	Mar. 31, 2018
Details
Risk Free Interest Rate	1.55%
Expected Term	3 years	2 years 6 months
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate	154.00%
Assumptions Fair Value	$ 0.33

6. Share-based Compensation_ _7

6. Share-based Compensation: Schedule of Assumptions Used (Details) - $ / shares	1 Months Ended	2 Months Ended
	Mar. 31, 2017	Mar. 31, 2018
Details
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum		2.33%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum		2.34%
Expected Term	3 years	2 years 6 months
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Minimum		182.00%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Maximum		217.00%
Fair Value Maximum		$ 0.39

6. Share-based Compensation_ _8

6. Share-based Compensation: Restatement of Balance Sheet (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Additional paid-in capital	$ 1,569,489	$ 1,108,126
Accumulated deficit	(1,960,173)	$ (1,403,928)
As Previously Reported
Additional paid-in capital	1,649,820
Accumulated deficit	(2,040,504)
Adjustment
Additional paid-in capital	80,331
Accumulated deficit	80,331
As Restated
Additional paid-in capital	1,569,489
Accumulated deficit	$ (1,960,173)

6. Share-based Compensation_ _9

6. Share-based Compensation: Restatement of Statement of Operations (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
General and administrative	$ 545,357	$ 203,731
Total operating expenses	555,357	343,312
Loss From Operations	(555,357)	(343,312)
Net Loss	(556,245)	$ (343,682)
As Previously Reported
General and administrative	625,688
Total operating expenses	635,688
Loss From Operations	(635,688)
Net Loss	(636,576)
Adjustment
General and administrative	80,331
Total operating expenses	80,331
Loss From Operations	80,331
Net Loss	80,331
As Restated
General and administrative	545,357
Total operating expenses	555,357
Loss From Operations	(555,357)
Net Loss	$ 556,245

6. Share-based Compensation__10

6. Share-based Compensation: Restatement of Statement of Stockholders' Deficit (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Share-based compensation	$ 357,428	$ 132,187
Additional paid-in capital	1,569,489		$ 1,108,126
Net Loss	(556,245)	$ (343,682)
Accumulated deficit	(1,960,173)		$ (1,403,928)
As Previously Reported
Share-based compensation	437,759
Additional paid-in capital	1,649,820
Net Loss	(636,576)
Accumulated deficit	(2,040,504)
Adjustment
Share-based compensation	80,331
Additional paid-in capital	80,331
Net Loss	80,331
Accumulated deficit	80,331
As Restated
Share-based compensation	357,428
Additional paid-in capital	1,569,489
Net Loss	556,245
Accumulated deficit	$ (1,960,173)

6. Share-based Compensation__11

6. Share-based Compensation: Restatement of Statement of Cash Flows (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Net Loss	$ (556,245)	$ (343,682)
Share-based compensation	357,428	$ 132,187
As Previously Reported
Net Loss	(636,576)
Share-based compensation	437,759
Adjustment
Net Loss	80,331
Share-based compensation	80,331
As Restated
Net Loss	556,245
Share-based compensation	$ 357,428