Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 14, 2015 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | NaturalNano, Inc. | |
Entity Central Index Key | 863,895 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Trading Symbol | NNAN | |
Entity Common Stock, Shares Outstanding | 2,093,502 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash | $ 0 | $ 0 |
Accounts Receivable | 23,735 | 5,036 |
Inventory, net of reserve of $16,000 and $0, respectively | 165,967 | 231,764 |
Prepaid expenses and other current assets | 7,040 | 73,140 |
Total current assets | 196,742 | 309,940 |
Total Assets | 196,742 | 309,940 |
Current Liabilities | ||
Notes payable (Note 2) | 1,595,944 | 1,534,946 |
Accounts payable | 532,134 | 572,128 |
Accrued expenses | 93,744 | 97,095 |
Accrued interest | 371,565 | 239,937 |
Accrued payroll | 1,127,448 | 1,068,448 |
Registration rights liability | 12,324 | 12,324 |
Derivative liabilities | 471,584 | 387,721 |
Total current liabilities | 4,204,743 | 3,912,599 |
Total Liabilities | 4,204,743 | 3,912,599 |
Rights to reserved common shares (Note 2) | 220,795 | 559,289 |
Preferred Stock - $.001 par value, 10 million shares authorized Series B - 5,000 shares issued and outstanding with an aggregate liquidation preference of $10 | $ 1,729 | $ 2,131 |
Commitments and contingencies | ||
Stockholders' Deficiency | ||
Common Stock - $.001 par value 800,000,000 authorized with 2,093,502 shares issued and outstanding | $ 2,094 | $ 2,094 |
Additional paid in capital | 21,896,109 | 21,454,431 |
Accumulated deficit | (26,128,728) | (25,620,604) |
Total stockholders' deficiency | (4,230,525) | (4,164,079) |
Total liabilities and stockholders' deficiency | 196,742 | 309,940 |
Series D Preferred Stock [Member] | ||
Stockholders' Deficiency | ||
Series D - issued and outstanding 100 shares | $ 0 | $ 0 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS [Parenthetical] - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Inventory Valuation Reserves | $ 16,000 | $ 0 |
Preferred Stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, shares authorized | 10,000,000 | 10,000,000 |
Common Stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, shares authorized | 800,000,000 | 800,000,000 |
Common Stock, shares issued | 2,093,502 | 2,093,502 |
Common Stock, shares outstanding | 2,093,502 | 2,093,502 |
Series B Preferred Stock [Member] | ||
Preferred Stock, aggregate liquidation preference (in dollars) | $ 10 | $ 10 |
Preferred Stock, shares issued | 5,000 | 5,000 |
Preferred Stock, shares outstanding | 5,000 | 5,000 |
Series D Common Stock [Member] | ||
Common Stock, shares issued | 100 | 100 |
Common Stock, shares outstanding | 100 | 100 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income: | ||||
Revenue | $ 74,405 | $ 42,534 | $ 189,490 | $ 46,174 |
Cost of goods sold | 50,619 | 8,149 | 78,027 | 8,634 |
Gross Profit | 23,786 | 34,385 | 111,463 | 37,540 |
Operating expenses: | ||||
Research and development | 1,072 | 12,259 | 4,356 | 22,994 |
Selling, general and administrative | 114,532 | 92,595 | 304,858 | 186,740 |
Stock based compensation attributed to warrant grants | 41,676 | 105,501 | 102,782 | 105,501 |
Total operating expenses | 157,280 | 210,355 | 411,996 | 315,235 |
Loss from operations | (133,494) | (175,970) | (300,533) | (277,695) |
Other income (expense): | ||||
Interest expense | (66,533) | (96,717) | (131,628) | (192,264) |
Net loss on derivative liability | (230,140) | (363,801) | (83,863) | (390,109) |
Net gain on extinguishment and modification of debt | 0 | 3,747,273 | 7,900 | 3,707,273 |
Other income (expense) | (296,673) | 3,286,755 | (207,591) | 3,124,900 |
(Loss) income before income taxes | (430,167) | 3,110,785 | (508,124) | 2,847,205 |
Income taxes | 0 | 0 | 0 | 0 |
Consolidated net (loss) income | $ (430,167) | $ 3,110,785 | $ (508,124) | $ 2,847,205 |
(Loss) income per common share - basic (in dollars per share) | $ (0.21) | $ 1.56 | $ (0.24) | $ 1.45 |
(Loss) income per common share - diluted (in dollars per share) | $ 0 | $ 0.82 | $ 0 | $ 0.76 |
Weighted average shares outstanding | ||||
Basic (in shares) | 2,093,502 | 1,991,580 | 2,093,502 | 1,964,571 |
Fully diluted (in shares) | 0 | 3,775,673 | 0 | 3,748,664 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY DEFICIENCY - 6 months ended Jun. 30, 2015 - USD ($) | Total | Common Stock [Member] | Series D Preferred Stock [Member] | Additional Paid in Capital [Member] | Retained Earnings [Member] |
