Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 13, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Medizone International Inc | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 369,934,068 | |
Amendment Flag | false | |
Entity Central Index Key | 753,772 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Filer Category | Smaller Reporting Company | |
Entity Well-known Seasoned Issuer | No | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 | |
Current Assets: | |||
Cash | $ 288,680 | $ 745,078 | [1] |
Inventory | 294,706 | 277,823 | [1] |
Prepaid expenses | 43,122 | 31,986 | [1] |
Total Current Assets | 626,508 | 1,054,887 | [1] |
Property and equipment, net | 311 | 415 | [1] |
Other Assets: | |||
Trademark and patents, net | 168,633 | 176,086 | [1] |
Lease deposit | 4,272 | 4,272 | [1] |
Total Other Assets | 172,905 | 180,358 | [1] |
Total Assets | 799,724 | 1,235,660 | [1] |
Current Liabilities: | |||
Accounts payable | 474,718 | 491,044 | [1] |
Accounts payable – related parties | 228,109 | 233,109 | [1] |
Accrued expenses | 570,107 | 554,834 | [1] |
Accrued expenses – related parties | 1,928,659 | 1,928,659 | [1] |
Other payables | 224,852 | 224,852 | [1] |
Notes payable | 306,007 | 297,396 | [1] |
Total current liabilities | 3,732,452 | 3,729,894 | [1] |
Notes payable, net of current portion | 75,000 | 75,000 | |
Total liabilities | 3,807,452 | 3,804,894 | |
Stockholders’ Deficit: | |||
Preferred stock, $0.00001 par value: 50,000,000 shares authorized; no shares issued or outstanding | 0 | 0 | [1] |
Common stock, $0.001 par value; 395,000,000 shares authorized; 369,934,068 and 369,434,068 shares outstanding, respectively | 369,934 | 369,434 | [1] |
Additional paid-in capital | 32,544,146 | 32,496,646 | [1] |
Accumulated other comprehensive loss | (36,073) | (36,968) | [1] |
Accumulated deficit | (35,885,735) | (35,398,346) | [1] |
Total Stockholders’ Deficit | (3,007,728) | (2,569,234) | [1] |
Total Liabilities and Stockholders’ Deficit | $ 799,724 | $ 1,235,660 | [1] |
[1] | The condensed consolidated balance sheet as of December 31, 2015 has been prepared using information from the audited consolidated balance sheet as of that date. |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 | [1] |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 | |
Preferred stock, par value (in Dollars per share) | $ 0.00001 | $ 0.00001 | |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | |
Common stock, shares authorized | 395,000,000 | 395,000,000 | |
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 | |
Common stock, shares outstanding | 369,934,068 | 369,434,068 | |
[1] | The condensed consolidated balance sheet as of December 31, 2015 has been prepared using information from the audited consolidated balance sheet as of that date. |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenues | $ 0 | $ 0 |
Operating Expenses: | ||
Cost of revenues | 0 | 0 |
General and administrative | 279,064 | 312,832 |
Research and development | 185,961 | 77,233 |
Depreciation and amortization | 13,826 | 13,030 |
Total Operating Expenses | 478,851 | 403,095 |
Loss from Operations | (478,851) | (403,095) |
Interest expense | (8,591) | (6,396) |
Interest income | 53 | 0 |
Net Loss | (487,389) | (409,491) |
Other comprehensive gain on foreign currency translation | 895 | 18,231 |
Total Comprehensive Loss | $ (486,494) | $ (391,260) |
Basic and Diluted Net Loss per Common Share (in Dollars per share) | $ 0 | $ 0 |
Weighted Average Number of Common Shares Outstanding (in Shares) | 369,906,595 | 347,259,624 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Cash Flows from Operating Activities: | |||
Net loss | $ (487,389) | $ (409,491) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 13,826 | 13,030 | |
Stock-based compensation expense | 48,000 | 81,229 | |
Changes in operating assets and liabilities: | |||
Prepaid expenses | 20,364 | 22,954 | |
Inventory | (16,883) | 0 | |
Accounts payable and accounts payable – related parties | (21,326) | (30,112) | |
Accrued expenses and accrued expenses – related parties | 15,273 | 57,500 | |
Net Cash Used in Operating Activities | (428,135) | (264,890) | |
Cash Flows from Investing Activities: | |||
Cost of registering patents | (6,269) | (8,543) | |
Net Cash Used in Investing Activities | (6,269) | (8,543) | |
Cash Flows from Financing Activities: | |||
Principal payments on notes payable | (22,889) | (23,291) | |
Issuance of common stock for cash | 0 | 171,000 | |
Net Cash (Used in) Provided by Financing Activities | (22,889) | 147,709 | |
Effect of Foreign Currency Exchange Rates | 895 | 18,231 | |
Net decrease in cash | (456,398) | (107,493) | |
Cash as of beginning of the period | 745,078 | [1] | 140,496 |
