Qrons (QRON) 10-K 2 Mar 18 2017 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2017	Feb. 26, 2018	Jun. 30, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	Qrons Inc.
Entity Central Index Key	1,689,084
Trading Symbol	QRON
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-K
Document Period End Date	Dec. 31, 2017
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	FY
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Smaller Reporting Company
Entity Public Float			$ 0
Entity Common Stock, Shares Outstanding		12,729,125

Balance Sheets

Balance Sheets - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Current assets
Cash and cash equivalents	$ 57,767	$ 155,242
Prepaid expenses	15,812
Total current assets	73,579	155,242
TOTAL ASSETS	73,579	155,242
Current liabilities
Accounts payable and accrued liabilities	14,141	287
Accounts payable and accrued liabilities - related party	1,410
Convertible note - related party, net of debt discount	6,665	3,583
Derivative liabilities	31,090
Total current liabilities	53,306	3,870
Total liabilities	53,306	3,870
Stockholders' equity
Series A Preferred Shares: $0.001 par value, authorized 10,000; 2,000 shares issued and outstanding	2	2
Common stock, $0.0001 par value: shares authorized 100,000,000; 12,404,910 and 11,424,000 shares issued and outstanding at December 31, 2017 and 2016, respectively	1,240	1,142
Additional Paid-in Capital	1,611,711	319,468
Accumulated deficit	(1,592,680)	(169,240)
Total stockholder's equity	20,273	151,372
TOTAL LIABILITIES & EQUITY	$ 73,579	$ 155,242

Balance Sheets (Parenthetical)

Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Series A Preferred Shares, par value	$ 0.001	$ 0.001
Series A Preferred Shares, authorized	10,000	10,000
Series A Preferred Shares, shares issued	2,000	2,000
Series A Preferred Shares, shares outstanding	2,000	2,000
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares, issued	12,404,910	11,424,000
Common stock shares, outstanding	12,404,910	11,424,000

Condensed Statements of Operati

Condensed Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Income Statement [Abstract]
Net sales
Operating expenses:
Research and development expenses	1,179,777	156,000
Professional fees	22,429	2,792
General and administrative expenses	200,939	6,578
Total operating expenses	1,403,145	165,370
Income (loss) from operations	(1,403,145)	(165,370)
Other Income (expense)
Interest expense	(14,205)	(3,870)
Change in derivative liabilities	(6,090)
Other (expense)	(20,295)	(3,870)
Net (loss)	$ (1,423,440)	$ (169,240)
Net (loss) per common shares (basic and diluted)	$ (0.12)	$ (0.02)
Weighted average shares outstanding Basic and diluted	11,657,791	10,406,779

Condensed Statement of Changes

Condensed Statement of Changes In Stockholders' Equity (Deficit) - USD ($)	Total	Series A Preferred Shares	Common Stock	Additional Paid-in Capital	Accumulated Deficit
Beinning balance at Aug. 22, 2016
Beginning balance, shares at Aug. 22, 2016
Issuance of common stock and Series A preferred shares	3,612	$ 2	$ 1,012	2,598
Issuance of common stock and Series A preferred shares, shares		2,000	10,120,000
Issuance of common stock for private placement	251,000		$ 100	250,900
Issuance of common stock for private placement, shares			1,004,000
Shares issued for stock awards	56,000		$ 30	55,970
Shares issued for stock awards, shares			300,000
Beneficial conversion feature associated with convertible note	10,000			10,000
Net loss for the period	(169,240)				(169,240)
Ending balance at Dec. 31, 2016	151,372	$ 2	$ 1,142	319,468	(169,240)
Ending balance, shares at Dec. 31, 2016		2,000	11,424,000
Issuance of common stock for private placement	32,000		$ 13	31,987
Issuance of common stock for private placement, shares			128,000
Financing costs associated with S-1	(22,548)			(22,548)
Warrants exercised associated with private placement			$ 44	(44)
Warrants exercised associated with private placement, shares			442,960
Warrants exercised associated with License and Research Funding Agreement	335,860		$ 12	335,848
Warrants exercised associated with License and Research Funding Agreement, shares			119,950
Shares issued for stock awards	812,000		$ 29	811,971
Shares issued for stock awards, shares			290,000
Stock option granted to officers	106,029			106,029
Stock option granted to officers, shares
Stock option granted to non-employees	29,000			29,000
Stock option granted to non-employees, shares
Net loss for the period	(1,423,440)				(1,423,440)
Ending balance at Dec. 31, 2017	$ 20,273	$ 2	$ 1,240	$ 1,611,711	$ (1,592,680)
Ending balance, shares at Dec. 31, 2017		2,000	12,404,910

Condensed Statements of Cash Fl

Condensed Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Cash Flows From Operating Activities
Net loss	$ (1,423,440)	$ (169,240)
Adjustments to reconcile net income to net cash provided from (used by) operating activities:
Preferred stock issued to Directors, valuation		2,598
Stock awards recorded as research and development expense	812,000	56,000
Shares issued as research and development expense	335,860
Stock option granted and recorded as advisory services	106,029
Stock option vested and recorded as consulting fees	29,000
Accretion of debt discount	13,082	3,583
Change in derivative liabilities	6,090
Changes in operating assets and liabilities:
Prepaid expenses	(15,812)
Accounts payable and accrued liabilities	13,854	287
Accounts payable and accrued liabilities, related party	1,410
Net cash provided (used by) operating activities	(121,927)	(106,772)
Cash Flows From Investing Activities
Net cash provided from (used by) investing activities
Cash Flows From Financing Activities
Proceeds from issuance of common stock		1,012
Proceeds from sale of Series A preferred stock		2
Proceeds from private placement	32,000	251,000
Financing costs	(22,548)
Proceeds from convertible note	15,000	10,000
Net cash provided from financing activities	24,452	262,014
Increase (decrease) in cash and cash equivalents	(97,475)	155,242
Cash at beginning of period	155,242
Cash at end of period	57,767	155,242
SUPPLEMENTAL DISCLOSURES
Interest paid
Income taxes paid
SUPPLEMENTAL NON-CASH FINANCING ACTIVITIES
Derivative liability associated with debt discount	$ 25,000