Balance at Dec. 31, 2014 | $ (4,164,079) | $ 2,094 | $ 0 | $ 21,454,431 | $ (25,620,604) |
Balance (in shares) at Dec. 31, 2014 | 2,093,502 | 100 | |||
Change in value of Series B preferred shares | 402 | $ 0 | $ 0 | 402 | 0 |
Warrants issued for services | 102,782 | 0 | 0 | 102,782 | 0 |
Change in value of rights to common shares | 338,494 | 0 | 0 | 338,494 | 0 |
Net loss for the six months ended June 30, 2015 | (508,124) | 0 | 0 | 0 | (508,124) |
Balance at Jun. 30, 2015 | $ (4,230,525) | $ 2,094 | $ 0 | $ 21,896,109 | $ (26,128,728) |
Balance (in shares) at Jun. 30, 2015 | 2,093,502 | 100 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities: | ||
Consolidated net (loss) income | $ (508,124) | $ 2,847,205 |
Adjustments to reconcile net (loss) income to net cash used in operating activities: | ||
Net gain on extinguishment and modification of debt | (7,900) | (3,707,273) |
Change in fair value of derivative liabilities | 83,863 | 390,109 |
Issuance of warrants for services | 102,782 | 105,501 |
Provision for excess inventory | (16,000) | 0 |
Changes in operating assets and liabilities: | ||
Decrease (increase) in accounts receivable | (18,699) | 14,806 |
Decrease in inventory | 81,797 | 115 |
Decrease (increase) in prepaid expenses and other current assets | 66,100 | (5,000) |
Increase in accounts payable and accrued expenses | 155,181 | 205,719 |
Net cash used in operating activities | (61,000) | (148,818) |
Cash flows from investing activities: | ||
Receivable from MJ Enterprises | 0 | (200,000) |
Net cash used in investing activities | 0 | (200,000) |
Cash flows from financing activities: | ||
Proceeds from senior secured promissory notes | 61,000 | 649,000 |
Payment on extinguishment of debt | 0 | (300,000) |
Net cash provided by financing activities | 61,000 | 349,000 |
Increase in cash | 0 | 182 |
Cash at beginning of period | 0 | 0 |
Cash at end of period | $ 0 | $ 182 |
PRINCIPAL BUSINESS ACTIVITY AND
PRINCIPAL BUSINESS ACTIVITY AND SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block] | 1. PRINCIPAL BUSINESS ACTIVITY AND SIGNIFICANT ACCOUNTING POLICIES The condensed consolidated financial statements as of June 30, 2015 and for the six months ended June 30, 2015 and 2014 are unaudited. However, in the opinion of management of the Company, these condensed consolidated financial statements reflect all material adjustments, consisting solely of normal recurring adjustments, necessary to present fairly the consolidated financial position and results of operations for such interim periods. The results of operations for the interim periods presented are not necessarily indicative of the results to be obtained for a full year. The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X for smaller reporting companies. Accordingly, these condensed consolidated financial statements do not include all of the information required by U.S. generally accepted accounting principles for complete financial statements. These unaudited condensed consolidated financial statements 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 fiscal year ended December 31, 2014. Going Concern The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company generated a net loss for the six months ended June 30, 2015 of approximately $ 508,000 4,008,000 4,231,000 As of June 30, 2015, the Company continued to require waivers for debt covenant violations and extensions of maturity dates. Refer to Note 2 for lenders waivers and maturity extensions received from the lenders. The condensed consolidated financial statements include the accounts of NaturalNano, Inc. (“NaturalNano” or the “Company”), a Nevada corporation, and its wholly owned subsidiaries NaturalNano Research, Inc. (“NN Research”) a Delaware corporation. All significant inter-company accounts and transactions have been eliminated in consolidation. Nanotechnology The Company, located in Rochester, New York, is engaged in the development and commercialization of material science technologies with an emphasis on additives to polymers and other industrial and consumer products by taking advantage of technology advances developed in-house. The Company’s current activities are directed toward research, development, production and marketing of its proprietary technologies relating to the treatment and separation of nanotubes from halloysite clay and the