Cash as of end of the period | 288,680 | 33,003 | |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | |||
Cash paid for interest | 3,318 | 482 | |
SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING ACTIVITIES: | |||
Financing of insurance policies | $ 31,500 | $ 31,000 | |
[1] | The condensed consolidated balance sheet as of December 31, 2015 has been prepared using information from the audited consolidated balance sheet as of that date. |
NOTE 1 BASIS OF PRESENTATION
NOTE 1 BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Text Block [Abstract] | |
Business Description and Basis of Presentation [Text Block] | NOTE 1 BASIS OF PRESENTATION The financial information of Medizone International, Inc., a Nevada corporation (the “Company”), included herein, is unaudited and has been prepared consistent with U.S. generally accepted accounting principles (“US GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, these condensed consolidated financial statements do not include all information and notes required by US GAAP for complete financial statements. These notes should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2015. In the opinion of management, these financial statements contain all adjustments (consisting solely of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of results for the interim periods presented. The results of operations for the three months ended March 31, 2016 are not necessarily indicative of the results to be expected for the full year ending December 31, 2016. |
NOTE 2 CANADIAN FOUNDATION FOR
NOTE 2 CANADIAN FOUNDATION FOR GLOBAL HEALTH | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Text Block [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | NOTE 2 CANADIAN FOUNDATION FOR GLOBAL HEALTH In late 2008, the Company assisted in the formation of the Canadian Foundation for Global Health (“CFGH”), a not-for-profit foundation based in Ottawa, Canada. The Company helped establish CFGH for two primary purposes: (1) to establish an independent not-for-profit foundation intended to have a continuing working relationship with the Company for research purposes that is best positioned to attract the finest scientific, medical and academic professionals possible to work on projects deemed to be of social benefit; and (2) to provide a means for the Company to use a tiered pricing structure for services and products in emerging economies and extend the reach of the Company’s technology to as many in need as possible. Accounting standards require a variable interest entity (“VIE”) to be consolidated by a company if that company absorbs a majority of the VIE’s expected losses and/or receives a majority of the entity’s expected residual returns as a result of holding variable interests, which are the ownership, contractual, or other financial interests in the entity. In addition, a legal entity may be considered to be a VIE, if it does not have sufficient equity at risk to finance its own activities without relying on financial support from other parties. If the legal entity is a VIE, then the reporting entity determined to be the primary beneficiary of the VIE must consolidate its financial statements with those of the VIE. The Company determined that CFGH met the requirements of a VIE effective upon the first advance to CFGH on February 12, 2009. Accordingly, the financial statements of CFGH have been consolidated with those of the Company for all periods presented. |
NOTE 3 BASIC AND DILUTED NET LO
NOTE 3 BASIC AND DILUTED NET LOSS PER COMMON SHARE | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | NOTE 3 BASIC AND DILUTED NET LOSS PER COMMON SHARE The computations of basic and diluted net loss per common share are based on the weighted average number of common shares outstanding during the periods as follows: For the Three Months Ended March 31, 2016 2015 Numerator: Net loss $ (487,389 ) $ (409,491 ) Denominator: Weighted average number of common shares outstanding 369,906,595 347,259,624 Basic and diluted net loss per common share $ (0.00 ) $ (0.00 ) Common stock equivalents, consisting of options to purchase 20,715,000 shares, have not been included in the calculation as their effect is antidilutive for the periods presented. |
NOTE 4 GOING CONCERN