Description of Business and Bas

Description of Business and Basis of Presentation	12 Months Ended
	Dec. 31, 2017
Description of Business and Basis of Presentation [Abstract]
Description of Business and Basis of Presentation	Note 1 – Description of Business and Basis of Presentation Organization and nature of business: Qrons Inc. ("Qrons" and/or the "Company") was incorporated under the laws of the State of Wyoming on August 22, 2016 under the name BioLabMart Inc. Our headquarters are located at 777 Brickell Avenue, Suite 500, Miami, FL 33131. The Company is a p reclinical stage biotechnology company developing advanced cell-based solutions to combat neuronal injuries with a laser focus on traumatic brain injuries. The technology could The Company's . On December 14, 2016, the Company entered into a license and research funding agreement ("License Agreement") with Ariel Scientific Innovations Ltd., formerly known as Ariel University R&D Co., Ltd., ("Ariel"), a wholly owned subsidiary of Ariel University, based in Ariel, Israel. Under the terms of the License Agreement, Professor Danny Baranes, the principal investigator and his research team will carry out further research relating to cell treatment with conditioned medium for neuronal tissue regeneration and repair. In consideration for payments under the License Agreement, the Company received an exclusive worldwide royalty- bearing license in Ariel patents and know-how to develop and commercialize products based on or incorporating conditioned medium for neuronal tissue regeneration and/or repair, resulting from Ariel's research or technology or the Company's research funding (the "Products). Under the License Agreement, the Company is required to use its best efforts to develop and commercialize the Products in accordance with development milestones set forth in the Agreement. On July 6, 2017, the board of directors and a majority of the Company's shareholders approved an amendment to the Company's Articles of Incorporation to change the name of the Company from "BioLabMart Inc." to "Qrons Inc.". On August 8, 2017, the Company filed Amended Articles of Incorporation with the State of Wyoming to effectuate such name change. The Company's common stock was approved by the Financial Industry Regulatory Authority ("FINRA") for quotation on the OTC pink sheets under the symbol "BLMB" as of July 3, 2017. FINRA announced the Company's name change to Qrons Inc. on its Daily List on August 9, 2017. The new name and symbol change to "QRON" for the OTC market was effective August 10, 2017. On October 17, 2017, the Company entered into an option agreement with the Trustees of Dartmouth College which provides for, among other things, the grant to the Company of a one-year exclusive option to negotiate a worldwide, royalty bearing, exclusive license with Dartmouth for 3D printable materials in the field of human and animal health. During the option period, the Company agreed to use all commercially reasonable resources to evaluate the intellectual property and provide quarterly milestone reports and a commercialization plan upon exercise of the option. Pursuant to the agreement, the Company agreed to finance the prosecution of patents by Dartmouth to protect its intellectual property. Further, the agreement provides for the payment by the Company of an option fee and certain license fees and royalty payments based upon the Company's product sales, as part of a final negotiated license agreement. On December 14, 2017, the Company entered into a services agreement with Ariel pursuant to which a team under the direction of Prof. Baranes will conduct molecular biology research activities involving the testing of scaffold materials for the Company. As at the report date, the Company is aggressively continuing with the development of its cell-based solutions relative to traumatic brain injuries.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2017
Summary of Significant Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2 – Summary of Significant Accounting Policies Financial Statement Presentation: Fiscal year end: Use of Estimates: Cash Equivalents: Research and Development Costs: Advertising and Marketing Costs: Related parties: Stock-Based Compensation and Other Share-Based Payments: Stock Plan Fair Value of Financial Instruments FASB ASC 820, Fair Value Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. FASB ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. FASB ASC 820 describes three levels of inputs that may be used to measure fair value: Level 1 Level 2 Level 3 If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level of input that is significant to the fair value measurement of the instrument. Fair Value of Financial Instruments (continued) The following table provides a summary of the fair value of our derivative liabilities as of December 31, 2017 and December 31, 2016: Fair value measurements on a recurring basis Level 1 Level 2 Level 3 As of December 31, 2017: Liabilities Derivative liabilities $ - $ - $ 31,090 As of December 31, 2016: Liabilities Derivative liabilities $ - $ - $ - Warrants: "Derivatives and Hedging – Contracts in Entity's Own Equity" Income taxes: Basic and Diluted Loss Per Share Potential common stock consists of the incremental common stock issuable upon the exercise of common stock warrants (using the if-converted method), convertible notes, classes of shares with conversion features, and stock awards and stock options. The computation of basic loss per share for the periods ended December 31, 2017 and 2016 excludes potentially dilutive securities of underlying share purchase warrants, convertible notes, stock options and preferred shares, because their inclusion would be antidilutive. As a result, the computations of net loss per share for each period presented is the same for both basic and fully diluted. The table below reflects the potentially dilutive securities at each reporting period which have been excluded from the computation of diluted net loss per share: December 31, 2017 December 31, 2016 Stock purchase warrants 54,000 502,000 Research Warrrants at 3% of issued and outstanding shares 372,147 - Convertible Notes 18,864 - Series A Preferred shares 700 - Stock options, vested 13,334 - Stock options, not yet vested 656,666 Stock awards, not yet vested 290,000 1,405,711 502,000 New Accounting Pronouncements: In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718), Scope of Modification Accounting. The Company is currently evaluating the impact of ASU 2017-09 on the Company's financial statements.

Going Concern

Going Concern	12 Months Ended
	Dec. 31, 2017
Going Concern [Abstract]
Going Concern	Note 3 – Going Concern The Company has experienced net losses to date, and it has not generated revenue from operations, and will need additional working capital to service debt and for ongoing operations, which raises substantial doubt about its ability to continue as a going concern. The Company will have to continue to rely on equity and debt financing. There can be no assurance that financing, whether debt or equity, will always be available to the Company in the amount required at any particular time or for any particular period or, if available, that it can be obtained on favorable terms. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amount and classification of liabilities that might cause results from this uncertainty.

Convertible Note - Related Part

Convertible Note - Related Party and Derivative Liabilities	12 Months Ended
	Dec. 31, 2017
Convertible Note - Related Party and Derivative Liabilities [Abstract]
Convertible Note - Related Party and Derivative Liabilities	Note 4 – Convertible Note – Related Party and Derivative Liabilities On September 1, 2016, the Company entered into a convertible debenture agreement with CubeSquare, LLC ("CubeSquare"), of which our Chief Executive Officer is the managing partner and our President is a 25% owner. The Company received proceeds of $10,000 during fiscal 2016 ("Note 1"). The note bears interest at 8% per annum and was due on September 1, 2017. Interest accrues from September 1, 2016 and is payable on maturity. Interest is payable, at the lender's option, in cash or common stock. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price of the greater of (i) $0.0625 per share if the Company's shares are not trading on a public market and; (ii) in the event the Company's shares are listed for trading on a public market, the conversion price shall be equal to a 50% discount to the average of the five lowest trading prices during the previous twenty trading days prior to the date of the notice of conversion from the lender. On September 28, 2017 the Company and CubeSquare amended Note 1 to extend the maturity date of the note from September 1, 2017 to September 1, 2018 under the same terms and conditions. On September 27, 2017, the Company entered into a second convertible debenture agreement with CubeSquare under which the Company received proceeds of $15,000 (Note 2). Note 2 bears interest at 8% per annum and is due on September 27, 2018. Interest shall accrue from September 27, 2017 and shall be payable on maturity. Any portion of the principal and unpaid interest under the note is convertible at any time at the option of CubeSquare into shares of common stock of the Company at a conversion price equal to a 50% discount to the average of the five lowest trading prices during the previous twenty trading days prior to the date of the notice of conversion from CubeSquare. The Company analyzed the amendment to Note 1 and Note 2 under and concluded that these two convertible debentures We estimated the fair value of the derivative on the inception dates, and subsequently, using the Black-Scholes valuation technique, adjusted for the effect of dilution, because that technique embodies all of the assumptions (including, volatility, expected terms, and risk-free rates) that are necessary to fair value complex derivate instruments. The carrying value of these convertible notes is as follows: December 31, December 31, Face value of certain convertible notes $ 25,000 $ 10,000 Less: unamortized discount (18,335 ) (6,417 ) Carrying value $ 6,665 $ 3,583 Amortization of the discount over the years ended December 31, 2017 and 2016 totaled $13,082 and $3,583, respectively, which amounts have been recorded as interest expense. As a result of the application of ASC No. 815 in period ended December 31, 2017 the fair value of the conversion feature is summarized as follows: Balance at December 31, 2016 $ - Derivative addition associated with convertible notes 25,000 Loss on change in fair value 6,090 Balance at December 31, 2017 $ 31,090 The fair value at the commitment and re-measurement dates for the Company's derivative liabilities were based upon the following management assumptions as of September 30, 2017 and commitment date: Commitment Date December 31, 2017 Expected dividends 0 0 Expected volatility 101% ~103% 110% ~ 115% Expected term 0.92 ~ 1 year 0.67 ~0.74 year Risk free interest rate 1.33% 1.53 ~ 1.65%