development of related commercial applications for cosmetics, health and beauty products and polymers, plastics and composites. ViralProtec In the fourth quarter of 2014, the Company announced the new business line, ViralProtec, (www.viralprotec.com) a division of NaturalNano. ViralProtec, is a reseller for healthcare personal protective equipment (PPE) and ancillary supplies. Our mission is to provide personal protective equipment for caregivers for infectious patient care that meet or exceed CDC and WHO guidelines. ViralProtec was created in response of the public concern and publicity surrounding the risk to caregivers and other responders created by the Ebola virus. The Company will maintain inventory on hand for customers to order complete protection kits from a single source instead multiple sources. The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from these estimates. On an ongoing basis, we evaluate such estimates. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Fair Value Measurement Topic of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ⋅ Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. ⋅ Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. ⋅ Level 3 inputs are unobservable inputs based on the Company’s own assumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The carrying amounts reported in the balance sheet of cash, accounts receivable, inventory, prepaid assets, accounts payable and accrued expenses approximate fair value because of the immediate or short-term maturity of these financial instruments. The fair value of notes payable approximates their carrying value as the terms of this debt reflects market conditions. The Company’s derivative liability was determined utilizing Level 3 inputs. The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risks. The Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and then is revalued at each reporting date, with changes in fair value reported in the consolidated statement of operations. For stock based derivative financial instruments, the Company estimated the total enterprise value based upon trending the firm value from December 2006 to June 2015 considering company specific factors including the changes in forward estimated revenues and market factors, market multiples for comparable companies, and the Company’s market share price, all equally weighted. Once the enterprise value was determined an option pricing model was used to allocate the enterprise value to the individual derivative securities in the Company’s capital structure. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within twelve months of the balance sheet date. Certain prior year amounts have been reclassified to conform to the current year presentation. The Company accounts for income taxes in accordance with FASB ASC 740 which requires recognition of estimated income taxes payable or refundable on income tax returns for the current year and for the estimated future tax effect attributable to temporary differences and carry-forwards. Measurement of deferred income tax items is based on enacted tax laws including tax rates, with the measurement of deferred income tax assets being reduced by available tax benefits not expected to be realized. The Company recognizes penalties and accrued interest related to unrecognized tax benefits in income tax expense. Income tax expense was $ 0 Loss per common share is computed by dividing net income or loss by the weighted-average number of shares of common stock outstanding during the period. Diluted income or loss per common share gives effect to dilutive convertible preferred stock, convertible debt, options and warrants outstanding during the period. Shares to be issued upon the exercise of these instruments have not been included in the computation of diluted loss per share as their effect is anti-dilutive based on the net loss incurred. As of June 30, 2015 and 2014 there were 25,940,237 3,751,729 6,666,667 These potentially dilutive shares have been limited by certain debt and equity agreements with lenders. These agreements provide limitations on the conversion of the dilutive instruments such that the number of shares of Common Stock that may be acquired by the holder upon conversion of such instruments shall be limited to ensure that following such conversion the total number of shares of Common Stock then beneficially owned by the holder does not exceed 4.99 FASB ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory. This ASU requires inventory within the scope of the guidance be measured at the lower of cost or net realizable value. FASB ASU 2015-11 is effective for annual and interim periods beginning after December 15, 2016, with prospective application required. Early adoption is permitted. The Company is evaluating the potential impact of this ASU on the condensed consolidated financial statements. |