NOTE 4 GOING CONCERN | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Substantial Doubt about Going Concern [Text Block] | NOTE 4 GOING CONCERN The Company’s consolidated financial statements are prepared in accordance with US GAAP, which assumes an entity is a going concern and contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has incurred significant losses from its inception through March 31, 2016, which have resulted in an accumulated deficit of $35,885,735 as of March 31, 2016. The Company does not have funds sufficient to cover its operating costs for the next 12 months, has negative equity, and has a working capital deficit of $3,105,943 as of March 31, 2016. The Company has relied exclusively on debt and equity financing to sustain its operations. Accordingly, there is substantial doubt about the Company’s ability to continue as a going concern. Continuation of the Company as a going concern is dependent upon future revenues, obtaining additional capital and ultimately, upon the Company’s attaining profitable operations. The Company will require substantial additional funds to complete the development of its products and product manufacturing, and to fund expected additional losses, until revenues are sufficient to cover the Company’s operating expenses. If the Company is unsuccessful in obtaining the necessary additional funding, it will be forced to substantially reduce or cease operations. The Company believes that it will need approximately $1,500,000 over the next 12 months for continued production manufacturing and related activities, research, development, and marketing activities, as well as for general corporate purposes. No cash was generated through the sale of shares of common stock for the quarter ended March 31, 2016. The ability of the Company to continue as a going concern is dependent on its ability to successfully accomplish the plan described in the preceding paragraphs and eventually attain profitable operations. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result from the outcome of this uncertainty. |
NOTE 5 COMMITMENTS AND CONTINGE
NOTE 5 COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 5 COMMITMENTS AND CONTINGENCIES The Company is subject to certain claims and lawsuits arising in the normal course of business. In the opinion of management, uninsured losses, if any, resulting from the ultimate resolution of these matters, will not have a material effect on the Company’s consolidated financial position, results of operations, or cash flows. Litigation Rakas vs. Medizone International, Inc Other Payables As of March 31, 2016 and December 31, 2015, the Company has $224,852 of past due payables for which the Company has not received invoices or demands for over 10 years. Although management of the Company does not believe that the amounts will be required to be paid, the amounts are recorded as other payables until such time as the Company is certain that no liability exists and until the applicable statute of limitations has expired. Operating Leases The Company operates a certified laboratory located at Innovation Park, Queen’s University in Kingston, Ontario, Canada, which provides a primary research and development platform. The lease is on a month-to-month basis with a monthly lease payment of $1,375 Canadian dollars (“CD”) plus the applicable goods and services tax (“GST”). Leases for a second laboratory space for full scale room testing and a storage unit are on a month-to-month basis with a monthly lease payment of CD$1,375 and CD$475, respectively, plus the applicable GST. The Company has a non-cancelable lease for office space located in California, with monthly payments of approximately $500 through December 31, 2016. |
NOTE 6 COMMON STOCK OPTIONS
NOTE 6 COMMON STOCK OPTIONS | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Text Block Supplement [Abstract] | |
Shareholders' Equity and Share-based Payments [Text Block] | NOTE 6 COMMON STOCK OPTIONS In August 2013, the Company granted options for the purchase of 250,000 shares of common stock to a consultant, of which 50,000 were immediately vested. These options are exercisable at $0.10 per share for five years from the date of grant with 50,000 options vesting immediately and the other 200,000 options vesting upon the achievement of certain milestones, which were met in 2015. The Company recognized expense of $17,659 during the three months ended March 31, 2015, as milestones were achieved for the remaining 200,000 options. On February 26, 2014, the Company granted to a new director options for the purchase of 2,000,000 shares of common stock, with an exercise price of $0.1095 per share. Of these options, 1,000,000 vested on February 26, 2015 and the remaining 1,000,000 options will vest upon the successful achievement of certain milestones. Unvested options vest immediately in the event of a change in control of the Company. The options are exercisable for five years. The Company recognized $16,017 of expense in connection with these options during the three months ended March 31, 2015. The Company will measure and begin recognizing the remaining expense when the achievement of the required milestones becomes probable. On February 26, 