License and Research Funding Ag

License and Research Funding Agreement	12 Months Ended
	Dec. 31, 2017
License and Research Funding Agreement [Abstract]
License and Research Funding Agreement	Note 5 – License and Research Funding Agreement On December 14, 2016 the Company entered into a License and Research Funding Agreement (the "License Agreement") Ariel Scientific Innovations Ltd., formerly known as Ariel University R&D Co., Ltd. ("Ariel"), - In the course of research performed at AU, Prof. Danny Baranes has developed certain technology relating to coral based and non-coral based conditioned medium for tissue regeneration and repair; - the Company wishes to receive a license from Ariel and in order to secure receipt of such license, agrees to fund further research at AU relating to such technology; and - Ariel is willing to grant the Company a license, pursuant to the terms of the License Agreement to allow it to develop and commercialize products. Pursuant to the above noted License Agreement, the Company shall fund the research completed during the research period in the total amount of $100,000. In addition, upon the occurrence of an Exit Event (as defined in the License Agreement) of the Company or of any affiliate commercializing the products, the Company is obligated to issue to Ariel an immediately exercisable warrant for that number of shares equal to 4% of the issued and outstanding shares of the Company at the time of issuance. The Company and Ariel Scientific Innovations Ltd., formerly known as Ariel University R&D Co., Ltd.entered into Addendum #1, effective December 13, 2017 (the "Addendum") to the License Agreement pursuant to which Ariel was permitted to exercise a portion of the warrant granted pursuant to the License Agreement. On December 13, 2017, the Company issued 119,950 shares of common stock to Ariel, representing 1% of the issued and outstanding shares of the Company on such date, and valued at $335,860. The right to the balance of the shares subject to the warrant remains subject to the terms of the License Agreement and the occurrence of an Exit Event (as described in the License Agreement). In addition, the Addendum provides that Ariel may not request a demand registration until the balance of the shares subject to the warrant is exercised. In addition to the other payments, the Company will pay Ariel upon the occurrence of the following milestone events, additional payments which be due within 6 months of completion of the milestone: - Upon successful clinical FDA Phase II completion - $130,000; and - Upon successful clinical FDA Phase III completion - $390,000 Upon successful development and commercialization and in recognition of the rights and licenses granted to the Company pursuant to the License Agreement, the Company will be subject to certain royalty payments as specified in the License Agreement. During the year ended December 31, 2016, the Company incurred research and development costs of $156,000, which amount includes the aforementioned funding of $100,000 pursuant to the License Agreement as well as $56,000 recorded as stock-based compensation in respect to certain stock awards discussed in Note 6 below. During the year ended December 31, 2017, the Company incurred total research and development costs of $1,179,777, which amount includes the aforementioned value of 119,950 shares of common stock at On December 14, 2017, the Company entered into a 12-month services agreement with Ariel (the "Services Agreement") pursuant to which a team at Ariel University under the direction of Prof. Danny Baranes (the "Scientist") will conduct molecular biology research activities involving the testing of scaffold materials for the Company. If the Scientist ceases to provide services, the Company must be notified and a replacement acceptable to the Company must be found within 30 days or the Company may terminate the Services Agreement.

Commitments

Commitments	12 Months Ended
	Dec. 31, 2017
Commitments [Abstract]
Commitments	Note 7 – Stock Plan 2016 Stock Option and Stock Award On December 14, 2016, the Board adopted the Company 2016 Stock Option and Stock Award Plan (the "Plan"). The Plan provides for the award of stock options (incentive and non-qualified), stock awards and stock appreciation rights to officers, directors, employees and consultants who provide services to the Company. The terms of awards under the Plan are made by the Administrator of the Plan appointed by the Company's Board of Directors (the "Board"), or in the absence of an Administrator, by the Board. The Company has reserved 10 million shares for issuance under the Plan. Stock Award: On December 14, 2016, the Board awarded to each of its Science Advisors, Prof. Danny Baranes and Dr. Liat Hammer, a total of 440,000 shares of common stock of which 150,000 shares vested on December 14, 2016, 145,000 shares vested on December 14, 2017, and 145,000 shares will vest on December 14, 2018, provided such advisors are still providing services to the Company. For Year ended December 31, 2017 2016 Number of shares issued 290,000 300,000 Fair market value per share $ 2.80 $ 0.1867 Stock based compensation recognized $ 812,000 $ 56,000 The value of the vested awards have been recorded as research and development expenses in the respective periods. A total of 290,000 stock awards are expected to vest during fiscal 2018. Stock Options: (a) Stock Options granted to Science Advisors: On November 15, 2017, under the 2016 Stock Option and Award Plan , the Board awarded two of its Science Advisors the following three-year stock options: (i) an immediately exercisable option to purchase 6,667 shares of common stock at an exercise price of $2.00 per share, (ii) an option to purchase 6,667 shares of common stock exercisable on November 15, 2018 at an exercise price of $2.00 per share and (iii) an option to purchase 6,666 shares of common stock exercisable on November 15, 2019 at an exercise price of $2.00 per share, provided the advisors are still providing services to the Company. On November 15, 2017, under the 2016 Stock Option and Award Plan , the Board awarded a Science Advisor, the following three-year stock options: (i) an option to purchase 15,000 shares of common stock, exercisable on November 15, 2018 at an exercise price of $0.40 per share and (ii) an option to purchase 15,000 shares of common stock exercisable on on November 15, 2019 at an exercise price of $0.40 per share, provided the advisor is still providing services to the Company. During the year ended December 31, 2017, total recognized compensation in respect of the above stock option compensation was $29,000, which amount has been allocated as advisory services as part of general and administrative expenses. As of December 31, 2017, total unrecognized compensation remaining to be recognized in future periods totaled $135,230. (b) Stock Options granted to Officers: On December 4, 2017, the Board granted five year option awards to each of its two officers . Option awards are granted with an exercise price of $2 at the date of grant; and vest on December 4, 2018, expiring on December 4, 2022. During the year ended December 31, 2017, total recognized compensation of $106,029 was recorded as general and administrative expenses. As of December 31, 2017, total unrecognized compensation remaining to be recognized in future periods totaled $1,307,691. using the Black-Scholes option-pricing model with the following assumptions at the measurement date(s): Measurement date Dividend yield 0% Expected volatility 114.69 ~ 126.34% Risk-free interest rate 1.79% ~ 2.15% Expected life (years) 3 ~ 5 Stock Price $ 2.80 Exercise Price $ 0.40 ~ 2.00 A summary of the activity for the Company's stock options for the years ended December 31, 2017 and 2016, is as follows: 2017 Weighted Average Shares Exercise Price Outstanding, beginning of period, December 31, 2016 - $ - Granted 670,000 $ 1.93 Exercised - $ - Canceled - $ - Outstanding, end of period 670,000 $ 1.93 Options exercisable, end of period 13,334 $ 2.00 Options expected to vest, end of period 656,666 $ 1.89 Weighted average fair value of options granted $ 2.36