NOTES PAYABLE
NOTES PAYABLE | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | 2. NOTES PAYABLE Notes Payable June 30, December 31, Senior Secured Convertible Notes $ 441,988 $ 441,988 Senior Secured Promissory Notes 398,938 398,938 2014-2015 Convertible Promissory Notes 755,018 694,020 $ 1,595,944 $ 1,534,946 Senior Secured Convertible Notes and Senior Secured Promissory Notes As of June 30, 2015 and December 31, 2014 Notes payable on the balance sheets includes $ 840,926 75 18 2014-2015 Convertible Promissory Notes During six months ended June 30, 2015, the Company entered into two Senior Secured Convertible Promissory Notes aggregating $ 61,000 18 On February 15, 2015, the Company granted 300,000 0.10 375,000 0.05 0.30 0.5 Subordinated Secured Convertible Note and Exchange and Right to Shares Agreement Cape One Master Fund II LP On July 23, 2014, the Company and Cape One Master Fund II LLP agreed to exchange the Subordinated Secured Convertible Note and related accrued and unpaid interest totaling a combined $ 379,624 6,666,667 4.99 3,500,000 Upon expiration of the Lockup period, Cape One shall be allowed to sell the lesser of (i) 5% of the daily trading volume of the Company’s common stock or, (ii) 10% of the reserved shares in any calendar month The Company estimated the total enterprise value based upon a combination of the trending of the firm value from December 2006 to June 2015, market comparables and the market value of the Company’s stock considering company specific factors including the changes in forward estimated revenues and market factors. Once the enterprise value was determined an option pricing model was used to allocate the enterprise value to these 6,666,667 6,666,667 220,795 338,494 During the six month period ended June 30, 2014, the Company entered into forbearance agreements with Cape One which extended the due dates of certain outstanding notes and accrued interest. As consideration for this forbearance, the lender increased its principal balance outstanding by $ 40,000 40,000 Payoff Agreement with Platinum Long Term Growth IV, LLC and Merit Consulting LLC On June 26, 2014, the Company entered into a Payoff Agreement with two of its lenders (collectively referred to as “the holders”) where the holders agreed to surrender their outstanding promissory notes and debentures in the aggregate principal amount of $ 3,256,399 592,414 300,000 2,587,674 70,165 3,747,273 Bitcoin Promissory Notes The Company established its subsidiary, Bitcoin Bidder, Inc. in June, 2014 for the sole purpose of bidding on bitcoins which had been seized by the FBI and were sold at auction June 27, 2014. In connection with this, the Company issued notes aggregating $ 2,150,000 1,950,000 200,000 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | 3. SEGMENT INFORMATION The Company's reportable segments are strategic business units that offer different products and services. The Company’s reportable segments are organized, managed and internally reported separately because each business requires different technology and marketing strategies. The Company currently has two operating segments, Nanotechnology and ViralProtec. The accounting policies of the segments are the same as those described in the summary of significant accounting policies of the Company. The Company accounts for intersegment sales and transfers as if the sales or transfers were to third parties, that is, at current market prices. The Company relies on intersegment cooperation and management does not represent that these segments, if operated independently, would report the results contained herein. For purposes of determining segment loss, corporate overhead is primarily included in Nanotechnology, other than direct expense of ViralProtec. A summary of the two segments is as follows: Nanotechnology Research, development, production and marketing of its proprietary technologies relating to the treatment and separation