2014, the Company granted options to six consultants and service providers for the purchase of a total of 250,000 shares of common stock at an exercise price of $0.1095 per share. Options for 200,000 shares vested immediately upon grant and options for the remaining 50,000 shares vested January 9, 2015. The options are exercisable for five years. The grant date fair value of these options was $24,023. The Company recognized expense of $800 in connection with these options during the three months ended March 31, 2015. On May 6, 2014, the Company granted options to a consultant for the purchase of 100,000 shares of common stock at an exercise price of $0.19 per share. Options for 50,000 shares vested immediately upon grant and options for the remaining 50,000 shares vested during the three months ended March 31, 2015, when certain milestones were achieved. The options are exercisable for five years. The Company recognized expense of $8,342 in connection with these options during the three months ended March 31, 2015. On August 15, 2014, the Company granted options to a consultant for the purchase of 75,000 shares of common stock at an exercise price of $0.13 per share. The shares will vest when certain required milestones are achieved. The options are exercisable for five years. The Company will measure and begin recognizing an expense when the achievement of the required milestones becomes probable. On October 7, 2014, the Company granted to a new board member options for the purchase of 1,000,000 shares of common stock, with an exercise price of $0.16 per share. These options were fully vested on October 7, 2015. The options are exercisable for five years. The grant date fair value of the options was $140,178. The Company recognized $35,044 of expense in connection with these options during the three months ended March 31, 2015. On December 4, 2014, the Company granted options to four consultants for the purchase of 140,000 shares of common stock at an exercise price of $0.11 per share. The shares will vest when certain required milestones are achieved. The options are exercisable for five years. Of the 140,000 options, 35,000 options vested during the three months ended March 31, 2015 and $3,367 was recognized as expense. The Company will measure and recognize additional expense on the remaining options when the achievement of required milestones becomes probable. In August 2015, the Company granted options for the purchase of a total of 7,150,000 shares of common stock for services rendered, as follows: 6,000,000 shares total to five directors of the Company, 650,000 shares total to four consultants, and 500,000 shares to an employee of the Company. All options vested upon grant, have an exercise price of $0.088 per share, and are exercisable for up to five years. The total value of these options at the date of grant was $541,687, which the Company recognized as an expense during the year ended December 31, 2015. In August 2015, the Company granted options to a consultant for the purchase of a total of 250,000 shares of common stock at an exercise price of $0.085 per share. These options vested upon grant and are exercisable for up to five years. The total value of these options at the date of grant was $18,991, which the Company recognized as an expense during the year ended December 31, 2015. The Company estimates the fair value of each stock option award by using the Black-Scholes option-pricing model, which model requires the use of exercise behavior data and the use of a number of assumptions including volatility of the Company’s stock price, the weighted average risk-free interest rate, and the weighted average expected life of the options. Because the Company does not pay dividends, the dividend rate variable in the Black-Scholes option-pricing model is zero. Expense of $0 and $81,229 related to stock options was recorded for the three months ended March 31, 2016 and 2015, respectively. Excluding options whose performance condition is not yet deemed probable, as of March 31, 2016, the Company had unvested outstanding options with related unrecognized expense of $104,647. The Company will recognize this expense when the achievement of the required milestones becomes probable. The Company estimated the fair value of the stock options described in the above paragraphs at the date of the grant or date of re-measurement, based on the following weighted average assumptions: Risk-free interest rate 1.52% to 1.60 % Expected life 5 years Expected volatility 131.33% to 136.34 % Dividend yield 0.00 % A summary of the status of the Company’s outstanding options as of March 31, 2016 and changes during the three months then ended, is presented below: Shares Weighted Average Exercise Price Outstanding, beginning of the period 20,965,000 $ 0.145 Granted - - Expired/Canceled (250,000 ) 0.002 Exercised - - Outstanding, end of the period 20,715,000 0.143 Exercisable 19,640,000 0.145 |