Stock Plan

Stock Plan	12 Months Ended
	Dec. 31, 2017
Stock Plan [Abstract]
Stock Plan	Note 7 – Stock Plan 2016 Stock Option and Stock Award On December 14, 2016, the Board adopted the Company 2016 Stock Option and Stock Award Plan (the "Plan"). The Plan provides for the award of stock options (incentive and non-qualified), stock awards and stock appreciation rights to officers, directors, employees and consultants who provide services to the Company. The terms of awards under the Plan are made by the Administrator of the Plan appointed by the Company's Board of Directors (the "Board"), or in the absence of an Administrator, by the Board. The Company has reserved 10 million shares for issuance under the Plan. Stock Award: On December 14, 2016, the Board awarded to each of its Science Advisors, Prof. Danny Baranes and Dr. Liat Hammer, a total of 440,000 shares of common stock of which 150,000 shares vested on December 14, 2016, 145,000 shares vested on December 14, 2017, and 145,000 shares will vest on December 14, 2018, provided such advisors are still providing services to the Company. For Year ended December 31, 2017 2016 Number of shares issued 290,000 300,000 Fair market value per share $ 2.80 $ 0.1867 Stock based compensation recognized $ 812,000 $ 56,000 The value of the vested awards have been recorded as research and development expenses in the respective periods. A total of 290,000 stock awards are expected to vest during fiscal 2018. Stock Options: (a) Stock Options granted to Science Advisors: On November 15, 2017, under the 2016 Stock Option and Award Plan , the Board awarded two of its Science Advisors the following three-year stock options: (i) an immediately exercisable option to purchase 6,667 shares of common stock at an exercise price of $2.00 per share, (ii) an option to purchase 6,667 shares of common stock exercisable on November 15, 2018 at an exercise price of $2.00 per share and (iii) an option to purchase 6,666 shares of common stock exercisable on November 15, 2019 at an exercise price of $2.00 per share, provided the advisors are still providing services to the Company. On November 15, 2017, under the 2016 Stock Option and Award Plan , the Board awarded a Science Advisor, the following three-year stock options: (i) an option to purchase 15,000 shares of common stock, exercisable on November 15, 2018 at an exercise price of $0.40 per share and (ii) an option to purchase 15,000 shares of common stock exercisable on on November 15, 2019 at an exercise price of $0.40 per share, provided the advisor is still providing services to the Company. During the year ended December 31, 2017, total recognized compensation in respect of the above stock option compensation was $29,000, which amount has been allocated as advisory services as part of general and administrative expenses. As of December 31, 2017, total unrecognized compensation remaining to be recognized in future periods totaled $135,230. (b) Stock Options granted to Officers: On December 4, 2017, the Board granted five year option awards to each of its two officers . Option awards are granted with an exercise price of $2 at the date of grant; and vest on December 4, 2018, expiring on December 4, 2022. During the year ended December 31, 2017, total recognized compensation of $106,029 was recorded as general and administrative expenses. As of December 31, 2017, total unrecognized compensation remaining to be recognized in future periods totaled $1,307,691. using the Black-Scholes option-pricing model with the following assumptions at the measurement date(s): Measurement date Dividend yield 0% Expected volatility 114.69 ~ 126.34% Risk-free interest rate 1.79% ~ 2.15% Expected life (years) 3 ~ 5 Stock Price $ 2.80 Exercise Price $ 0.40 ~ 2.00 A summary of the activity for the Company's stock options for the years ended December 31, 2017 and 2016, is as follows: 2017 Weighted Average Shares Exercise Price Outstanding, beginning of period, December 31, 2016 - $ - Granted 670,000 $ 1.93 Exercised - $ - Canceled - $ - Outstanding, end of period 670,000 $ 1.93 Options exercisable, end of period 13,334 $ 2.00 Options expected to vest, end of period 656,666 $ 1.89 Weighted average fair value of options granted $ 2.36