of nanotubes from halloysite clay and the development of related commercial applications for cosmetics, health and beauty products and polymers, plastics and composites. ViralProtec Distributor and reseller of personal protective equipment and supplies to protect medical workers from infection and contagious incidents. Nanotechnology ViralProtec Consolidated For the three months ended For the three months ended For the three months ended June 30, June 30, June 30, June 30, June 30, June 30, Revenue $ 39,454 $ 42,534 $ 34,951 - $ 74,405 $ 42,534 Loss from operations $ (121,987) $ (175,970) $ (11,507) - $ (133,494) $ (175,970) Interest expense (66,533) (96,717) - - (66,533) (96,717) Net loss on derivative liabilities (230,140) (363,801) - - (230,140) (363,801) Gain on forgiveness and modification of debt - 3,747,273 - - - 3,747,273 Net income (loss) $ (418,660) $ 3,110,785 $ (11,507) - $ (430,167) $ 3,110,785 Nanotechnology ViralProtec Consolidated For the six months ended For the six months ended For the six months ended June 30, June 30, June 30, June 30, June 30, June 30, Revenue $ 107,281 $ 46,174 $ 82,209 - $ 189,490 $ 46,174 (Loss) income from operations $ (319,696) $ (277,695) $ 19,163 - $ (300,533) $ (277,695) Interest expense (131,628) (192,264) - - (131,628) (192,264) Net loss on derivative liabilities (83,863) (390,109) - - (83,863) (390,109) Gain on forgiveness and modification of debt 7,900 3,707,273 - - 7,900 3,707,273 Net income (loss) $ (527,287) $ 2,847,205 $ 19,163 - $ (508,124) $ 2,847,205 Assets $ 31,449 $ 433,753 $ 165,293 - $ 196,742 $ 433,753 Geographic Areas 10,200 Major Customers 56 20 94 |
DERIVATIVE LIABILITY
DERIVATIVE LIABILITY | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | 4. DERIVATIVE LIABILITY For stock based derivative financial instruments, the Company estimated the total enterprise value based upon a combination of the trending of the firm value from December 2006 to June 2015, market comparables, and the market value of the Company’s stock, considering company specific factors including the changes in forward estimated revenues and market factors. Once the enterprise value was determined an option pricing model was used to allocate the enterprise value to the individual derivative and other securities in the Company’s capital structure. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within twelve months of the balance sheet date. The Company’s derivative liabilities as of June 30, 2015 and December 31, 2014 are as follows: · The debt conversion feature embedded in the various Convertible Promissory Notes which contain anti-dilution provisions that would be triggered if the Company issued instruments with rights to the Company’s common stock at prices below this exercise price (described in Note 2.) · Derivative liabilities related to outstanding warrants and options due to the Company having insufficient authorized shares to satisfy the exercise or conversion of all outstanding instruments as of June 30, 2015 and December 31, 2014. June 30, December 31, Note conversion feature liabilities $ 470,806 $ 375,949 Warrant liability 778 11,772 Total $ 471,584 $ 387,721 The change in the fair value of the derivative liability of $ 230,140 83,863 363,801 390,109 |
STOCKHOLDERS EQUITY
STOCKHOLDERS EQUITY | 6 Months Ended |
Jun. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | STOCKHOLDERS EQUITY As of June 30, 2015 the Company was authorized to issue up to 800,000,000 10,000,000 Authorized Common Stock: 26,742,964 6,666,667 Preferred Stock Issuances The Series B Convertible Preferred Stock is convertible into 160 4.99 Warrants Grants The Company has issued warrants to purchase shares of its common stock to certain consultants and debt holders. As of June 30, 2015 and December 31, 2014 there were common stock warrants outstanding to purchase an aggregate of 1,217,941 545,294 On February 15, 2015, the Company granted a total of 300,000 0.10 61,106 140 1.62 0.22 On May 30, 2015, the Company granted a total of 375,000 0.05 41,676 140 1.49 0.12 Shares Weighted Weighted Outstanding at January 1, 2015 545,294 $ 4.26 2.24 Granted 675,000 0.07 Expired (2,353) 102.00 Warrants outstanding at June 30, 2015 1,217,941 $ 0.35 4.63 Warrants exercisable at June 30, 2015 1,217,941 $ 0.35 4.63 |
INCENTIVE STOCK PLANS