NOTE 7 STOCK TRANSACTIONS AND S
NOTE 7 STOCK TRANSACTIONS AND SIGNIFICANT CONTRACTS | 3 Months Ended |
Mar. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 7 STOCK TRANSACTIONS AND SIGNIFICANT CONTRACTS During January 2016, the Company issued 500,000 restricted shares of common stock to a consultant. The fair value of the shares on the date of grant was $48,000, or $0.096 per share. The Company recorded compensation expense of $48,000 in connection with the issuance of the shares. During February and March 2015, the Company sold an aggregate of 3,000,000 restricted shares of common stock to seven accredited investors for cash proceeds totaling $150,000, or $0.05 per share. During February 2015, the Company sold 300,000 restricted shares of common stock to an accredited investor for cash proceeds totaling $21,000, or $0.07 per share. |
NOTE 8 ACCOUNTS PAYABLE - RELAT
NOTE 8 ACCOUNTS PAYABLE - RELATED PARTIES | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | NOTE 8 ACCOUNTS PAYABLE – RELATED PARTIES As of March 31, 2016 and December 31, 2015, the Company owed $228,109 and $233,109, respectively, to certain consultants for services. These consultants are stockholders of the Company and are related parties. |
NOTE 9 RECENT ACCOUNTING PRONOU
NOTE 9 RECENT ACCOUNTING PRONOUNCEMENTS | 3 Months Ended |
Mar. 31, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | NOTE 9 RECENT ACCOUNTING PRONOUNCEMENTS In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers, In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In April 2015, the FASB issued ASU No. 2015-03, “Interest – Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs.” In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic 740) In February 2016, the FASB released ASU No. 2016-02, Leases (Topic 842) In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation: Improvements to Employee Share-Based Payment Accounting |
NOTE 10 SUBSEQUENT EVENTS
NOTE 10 SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | NOTE 10 SUBSEQUENT EVENTS The Company has evaluated subsequent events through the filing date of this Quarterly Report on Form 10-Q and noted none that require accounting or disclosure in the accompanying financial statements. |
NOTE 3 BASIC AND DILUTED NET 16
NOTE 3 BASIC AND DILUTED NET LOSS PER COMMON SHARE (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | The computations of basic and diluted net loss per common share are based on the weighted average number of common shares outstanding during the periods as follows: For the Three Months Ended March 31, 2016 2015 Numerator: Net loss $ (487,389 ) $ (409,491 ) Denominator: Weighted average number of common shares outstanding 369,906,595 347,259,624 Basic and diluted net loss per common share $ (0.00 ) $ (0.00 ) |
NOTE 6 COMMON STOCK OPTIONS (Ta
NOTE 6 COMMON STOCK OPTIONS (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Text Block Supplement [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The Company estimated the fair value of the stock options described in the above paragraphs at the date of the grant or date of re-measurement, based on the following weighted average assumptions: Risk-free interest rate 1.52% to 1.60 % Expected life 5 years Expected volatility 131.33% to 136.34 % Dividend yield 0.00 % |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | A summary of the status of the Company’s outstanding options as of March 31, 2016 and changes during the three months then ended, is presented below: Shares Weighted Average Exercise Price Outstanding, beginning of the period 20,965,000 $ 0.145 Granted - - Expired/Canceled (250,000 ) 0.002 Exercised - - Outstanding, end of the period 20,715,000 0.143 Exercisable 19,640,000 0.145 |
NOTE 2 CANADIAN FOUNDATION FO18
NOTE 2 CANADIAN FOUNDATION FOR GLOBAL HEALTH (Details) | 12 Months Ended |
Dec. 31, 2008 | |
Disclosure Text Block [Abstract] | |
Variable Interest Entity, Qualitative or Quantitative Information, Purpose of VIE | (1) to establish an independent not-for-profit foundation intended to have a continuing working relationship with the Company for research purposes that is best positioned to attract the finest scientific, medical and academic professionals possible to work on projects deemed to be of social benefit; and (2) to provide a means for the Company to use a tiered pricing structure for services and products in emerging economies and extend the reach of the Company’s technology to as many in need as possible. |
NOTE 3 BASIC AND DILUTED NET 19