Capital Stock

Capital Stock	12 Months Ended
	Dec. 31, 2017
Capital Stock [Abstract]
Capital Stock	Note 8 – Capital Stock Authorized: The Company has authorized 100,000,000 shares of common stock, $0.0001 par value and 10,000 shares of a class of preferred stock called the "Series A Preferred Stock", par value $0.001. Series A Preferred Stock: Each share of Series A Preferred Stock has a stated value of $1 per share and accrues 4% per annum for determination of liquidation, conversion or redemption. The shares convert at the option of the holder into shares of common stock at the market value of the common stock. The Series A Preferred Stock vote as a single class and maintain 66 2/3% of the total votes as long as any shares of Series A Preferred Stock remain outstanding. The Series A Preferred Stock contains liquidation preference (senior rank to all common) and are not to be amended without the holders' approval. At inception on August 22, 2016, the Company approved the issuance of 1,000 shares of Series A Preferred Stock at par value to Jonah Meer, the Company's Chief Executive Officer, Chief Financial Officer and Secretary, for cash $1 was paid for the Series A Preferred Stock. As a result of the super voting rights allocated to the Series A Preferred Stock, management conducted a valuation of the fair value of the issued shares. Shares of the Series A Preferred Stock issued were valued based upon industry specific control premiums and the fair value of the Company's common stock at the time of the transaction applying Statement of Financial Accounting Standard ASC 820-10-35-37 Fair Value in Financial Instruments The third party valuation report was based on the following inputs as at August 22, 2016: (1) price per share of common stock of $0.0001; (2) 10,120,000 common stock outstanding; (3) A 19.3% premium over the common stock for the voting preferences, representing $600 in control value at issuance; (4) Common Stock issuances as of December 31, 2017 and 2016: At inception on August 22, 2016, the Company issued 5,060,000 shares of common stock at par value Mr. Jonah Meer, the Company's CEO, CFO and Secretary for cash totaling $506. At inception on August 22, 2016, the Company issued 5,060,000 shares of common stock at par value to Mr. Ido Merfeld, the Company's President for cash totaling $506. On September 4, 2016, the Company's Board of Directors approved the sale and issuance of up to 1,200,000 shares of the Company's common stock, par value $.0001, at a subscription price of $0.25 per share For each two shares of common stock purchased, the holder received an immediately exercisable warrant expiring December 31, 2019 to purchase one share of the Company's common stock at a price of $0.40 per share. On December 14, 2016, the Company issued 300,000 shares to two Scientific Advisors as a stock award During the year ended December 31, 2016, the Company received total proceeds of $251,000 by way of private placement subscriptions for a total of 1,004,000 shares. All costs incurred with respect to the Form S-1 Registration Statement prior to its effective date on May 10, 2017 totaling $22,548 have been allocated to additional paid in capital. On December 13, 2017, 119,950 shares were issued to Ariel as an exercise of warrants pursuant to a License Agreement (ref Note 5 – License and Research Funding Agreement). These shares were valued at $335,860 or $2.8 per share, based on fair market value, and the associated cost was recorded as research and development expenses. On December 14, 2017, the Company issued 290,000 shares to two Scientific Advisors as a stock award, During the year ended December 31, 2017, the Company received aggregate proceeds of $32,000 in private placement subscriptions for a total of 128,000 shares. During the year ended December 31, 2017 the Company shares of common stock Share Purchase Warrants In accordance with authoritative accounting guidance, the fair value of the aforementioned warrants was calculated using the Black-Scholes option-pricing model with the following assumptions at the measurement date(s): Measurement date Dividend yield 0% Expected volatility 97.90~119.33% Risk-free interest rate 1.47~1.60% Expected life (years) 2.71~2.92 Stock Price $ 0.25 Exercise Price $ 0.40 As of December 31, 2017, the following common stock purchase warrants were outstanding: Warrants (1) Weighted Average Exercise Price Outstanding – August 22, 2016 - - Granted 502,000 $ 0.40 Forfeited/Canceled - - Exercised - - Outstanding – December 31, 2016 502,000 $ 0.40 Granted 64,000 0.40 Forfeited/Canceled - Exercised 512,000 (2) Outstanding – December 31, 2017 54,000 $ 0.40 (1) Each two shares of common stock purchased under the private placement provides for one warrant to acquire an additional share of common stock together with the payment of $0.40. (2)During the year ended December 31, 2017, investors exercised 512,000 share purchase warrants and received 442,960 underlying shares for exercise on a cashless basis.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2017
Income Taxes [Abstract]
Income Taxes	Note 9 – Income Taxes The Company uses the liability method, where deferred tax assets and liabilities are determined based on the expected future tax consequences of temporary differences between the carrying amounts of assets and liabilities for financial and income tax reporting purposes. For the fiscal year ended December 31, 2016 the Company measured our U.S. deferred tax assets at a statutory income tax rate of 34%. On December 22, 2017, the 2017 Tax Cuts and Jobs Act (the Tax Act) was enacted into law including a one-time mandatory transition tax on accumulated foreign earnings and a reduction of the corporate income tax rate to 21% effective January 1, 2018, among others. We are required to recognize the effect of the tax law changes in the period of enactment, such as determining the transition tax, remeasuring our U.S. deferred tax assets and liabilities as well as reassessing the net realizability of our deferred tax assets and liabilities. The Company does not have any foreign earnings and therefore, we do not anticipate the impact of a transition tax. We have remeasured our U.S. deferred tax assets at a statutory income tax rate of 21%. Since the Tax Act was passed late in the fourth quarter of 2017, and ongoing guidance and accounting interpretation are expected over the next 12 months, we consider the accounting of any transition tax, deferred tax re-measurements, and other items to be incomplete due to the forthcoming guidance and our ongoing analysis of final year-end data and tax positions. We expect to complete our analysis within the measurement period in accordance with SAB 118, and no later than fiscal year end December 31, 2018. During 2017, the Company incurred net losses and, therefore, has no tax liability. The net deferred tax asset generated by the loss carry-forward has been fully reserved. The cumulative net operating loss carry-forward was approximately $1,589,930 at December 31, 2017 and $169,240 at December 31, 2016 and will begin to expire in the year 2036. The Company had deferred income tax assets as of December 31, 2017 and 2016 as follows: December 31, December 31, Loss carryforwards $ 333,880 $ 57,540 Less – stock based compensation (210,600 ) (11,760 ) Less – derivative liabilities (1,280 ) - Change in tax effected rates (22,000 ) - Less - valuation allowance (100,000 ) (45,780 ) Total net deferred tax assets $ - $ - Tax years from inception to fiscal year ended December 31, 2017 have been filed and are open for examination by the taxing authorities. The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. No such interest or penalties were recognized during the period presented. The Company had no accruals for interest and penalties at September 30, 2017. The Company's utilization of any net operating loss carry forward may be unlikely as a result of its intended activities.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2017
Subsequent Events [Abstract]
Subsequent Events	Note 10 – Subsequent Events Subsequent to the fiscal year ended December 31, 2017 the Company sold 312,500 shares of its common stock to Conventus Holdings SA, a BVI corporation ("Conventus") and raised $500,000 pursuant to a subscription agreement, dated January 23, 2018 (the "Subscription Agreement"), in a private placement offering pursuant to an exemption from registration under Regulation S of the Securities Act of 1933, as amended ("Reg S"). The proceeds of the offering will be used for research and general corporate purposes. In connection with the investment, Pavel Hilman, the controlling shareholder of Conventus, entered into a one-year advisory board member consulting agreement, dated January 23, 2018 ("Advisory Board Agreement"), under which Mr. Hilman will serve on the Company's Advisory Board as a business advisor. The Advisory Board Agreement will automatically renew for up to two additional one-year periods, unless earlier terminated by either party upon 30 days' prior written notice to the other party. In consideration for serving on the Advisory Board, the Company awarded 10,000 shares of its common stock to Mr. Hilman under its 2016 Stock Option and Stock Award Plan.

Summary of Significant Accoun17

Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2017
Summary of Significant Accounting Policies [Abstract]
Financial Statement Presentation	Financial Statement Presentation:
Fiscal year end	Fiscal year end:
Use of Estimates	Use of Estimates:
Cash Equivalents	Cash Equivalents:
Research and Development Costs	Research and Development Costs:
Advertising and Marketing Costs	Advertising and Marketing Costs:
Related parties	Related parties:
Stock-Based Compensation and Other Share-Based Payments	Stock-Based Compensation and Other Share-Based Payments: Stock Plan
Fair Value of Financial Instruments	Fair Value of Financial Instruments FASB ASC 820, Fair Value Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. FASB ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. FASB ASC 820 describes three levels of inputs that may be used to measure fair value: Level 1 Level 2 Level 3 If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level of input that is significant to the fair value measurement of the instrument. The following table provides a summary of the fair value of our derivative liabilities as of December 31, 2017 and December 31, 2016: Fair value measurements on a recurring basis Level 1 Level 2 Level 3 As of December 31, 2017: Liabilities Derivative liabilities $ - $ - $ 31,090 As of December 31, 2016: Liabilities Derivative liabilities $ - $ - $ -
Warrants	Warrants: "Derivatives and Hedging – Contracts in Entity's Own Equity"
Income taxes	Income taxes:
Basic and Diluted Loss Per Share	Basic and Diluted Loss Per Share Potential common stock consists of the incremental common stock issuable upon the exercise of common stock warrants (using the if-converted method), convertible notes, classes of shares with conversion features, and stock awards and stock options. The computation of basic loss per share for the periods ended December 31, 2017 and 2016 excludes potentially dilutive securities of underlying share purchase warrants, convertible notes, stock options and preferred shares, because their inclusion would be antidilutive. As a result, the computations of net loss per share for each period presented is the same for both basic and fully diluted. The table below reflects the potentially dilutive securities at each reporting period which have been excluded from the computation of diluted net loss per share: December 31, 2017 December 31, 2016 Stock purchase warrants 54,000 502,000 Research Warrrants at 3% of issued and outstanding shares 372,147 - Convertible Notes 18,864 - Series A Preferred shares 700 - Stock options, vested 13,334 - Stock options, not yet vested 656,666 Stock awards, not yet vested 290,000 1,405,711 502,000
New Accounting Pronouncements	New Accounting Pronouncements: In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718), Scope of Modification Accounting. The Company is currently evaluating the impact of ASU 2017-09 on the Company's financial statements.