INCENTIVE STOCK PLANS | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 6. INCENTIVE STOCK PLANS Shares Weighted Weighted Average Options outstanding at January 1, 2015 2,363 $ 921.00 3.53 Options expired unexercised first quarter (907) Options outstanding at June 30, 2015 1,456 $ 1,578.00 1.19 Options exercisable at June 30, 2015 1,456 $ 1,578.00 1.19 All compensation costs for the above options have been previously recognized in operations. As of June 30, 2015, the aggregate intrinsic value of the stock options outstanding and exercisable was $ 0 |
REVERSE STOCK SPLIT
REVERSE STOCK SPLIT | 6 Months Ended |
Jun. 30, 2015 | |
Reverse Stock Split Abstract [Abstract] | |
Reverse Stock Split [Text Block] | REVERSE STOCK SPLIT On December 19, 2014, the Company filed a Certificate of Amendment to its Restated Certificate of Incorporation, as amended, with the Secretary of State of the State of Nevada, to effect a 1-for-300 reverse stock split of its common stock The Company’s common stock began trading at its post-Reverse Stock Split price at the beginning of trading on December 22, 2014. |
PRINCIPAL BUSINESS ACTIVITY A14
PRINCIPAL BUSINESS ACTIVITY AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Interim Financial Statements [Policy Text Block] | Interim Financial Statements The condensed consolidated financial statements as of June 30, 2015 and for the six months ended June 30, 2015 and 2014 are unaudited. However, in the opinion of management of the Company, these condensed consolidated financial statements reflect all material adjustments, consisting solely of normal recurring adjustments, necessary to present fairly the consolidated financial position and results of operations for such interim periods. The results of operations for the interim periods presented are not necessarily indicative of the results to be obtained for a full year. The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X for smaller reporting companies. Accordingly, these condensed consolidated financial statements do not include all of the information required by U.S. generally accepted accounting principles for complete financial statements. These unaudited condensed consolidated financial statements 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 fiscal year ended December 31, 2014. |
Liquidity and Going Concern [Policy Text Block] | Liquidity and Going Concern Going Concern The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company generated a net loss for the six months ended June 30, 2015 of approximately $ 508,000 4,008,000 4,231,000 As of June 30, 2015, the Company continued to require waivers for debt covenant violations and extensions of maturity dates. Refer to Note 2 for lenders waivers and maturity extensions received from the lenders. |
Consolidation, Policy [Policy Text Block] | Basis of Consolidation The condensed consolidated financial statements include the accounts of NaturalNano, Inc. (“NaturalNano” or the “Company”), a Nevada corporation, and its wholly owned subsidiaries NaturalNano Research, Inc. (“NN Research”) a Delaware corporation. All significant inter-company accounts and transactions have been eliminated in consolidation. |
Business Description [Policy Text Block] | Description of the Business Nanotechnology The Company, located in Rochester, New York, is engaged in the development and commercialization of material science technologies with an emphasis on additives to polymers and other industrial and consumer products by taking advantage of technology advances developed in-house. The Company’s current activities are directed toward research, development, production and marketing of its proprietary technologies relating to the treatment and separation of nanotubes from halloysite clay and the development of related commercial applications for cosmetics, health and beauty products and polymers, plastics and composites. ViralProtec In the fourth quarter of 2014, the Company announced the new business line, ViralProtec, (www.viralprotec.com) a division of NaturalNano. ViralProtec, is a reseller for healthcare personal protective equipment (PPE) and ancillary supplies. Our mission is to provide personal protective equipment for caregivers for infectious patient care that meet or exceed CDC and WHO guidelines. ViralProtec was created in response of the public concern and publicity surrounding the risk to caregivers and other responders created by the Ebola virus. The Company will maintain inventory on hand for customers to order complete protection kits from a single source instead multiple sources. |