NOTE 3 BASIC AND DILUTED NET LOSS PER COMMON SHARE (Details) | 3 Months Ended |
Mar. 31, 2016shares | |
Earnings Per Share [Abstract] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 20,715,000 |
NOTE 3 BASIC AND DILUTED NE
NOTE 3 BASIC AND DILUTED NET LOSS PER COMMON SHARE (Details) - Schedule of Earnings Per Share, Basic and Diluted - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Schedule of Earnings Per Share, Basic and Diluted [Abstract] | ||
Numerator: Net loss | $ (487,389) | $ (409,491) |
Denominator: Weighted average number of common shares outstanding | 369,906,595 | 347,259,624 |
Basic and diluted net loss per common share | $ 0 | $ 0 |
NOTE 4 GOING CONCERN (Details)
NOTE 4 GOING CONCERN (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Dec. 31, 2015 | [1] | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Retained Earnings (Accumulated Deficit) | $ (35,885,735) | $ (35,398,346) | |
Working capital (deficit) | $ (3,105,943) | ||
Going Concern Note | The Company believes that it will need approximately $1,500,000 over the next 12 months for continued production manufacturing and related activities, research, development, and marketing activities, as well as for general corporate purposes. | ||
[1] | The condensed consolidated balance sheet as of December 31, 2015 has been prepared using information from the audited consolidated balance sheet as of that date. |
NOTE 5 COMMITMENTS AND CONTIN22
NOTE 5 COMMITMENTS AND CONTINGENCIES (Details) | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2016USD ($) | Mar. 31, 2016CAD | Dec. 31, 2002USD ($) | Dec. 31, 2001USD ($) | Dec. 31, 2015USD ($) | ||
NOTE 5 COMMITMENTS AND CONTINGENCIES (Details) [Line Items] | ||||||
Accounts Payable, Current | $ 474,718 | $ 491,044 | [1] | |||
Accounts Payable, Other, Current | 224,852 | 224,852 | [1] | |||
Certified Laboratory Space [Member] | ||||||
NOTE 5 COMMITMENTS AND CONTINGENCIES (Details) [Line Items] | ||||||
Operating Leases, Rent Expense, Minimum Rentals | CAD | CAD 1,375 | |||||
Second Laboratory for Full Scale Room Testing [Member] | ||||||
NOTE 5 COMMITMENTS AND CONTINGENCIES (Details) [Line Items] | ||||||
Operating Leases, Rent Expense, Minimum Rentals | CAD | 1,375 | |||||
Full Scale Room Testing [Member] | ||||||
NOTE 5 COMMITMENTS AND CONTINGENCIES (Details) [Line Items] | ||||||
Operating Leases, Rent Expense, Minimum Rentals | CAD | CAD 475 | |||||
Office Space [Member] | ||||||
NOTE 5 COMMITMENTS AND CONTINGENCIES (Details) [Line Items] | ||||||
Operating Leases, Rent Expense, Minimum Rentals | 500 | |||||
Settlement Amount, September 2001 [Member] | Rakas Litigation [Member] | ||||||
NOTE 5 COMMITMENTS AND CONTINGENCIES (Details) [Line Items] | ||||||
Litigation Settlement, Amount | $ 25,000 | |||||
Default Judgement [Member] | Rakas Litigation [Member] | ||||||
NOTE 5 COMMITMENTS AND CONTINGENCIES (Details) [Line Items] | ||||||
Accounts Payable, Current | 143,000 | 143,000 | ||||
Default Judgement [Member] | Settlement Amount, January 2002 [Member] | Rakas Litigation [Member] | ||||||
NOTE 5 COMMITMENTS AND CONTINGENCIES (Details) [Line Items] | ||||||
Loss Contingency, Damages Sought, Value | $ 143,000 | |||||
Litigation Fees [Member] | Rakas Litigation [Member] | ||||||
NOTE 5 COMMITMENTS AND CONTINGENCIES (Details) [Line Items] | ||||||
Accounts Payable, Current | $ 21,308 | $ 21,308 | ||||
[1] | The condensed consolidated balance sheet as of December 31, 2015 has been prepared using information from the audited consolidated balance sheet as of that date. |
NOTE 6 COMMON STOCK OPTIONS (De
NOTE 6 COMMON STOCK OPTIONS (Details) | Dec. 04, 2014$ / sharesshares | Oct. 07, 2014USD ($)$ / sharesshares | Aug. 15, 2014$ / sharesshares | May. 06, 2014$ / sharesshares | Feb. 26, 2014USD ($)$ / sharesshares | Aug. 31, 2015$ / sharesshares | Aug. 31, 2013$ / sharesshares | Mar. 31, 2016USD ($)shares | Mar. 31, 2015USD ($)shares | Dec. 31, 2015USD ($) |
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | |||||||||
Share-based Compensation (in Dollars) | $ | $ 48,000 | $ 81,229 | ||||||||
August 2015 [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 7,150,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | |||||||||
Share-based Compensation (in Dollars) | $ | $ 541,687 | |||||||||
Director [Member] | October 7, 2014 [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,000,000 | |||||||||
Share-based Compensation by Share-based Payment Award, Options, Exercise Price of Options (in Dollars per share) | $ / shares | $ 0.16 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | |||||||||
Share-based Compensation (in Dollars) | $ | 35,044 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Fair Value Grants in Period (in Dollars) | $ | $ 140,178 | |||||||||