Summary of Significant Accoun18

Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2017
Summary of Significant Accounting Policies [Abstract]
Schedule of fair value of derivative liabilitie measurements on recurring basis	Fair value measurements on a recurring basis Level 1 Level 2 Level 3 As of December 31, 2017: Liabilities Derivative liabilities $ - $ - $ 31,090 As of December 31, 2016: Liabilities Derivative liabilities $ - $ - $ -
Schedule of potentially dilutive securities	December 31, 2017 December 31, 2016 Stock purchase warrants 54,000 502,000 Research Warrrants at 3% of issued and outstanding shares 372,147 - Convertible Notes 18,864 - Series A Preferred shares 700 - Stock options, vested 13,334 - Stock options, not yet vested 656,666 Stock awards, not yet vested 290,000 1,405,711 502,000

Convertible Note - Related Pa19

Convertible Note - Related Party and Derivative Liabilities (Tables)	12 Months Ended
	Dec. 31, 2017
Convertible Note - Related Party and Derivative Liabilities [Abstract]
Schedule of convertible notes	December 31, 2017 December 31, 2016 Face value of certain convertible notes $ 25,000 $ 10,000 Less: unamortized discount (18,335 ) (6,417 ) Carrying value $ 6,665 $ 3,583
Schedule of fair value of conversion feature	Balance at December 31, 2016 $ - Derivative addition associated with convertible notes 25,000 Loss on change in fair value 6,090 Balance at December 31, 2017 $ 31,090
Schedule of fair value at commitment and re-measurement dates derivative liabilities	Commitment Date December 31, 2017 Expected dividends 0 0 Expected volatility 101% ~103% 110% ~ 115% Expected term 0.92 ~ 1 year 0.67 ~0.74 year Risk free interest rate 1.33% 1.53 ~ 1.65%

Stock Plan (Tables)

Stock Plan (Tables)	12 Months Ended
	Dec. 31, 2017
Stock Plan [Abstract]
Schedule of stock award	For Year ended December 31, 2017 2016 Number of shares issued 290,000 300,000 Fair market value per share $ 2.80 $ 0.1867 Stock based compensation recognized $ 812,000 $ 56,000
Schedule of fair value options assumptions	Measurement date Dividend yield 0% Expected volatility 114.69 ~ 126.34% Risk-free interest rate 1.79% ~ 2.15% Expected life (years) 3 ~ 5 Stock Price $ 2.80 Exercise Price $ 0.40 ~ 2.00
Schedule of stock options	2017 Weighted Average Shares Exercise Price Outstanding, beginning of period, December 31, 2016 - $ - Granted 670,000 $ 1.93 Exercised - $ - Canceled - $ - Outstanding, end of period 670,000 $ 1.93 Options exercisable, end of period 13,334 $ 2.00 Options expected to vest, end of period 656,666 $ 1.89 Weighted average fair value of options granted $ 2.36

Capital Stock (Tables)

Capital Stock (Tables)	12 Months Ended
	Dec. 31, 2017
Capital Stock [Abstract]
Schedule of fair value warrants assumptions	Measurement date Dividend yield 0% Expected volatility 97.90~119.33% Risk-free interest rate 1.47~1.60% Expected life (years) 2.71~2.92 Stock Price $ 0.25 Exercise Price $ 0.40
Schedule of common stock purchase warrants were outstanding	Warrants (1) Weighted Average Exercise Price Outstanding – August 22, 2016 - - Granted 502,000 $ 0.40 Forfeited/Canceled - - Exercised - - Outstanding – December 31, 2016 502,000 $ 0.40 Granted 64,000 0.40 Forfeited/Canceled - Exercised 512,000 (2) Outstanding – December 31, 2017 54,000 $ 0.40 (1) Each two shares of common stock purchased under the private placement provides for one warrant to acquire an additional share of common stock together with the payment of $0.40. (2)During the year ended December 31, 2017, investors exercised 512,000 share purchase warrants and received 442,960 underlying shares for exercise on a cashless basis.

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2017
Income Taxes [Abstract]
Schedule of deferred income tax assets	December 31, 2017 December 31, 2016 Loss carryforwards $ 333,880 $ 57,540 Less – stock based compensation (210,600 ) (11,760 ) Less – derivative liabilities (1,280 ) - Change in tax effected rates (22,000 ) - Less - valuation allowance (100,000 ) (45,780 ) Total net deferred tax assets $ - $ -

Summary of Significant Accoun23

Summary of Significant Accounting Policies (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Level 1 [Member]
Liabilities
Derivative liabilities
Level 2 [Member]
Liabilities
Derivative liabilities
Level 3 [Member]
Liabilities
Derivative liabilities	$ 31,090

Summary of Significant Accoun24

Summary of Significant Accounting Policies (Details 1) - shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities net loss per share	1,405,711	502,000
Stock options, vested
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities net loss per share	13,334
Stock options, not yet vested [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities net loss per share	656,666
Stock awards, not yet vested [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities net loss per share	290,000
Series A Preferred shares [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities net loss per share	700
Stock purchase warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities net loss per share	54,000	502,000
Convertible Notes [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities net loss per share	18,864
Research Warrrants at 3% of issued and outstanding shares [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities net loss per share	372,147

Summary of Significant Accoun25

Summary of Significant Accounting Policies (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Summary of Significant Accounting Policies (Textual)
Research and development costs	$ 1,179,777	$ 156,000
Advertising or marketing costs	$ 28,481	$ 0

Convertible Note - Related Pa26

Convertible Note - Related Party and Derivative Liabilities (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Convertible Note - Related Party and Derivative Liabilities [Abstract]
Face value of certain convertible notes	$ 25,000	$ 10,000
Less: unamortized discount	(18,335)	(6,417)
Carrying value	$ 6,665	$ 3,583

Convertible Note - Related Pa27

Convertible Note - Related Party and Derivative Liabilities(Details 1)	12 Months Ended
	Dec. 31, 2017USD ($)
Convertible Note - Related Party and Derivative Liabilities [Abstract]
Balance at December 31, 2016
Derivative addition associated with convertible notes	25,000
Loss on change in fair value	6,090
Balance at December 31, 2017	$ 31,090

Convertible Note - Related Pa28

Convertible Note - Related Party and Derivative Liabilities (Details 2)	12 Months Ended
	Dec. 31, 2017
Derivative [Line Items]
Expected dividends	0.00%
Commitment Date [Member]
Derivative [Line Items]
Expected dividends	0.00%
Risk free interest rate	1.33%
Minimum [Member]
Derivative [Line Items]
Expected volatility	110.00%
Expected term	8 months 2 days
Risk free interest rate	1.53%
Minimum [Member] | Commitment Date [Member]
Derivative [Line Items]
Expected volatility	101.00%
Expected term	11 months 1 day
Maximum [Member]
Derivative [Line Items]
Expected volatility	115.00%
Expected term	8 months 26 days
Risk free interest rate	1.65%
Maximum [Member] | Commitment Date [Member]
Derivative [Line Items]
Expected volatility	103.00%
Expected term	1 year