Use of Estimates, Policy [Policy Text Block] | Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from these estimates. On an ongoing basis, we evaluate such estimates. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Fair Value Measurement Topic of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ⋅ Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. ⋅ Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. ⋅ Level 3 inputs are unobservable inputs based on the Company’s own assumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The carrying amounts reported in the balance sheet of cash, accounts receivable, inventory, prepaid assets, accounts payable and accrued expenses approximate fair value because of the immediate or short-term maturity of these financial instruments. The fair value of notes payable approximates their carrying value as the terms of this debt reflects market conditions. The Company’s derivative liability was determined utilizing Level 3 inputs. |
Derivatives, Policy [Policy Text Block] | Derivative Financial Instruments The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risks. The Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and then is revalued at each reporting date, with changes in fair value reported in the consolidated statement of operations. For stock based derivative financial instruments, the Company estimated the total enterprise value based upon trending the firm value from December 2006 to June 2015 considering company specific factors including the changes in forward estimated revenues and market factors, market multiples for comparable companies, and the Company’s market share price, all equally weighted. Once the enterprise value was determined an option pricing model was used to allocate the enterprise value to the individual derivative securities in the Company’s capital structure. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within twelve months of the balance sheet date. |
Reclassification, Policy [Policy Text Block] | Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company accounts for income taxes in accordance with FASB ASC 740 which requires recognition of estimated income taxes payable or refundable on income tax returns for the current year and for the estimated future tax effect attributable to temporary differences and carry-forwards. Measurement of deferred income tax items is based on enacted tax laws including tax rates, with the measurement of deferred income tax assets being reduced by available tax benefits not expected to be realized. The Company recognizes penalties and accrued interest related to unrecognized tax benefits in income tax expense. Income tax expense was $ 0 |
Earnings Per Share, Policy [Policy Text Block] | Loss Per Share Loss per common share is computed by dividing net income or loss by the weighted-average number of shares of common stock outstanding during the period. Diluted income or loss per common share gives effect to dilutive convertible preferred stock, convertible debt, options and warrants outstanding during the period. Shares to be issued upon the exercise of these instruments have not been included in the computation of diluted loss per share as their effect is anti-dilutive based on the net loss incurred. As of June 30, 2015 and 2014 there were 25,940,237 3,751,729 6,666,667 These potentially dilutive shares have been limited by certain debt and equity agreements with lenders. These agreements provide limitations on the conversion of the dilutive instruments such that the number of shares of Common Stock that may be acquired by the holder upon conversion of such instruments shall be limited to ensure that following such conversion the total number of shares of Common Stock then beneficially owned by the holder does not exceed 4.99 |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements FASB ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory. This ASU requires inventory within the scope of the guidance be measured at the lower of cost or net realizable value. FASB ASU 2015-11 is effective for annual and interim periods beginning after December 15, 2016, with prospective application required. Early adoption is permitted. The Company is evaluating the potential impact of this ASU on the condensed consolidated financial statements. |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | Notes