Non-Employee Stock Option [Member] | August 2013 [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 250,000 | |||||||||
Share-based Compensation by Share-based Payment Award, Options, Exercise Price of Options (in Dollars per share) | $ / shares | $ 0.10 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | |||||||||
Share-based Compensation (in Dollars) | $ | $ 17,659 | |||||||||
Non-Employee Stock Option [Member] | August 2013 [Member] | Share-based Compensation Award, Tranche One [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 50,000 | |||||||||
Non-Employee Stock Option [Member] | August 2013 [Member] | Share-based Compensation Award, Tranche Two [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 200,000 | |||||||||
Non-Employee Stock Option [Member] | February 2014 [Member] | Options Granted for Consulting Services [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 250,000 | 800 | ||||||||
Share-based Compensation by Share-based Payment Award, Options, Exercise Price of Options (in Dollars per share) | $ / shares | $ 0.1095 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | |||||||||
Number of consultants and service providers issued options | 6 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Fair Value Grants in Period (in Dollars) | $ | $ 24,023 | |||||||||
Non-Employee Stock Option [Member] | February 2014 [Member] | Share-based Compensation Award, Tranche One [Member] | Options Granted for Consulting Services [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 200,000 | |||||||||
Non-Employee Stock Option [Member] | February 2014 [Member] | Share-based Compensation Award, Tranche Two [Member] | Options Granted for Consulting Services [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 50,000 | |||||||||
Non-Employee Stock Option [Member] | May 6, 2014 [Member] | Options Granted for Consulting Services [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 100,000 | |||||||||
Share-based Compensation by Share-based Payment Award, Options, Exercise Price of Options (in Dollars per share) | $ / shares | $ 0.19 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | |||||||||
Share-based Compensation (in Dollars) | $ | $ 8,342 | |||||||||
Non-Employee Stock Option [Member] | May 6, 2014 [Member] | Share-based Compensation Award, Tranche One [Member] | Options Granted for Consulting Services [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 50,000 | |||||||||
Non-Employee Stock Option [Member] | May 6, 2014 [Member] | Share-based Compensation Award, Tranche Two [Member] | Options Granted for Consulting Services [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 50,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | vested immediately upon grant and options for the remaining 50,000 shares vested during the three months ended March 31, 2015, when certain milestones were achieved. | |||||||||
Non-Employee Stock Option [Member] | August 15, 2014 [Member] | Options Granted for Consulting Services [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 75,000 | |||||||||
Share-based Compensation by Share-based Payment Award, Options, Exercise Price of Options (in Dollars per share) | $ / shares | $ 0.13 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | |||||||||
Non-Employee Stock Option [Member] | December 4, 2014 [Member] | Options Granted for Consulting Services [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 140,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 35,000 | |||||||||
Share-based Compensation by Share-based Payment Award, Options, Exercise Price of Options (in Dollars per share) | $ / shares | $ 0.11 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | |||||||||
Share-based Compensation (in Dollars) | $ | $ 3,367 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | The shares will vest when certain required milestones are achieved. | |||||||||
Number of consultants and service providers issued options | 4 | |||||||||
Non-Employee Stock Option [Member] | August 2015 [Member] | Options Granted for Consulting Services [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 250,000 | |||||||||
Share-based Compensation by Share-based Payment Award, Options, Exercise Price of Options (in Dollars per share) | $ / shares | $ 0.085 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | |||||||||
Share-based Compensation (in Dollars) | $ | $ 18,991 | |||||||||
Non-Employee Stock Option [Member] | August 2015 [Member] | Options Granted to Four Consultants [Member[ | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 650,000 | |||||||||
Number of consultants and service providers issued options | 4 | |||||||||