Convertible Note - Related Pa29

Convertible Note - Related Party and Derivative Liabilities (Details Textual) - USD ($)	Sep. 27, 2017	Sep. 01, 2016	Dec. 31, 2017	Dec. 31, 2016
Convertible Note - Related Party and Derivative Liabilities (Textual)
Received proceeds totaling			$ 15,000	$ 10,000
Amortization of discount			$ 13,082	$ 3,583
CubeSquare, LLC [Member]
Convertible Note - Related Party and Derivative Liabilities (Textual)
Received proceeds totaling	$ 15,000	$ 10,000
Interest rate per annum	8.00%	8.00%
Conversion, description	Any portion of the principal and unpaid interest under the note is convertible at any time at the option of CubeSquare into shares of common stock of the Company at a conversion price equal to a 50% discount to the average of the five lowest trading prices during the previous twenty trading days prior to the date of the notice of conversion from CubeSquare.	(i) $0.0625 per share if the Company's shares are not trading on a public market and; (ii) in the event the Company's shares are listed for trading on a public market, the conversion price shall be equal to a 50% discount to the average of the five lowest trading prices during the previous twenty trading days prior to the date of the notice of conversion from the lender.
Maturity date		Sep. 1, 2017
Maturity date, description	Note 1 to extend the maturity date of the note from September 1, 2017 to September 1, 2018 under the same terms and conditions.
CubeSquare, LLC [Member] | President [Member]
Convertible Note - Related Party and Derivative Liabilities (Textual)
Ownership percentage		25.00%

License and Research Funding 30

License and Research Funding Agreement (Details) - USD ($)	Dec. 13, 2017	Dec. 14, 2016	Dec. 31, 2016	Dec. 31, 2017	Dec. 31, 2016
License and Research Funding Agreement (Textual)
Research and development costs				$ 1,179,777	$ 156,000
Shares issued, value			$ 251,000	32,000
Ariel University [Member]
License and Research Funding Agreement (Textual)
Shares issued	119,950
Shares issued, value	$ 335,860
Shares issued, percentage	1.00%
License Agreement [Member]
License and Research Funding Agreement (Textual)
Total amount of fund for research during research period		$ 100,000
Warrant exercisable percentage		4.00%
Payments of completion of milestone events, description		· Upon successful clinical FDA Phase II completion - $130,000; and · Upon successful clinical FDA Phase III completion - $390,000
Aforementioned funding amount				119,950	100,000
Stock based compensation				812,000	$ 56,000
Payments of completion of milestone events due		6 months
Shares issued, value				$ 335,860

Commitments (Details)

Commitments (Details) - USD ($)	1 Months Ended	12 Months Ended
	Nov. 15, 2017	Dec. 31, 2017	Dec. 31, 2016
Commitments [Textual]
Compensation for the services provided		$ 17,250
Compensation cost		1,438
Expensed in subsequent payment		15,812
Service Agreement With Ariel [Member]
Commitments [Textual]
Compensation for the services provided		17,250
Compensation cost		$ 17,250
2016 Stock Option and Award Plan [Member]
Commitments [Textual]
Advisors are granted the option	20,000
Stock option and award plan is granted	30,000
Stock based compensation	$ 29,000

Stock Plan (Details)

Stock Plan (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Stock Plan [Abstract]
Number of shares issued	290,000	300,000
Fair market value per share	$ 2.80	$ 0.1867
Stock based compensation recognized	$ 812,000	$ 56,000

Stock Plan (Details 1)

Stock Plan (Details 1) - Stock Options [Member] - Measurement date [Member]	12 Months Ended
	Dec. 31, 2017$ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividend yield	0.00%
Stock Price	$ 2.80
Exercise Price, Minimum	0.40
Exercise Price, Maximum	$ 2
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	114.69%
Risk-free interest rate	1.79%
Expected life (years)	3 years
Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	126.34%
Risk-free interest rate	2.15%
Expected life (years)	5 years

Stock Plan (Details 2)

Stock Plan (Details 2)	12 Months Ended
	Dec. 31, 2017$ / sharesshares
Stock Plan [Abstract]
Shares Outstanding, beginning of period | shares
Shares, Granted | shares	670,000
Shares, Exercised | shares
Shares, Canceled | shares
Shares Outstanding, end of period | shares	670,000
Shares Options exercisable, end of period | shares	13,334
Shares, Options expected to vest, end of period | shares	656,666
Weighted Average Shares Exercise Price, Outstanding, beginning of period
Weighted Average Shares Exercise Price, Granted	1.93
Weighted Average Shares Exercise Price, Exercised
Weighted Average Exercise Price, Canceled
Weighted Average Shares Exercise Price, Outstanding, end of period	1.93
Weighted Average Exercise Price, Options exercisable, end of period	2
Weighted Average Exercise Price, Options expected to vest, end of period	1.89
Weighted Average Exercise Price, Weighted average fair value of options granted	$ 2.36

Stock Plan (Details Textual)

Stock Plan (Details Textual) - USD ($)	Dec. 14, 2016	Nov. 15, 2017	Dec. 31, 2017	Dec. 31, 2016
Stock Plan (Textual)
Stock purchase warrants			1,405,711	502,000
Stock option vested and recorded as consulting fees			$ 29,000
Total unrecognized compensation remaining to be recognized in future periods			$ 1,307,691
Shares issued upon grant date			670,000
Stock option granted and recorded as advisory services			$ 106,029
2016 Stock Option and Award Plan [Member]
Stock Plan (Textual)
Reserved shares for issuance	10,000,000
Description of services agreement		Under the 2016 Stock Option and Award Plan , the Board awarded two of its Science Advisors the following three-year stock options: (i) an immediately exercisable option to purchase 6,667 shares of common stock at an exercise price of $2.00 per share, (ii) an option to purchase 6,667 shares of common stock exercisable on November 15, 2018 at an exercise price of $2.00 per share and (iii) an option to purchase 6,666 shares of common stock exercisable on November 15, 2019 at an exercise price of $2.00 per share, provided the advisors are still providing services to the Company.
2016 Stock Option and Award Plan one [Member]
Stock Plan (Textual)
Description of services agreement		Under the 2016 Stock Option and Award Plan , the Board awarded a Science Advisor, the following three-year stock options: (i) an option to purchase 15,000 shares of common stock, exercisable on November 15, 2018 at an exercise price of $0.40 per share and (ii) an option to purchase 15,000 shares of common stock exercisable on on November 15, 2019 at an exercise price of $0.40 per share, provided the advisor is still providing services to the Company.
Board of Directors Chairman [Member]
Stock Plan (Textual)
Stock award	440,000
Receive common stock vest upon grant date	150,000
Vested shares	145,000
Shares issued upon grant date	300,000
Weighted average exercise pric	$ 2
Shares of common stock under certain vesting terms	5 years
Grant date	Dec. 14, 2022
Stock awards, not yet vested [Member]
Stock Plan (Textual)
Stock purchase warrants			290,000

Capital Stock (Details)

Capital Stock (Details) - Measurement date [Member] - Stock Purchase Warrants [Member]	12 Months Ended
	Dec. 31, 2017$ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividend yield	0.00%
Stock Price	$ 0.25
Exercise Price	$ 0.40
Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	119.33%
Risk-free interest rate	1.60%
Expected life (years)	2 years 11 months 1 day
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	97.90%
Risk-free interest rate	1.47%
Expected life (years)	2 years 8 months 16 days

Capital Stock (Details 1)

Capital Stock (Details 1) - Stock Purchase Warrants [Member] - $ / shares		4 Months Ended	12 Months Ended
		Dec. 31, 2016	Dec. 31, 2017
Warrants
Outstanding - Beginning balance	[1]		502,000
Granted	[1]	502,000	64,000
Forfeited/Canceled	[1]
Exercised	[1]		512,000	[2]
Outstanding - Ending balance	[1]	502,000	54,000
Weighted Average Exercise Price
Outstanding - Beginning balance			$ 0.40
Granted		0.40	0.40
Forfeited/Canceled
Exercised
Outstanding - Ending balance		$ 0.40	$ 0.40
[1]	Each two shares of common stock purchased under the private placement provides for one warrant to acquire an additional share of common stock together with the payment of $0.40.
[2]	During the year ended December 31, 2017, investors exercised 512,000 share purchase warrants and received 442,960 underlying shares for exercise on a cashless basis.

Capital Stock (Details Textual)

Capital Stock (Details Textual) - USD ($)		Dec. 14, 2017	Dec. 13, 2017	May 10, 2017	Dec. 14, 2016	Sep. 04, 2016	Aug. 22, 2016	Dec. 31, 2016	Dec. 31, 2017		Dec. 31, 2016
Capital Stock (Textual)
Common stock, shares authorized								100,000,000	100,000,000		100,000,000
Common stock, par value								$ 0.0001	$ 0.0001		$ 0.0001
Common stock issued								11,424,000	12,404,910		11,424,000
Common stock shares, outstanding								11,424,000	12,404,910		11,424,000
Preferred stock, shares issued								2,000	2,000		2,000
Preferred stock, shares authorized								10,000	10,000		10,000
Preferred stock, par value								$ 0.001	$ 0.001		$ 0.001
Issuance of common stock											$ 1,012
Issuance of preferred stock											2
Additional stock-based compensation as general and administrative expense											2,598
Allocated additional paid in capital				$ 22,548
Shares issued upon grant date									670,000
Grant exercise price									$ 1.89
License Agreement Terms [Member]
Capital Stock (Textual)
Share issued for agreement			119,950
Conversion value			$ 35,860
Conversion Of Sock Par Value			$ 2.8
Board of Directors [Member]
Capital Stock (Textual)
Common stock, par value						$ 0.0001
Sale and issuance of common stock						1,200,000
Warrant exercisable date						Dec. 31, 2019
Purchase of common stock price per share						$ 0.40
Common stock subscription price						$ 0.25
Stock award					440,000
Vested shares					145,000
Shares issued upon grant date					300,000
Grant date					Dec. 14, 2022
Grant exercise price					$ 0.18667
Receive common stock vest upon grant date					150,000
Grant date value					$ 56,000
Scientific Advisors [Member]
Capital Stock (Textual)
Share issued for agreement		290,000
Conversion value		$ 812,000
Conversion Of Sock Par Value		$ 2.8
Private Placement [Member]
Capital Stock (Textual)
Total proceeds of subscriptions amount								$ 251,000	$ 32,000		$ 251,000
Subscriptions shares								1,004,000			1,004,000
Common stock [Member]
Capital Stock (Textual)
Shares issued								1,004,000	128,000
Warrants exercised associated with private placement, shares									442,960
Common stock [Member] | Ido Merfeld [Member]
Capital Stock (Textual)
Common stock issued							5,060,000
Issuance of common stock							$ 506
Common stock [Member] | Jonah Meer [Member]
Capital Stock (Textual)
Common stock issued							5,060,000
Issuance of common stock							$ 506
Common stock [Member] | Third party valuation [Member]
Capital Stock (Textual)
Common stock, par value							$ 0.0001
Common stock shares, outstanding							10,120,000
Common stock voting preferences, description							A 19.3% premium over the common stock for the voting preferences.
Conversion value							$ 2,000
Issuance of common stock							600
Warrant [Member]
Capital Stock (Textual)
Warrant exercise	[1]								512,000	[2]
Series A Preferred Stock [Member]
Capital Stock (Textual)
Preferred stock, conversion basis, description									Each share of Series A Preferred Stock has a stated value of $1 per share and accrues 4% per annum for determination of liquidation, conversion or redemption. The shares convert at the option of the holder into shares of common stock at the market value of the common stock. The Series A Preferred Stock vote as a single class and maintain 66 2/3% of the total votes as long as any shares of Series A Preferred Stock remain outstanding.
Series A Preferred Stock [Member] | Ido Merfeld [Member]
Capital Stock (Textual)
Issuance of preferred stock							$ 1
Series A Preferred Stock [Member] | Jonah Meer [Member]
Capital Stock (Textual)
Preferred stock, shares issued							1,000
Issuance of preferred stock							$ 1
Series A Preferred Stock [Member] | Third party valuation [Member]
Capital Stock (Textual)
Preferred stock voting preferences, description							The Series A Preferred Stock voting rights represented 66.7% of the total voting rights.
[1]	Each two shares of common stock purchased under the private placement provides for one warrant to acquire an additional share of common stock together with the payment of $0.40.
[2]	During the year ended December 31, 2017, investors exercised 512,000 share purchase warrants and received 442,960 underlying shares for exercise on a cashless basis.

Income Taxes (Details)

Income Taxes (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Income Taxes [Abstract]
Loss carryforwards	$ 333,880	$ 57,540
Less - stock based compensation	(210,600)	(11,760)
Less - derivative liabilities	(1,280)
Change in tax effected rates	(22,000)
Less - valuation allowance	(100,000)	(45,780)
Total net deferred tax assets

Income Taxes (Details Textual)

Income Taxes (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Income Taxes (Textual)
Statutory income tax rate	21.00%	34.00%
Net operating loss carry-forward	$ 1,589,930	$ 169,240
Income tax rate effective date	Jan. 1, 2018
Expiration date	Dec. 31, 2036
Description of accounting interpretation for tax change effect	We have remeasured our U.S. deferred tax assets at a statutory income tax rate of 21%. Since the Tax Act was passed late in the fourth quarter of 2017, and ongoing guidance and accounting interpretation are expected over the next 12 months, we consider the accounting of any transition tax, deferred tax re-measurements, and other items to be incomplete due to the forthcoming guidance and our ongoing analysis of final year-end data and tax positions. We expect to complete our analysis within the measurement period in accordance with SAB 118, and no later than fiscal year end December 31, 2018.

Subsequent Events (Details)

Subsequent Events (Details)	12 Months Ended
	Dec. 31, 2017USD ($)shares
Subscription Agreement [Member]
Subsequent Events (Textual)
Sale of common stock	312,500
Proceeds from sale of common stock | $	$ 500,000
Date of agreement	Jan. 23, 2018
Advisory Board Agreement [Member]
Subsequent Events (Textual)
Date of agreement	Jan. 23, 2018
Common stock issued for services	10,000