Employee Stock Option [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation (in Dollars) | $ | 0 | 81,229 | ||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options (in Dollars) | $ | $ 104,647 | |||||||||
Employee Stock Option [Member] | August 2015 [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 500,000 | |||||||||
Share-based Compensation by Share-based Payment Award, Options, Exercise Price of Options (in Dollars per share) | $ / shares | $ 0.088 | |||||||||
Employee Stock Option [Member] | Director [Member] | February 2014 [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 2,000,000 | |||||||||
Share-based Compensation by Share-based Payment Award, Options, Exercise Price of Options (in Dollars per share) | $ / shares | $ 0.1095 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | |||||||||
Share-based Compensation (in Dollars) | $ | $ 16,017 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | Unvested options vest immediately in the event of a change in control of the Company | |||||||||
Employee Stock Option [Member] | Director [Member] | February 2014 [Member] | Share-based Compensation Award, Tranche One [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 1,000,000 | |||||||||
Employee Stock Option [Member] | Director [Member] | February 2014 [Member] | Share-based Compensation Award, Tranche Two [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 1,000,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | vest upon the successful achievement of certain milestones | |||||||||
Employee Stock Option [Member] | Director [Member] | August 2015 [Member] | ||||||||||
NOTE 6 COMMON STOCK OPTIONS (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 6,000,000 | |||||||||
Number of directors issued options | 5 |
NOTE 6 COMMON STOCK OPTIONS
NOTE 6 COMMON STOCK OPTIONS (Details) - Schedule of Fair Value Assumptions of Stock Options | 3 Months Ended |
Mar. 31, 2016 | |
NOTE 6 COMMON STOCK OPTIONS (Details) - Schedule of Fair Value Assumptions of Stock Options [Line Items] | |
Expected life | 5 years |
Dividend yield | 0.00% |
Minimum [Member] | |
NOTE 6 COMMON STOCK OPTIONS (Details) - Schedule of Fair Value Assumptions of Stock Options [Line Items] | |
Risk-free interest rate | 1.52% |
Expected volatility | 131.33% |
Maximum [Member] | |
NOTE 6 COMMON STOCK OPTIONS (Details) - Schedule of Fair Value Assumptions of Stock Options [Line Items] | |
Risk-free interest rate | 1.60% |
Expected volatility | 136.34% |
NOTE 6 COMMON STOCK OPTIO25
NOTE 6 COMMON STOCK OPTIONS (Details) - Schedule of Share-Based Compensation, Stock Options, Activity | 3 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Schedule of Share-Based Compensation, Stock Options, Activity [Abstract] | |
Outstanding, beginning of the period | shares | 20,965,000 |
Outstanding, beginning of the period | $ / shares | $ 0.145 |
Granted | shares | 0 |
Granted | $ / shares | $ 0 |
Expired/Canceled | shares | (250,000) |
Expired/Canceled | $ / shares | $ 0.002 |
Exercised | shares | 0 |
Exercised | $ / shares | $ 0 |
Outstanding, end of the period | shares | 20,715,000 |
Outstanding, end of the period | $ / shares | $ 0.143 |
Exercisable | shares | 19,640,000 |
Exercisable | $ / shares | $ 0.145 |
NOTE 7 STOCK TRANSACTIONS AND26
NOTE 7 STOCK TRANSACTIONS AND SIGNIFICANT CONTRACTS (Details) | 1 Months Ended | 2 Months Ended | 3 Months Ended | ||
Jan. 31, 2016USD ($)$ / sharesshares | Feb. 28, 2015USD ($)$ / sharesshares | Mar. 31, 2015USD ($)$ / sharesshares | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($)$ / shares | |
NOTE 7 STOCK TRANSACTIONS AND SIGNIFICANT CONTRACTS (Details) [Line Items] | |||||
Share-based Compensation | $ 48,000 | $ 81,229 | |||
Restricted Stock [Member] | |||||
NOTE 7 STOCK TRANSACTIONS AND SIGNIFICANT CONTRACTS (Details) [Line Items] | |||||
Stock Issued During Period, Shares, Issued for Services (in Shares) | shares | 500,000 | ||||
Stock Issued During Period, Value, Issued for Services | $ 48,000 | ||||
Shares Issued, Price Per Share (in Dollars per share) | $ / shares | $ 0.096 | ||||
Share-based Compensation | $ 48,000 | ||||
Stock Issued During Period, Shares, New Issues (in Shares) | shares | 300,000 | 3,000,000 | |||
Number of Investors | 7 | ||||
Proceeds from Issuance or Sale of Equity | $ 150,000 | ||||
Sale of Stock, Price Per Share (in Dollars per share) | $ / shares | $ 0.07 | $ 0.05 | $ 0.05 | ||
Stock Issued During Period, Value, New Issues | $ 21,000 |
NOTE 8 ACCOUNTS PAYABLE - REL27
NOTE 8 ACCOUNTS PAYABLE - RELATED PARTIES (Details) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |||
Accounts Payable, Related Parties, Current | $ 228,109 | $ 233,109 | [1] |
[1] | The condensed consolidated balance sheet as of December 31, 2015 has been prepared using information from the audited consolidated balance sheet as of that date. |