payable consisted of the following: Notes Payable June 30, December 31, Senior Secured Convertible Notes $ 441,988 $ 441,988 Senior Secured Promissory Notes 398,938 398,938 2014-2015 Convertible Promissory Notes 755,018 694,020 $ 1,595,944 $ 1,534,946 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Information concerning the Company’s operations by reportable segment for the three and six months ended June 30, 2015 and 2014 are as follows: Nanotechnology ViralProtec Consolidated For the three months ended For the three months ended For the three months ended June 30, June 30, June 30, June 30, June 30, June 30, Revenue $ 39,454 $ 42,534 $ 34,951 - $ 74,405 $ 42,534 Loss from operations $ (121,987) $ (175,970) $ (11,507) - $ (133,494) $ (175,970) Interest expense (66,533) (96,717) - - (66,533) (96,717) Net loss on derivative liabilities (230,140) (363,801) - - (230,140) (363,801) Gain on forgiveness and modification of debt - 3,747,273 - - - 3,747,273 Net income (loss) $ (418,660) $ 3,110,785 $ (11,507) - $ (430,167) $ 3,110,785 Nanotechnology ViralProtec Consolidated For the six months ended For the six months ended For the six months ended June 30, June 30, June 30, June 30, June 30, June 30, Revenue $ 107,281 $ 46,174 $ 82,209 - $ 189,490 $ 46,174 (Loss) income from operations $ (319,696) $ (277,695) $ 19,163 - $ (300,533) $ (277,695) Interest expense (131,628) (192,264) - - (131,628) (192,264) Net loss on derivative liabilities (83,863) (390,109) - - (83,863) (390,109) Gain on forgiveness and modification of debt 7,900 3,707,273 - - 7,900 3,707,273 Net income (loss) $ (527,287) $ 2,847,205 $ 19,163 - $ (508,124) $ 2,847,205 Assets $ 31,449 $ 433,753 $ 165,293 - $ 196,742 $ 433,753 |
DERIVATIVE LIABILITY (Tables)
DERIVATIVE LIABILITY (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Liabilities at Fair Value [Table Text Block] | The fair value of the derivative liabilities as of June 30, 2015 and December 31, 2014 are as follows: June 30, December 31, Note conversion feature liabilities $ 470,806 $ 375,949 Warrant liability 778 11,772 Total $ 471,584 $ 387,721 |
STOCKHOLDERS EQUITY (Tables)
STOCKHOLDERS EQUITY (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
Class Of Warrant Outstanding [Table Text Block] | A summary of the outstanding warrants is presented below: Shares Weighted Weighted Outstanding at January 1, 2015 545,294 $ 4.26 2.24 Granted 675,000 0.07 Expired (2,353) 102.00 Warrants outstanding at June 30, 2015 1,217,941 $ 0.35 4.63 Warrants exercisable at June 30, 2015 1,217,941 $ 0.35 4.63 |
INCENTIVE STOCK PLANS (Tables)
INCENTIVE STOCK PLANS (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | A summary of the status of the outstanding incentive stock plans is presented below: Shares Weighted Weighted Average Options outstanding at January 1, 2015 2,363 $ 921.00 3.53 Options expired unexercised first quarter (907) Options outstanding at June 30, 2015 1,456 $ 1,578.00 1.19 Options exercisable at June 30, 2015 1,456 $ 1,578.00 1.19 |
PRINCIPAL BUSINESS ACTIVITY A20
PRINCIPAL BUSINESS ACTIVITY AND SIGNIFICANT ACCOUNTING POLICIES (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Accounting Policies [Line Items] | |||||
Net loss attributable to controlling interest | $ (430,167) | $ 3,110,785 | $ (508,124) | $ 2,847,205 | |
Working Capital Deficit | 4,008,000 | 4,008,000 | |||
Total stockholders' deficiency | (4,230,525) | $ (4,230,525) | $ (4,164,079) | ||
Stock Conversion Limit Percentage | 4.99% | ||||
Income Tax Expense (Benefit) | $ 0 | $ 0 | $ 0 | $ 0 | |
Options And Securities [Member] | |||||
Accounting Policies [Line Items] | |||||
Weighted Average Number Diluted Shares Outstanding Adjustment | 25,940,237 | 3,751,729 | |||
Cape One Master Fund II LLP [Member] | |||||
Accounting Policies [Line Items] | |||||
Incremental Common Shares Attributable to Dilutive Effect of Contingently Issuable Shares | 6,666,667 |
NOTES PAYABLE (Details)
NOTES PAYABLE (Details) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Notes Payable [Line Items] | ||
Notes payable, Total | $ 1,595,944 | $ 1,534,946 |
Senior Secured Convertible Notes [Member] | ||
Notes Payable [Line Items] | ||
Notes payable, Total | 441,988 | 441,988 |
Senior Secured Promissory Notes [Member] | ||
Notes Payable [Line Items] | ||
Notes payable, Total | 398,938 | 398,938 |
2014-2015 Convertible Promissory Notes [Member] | ||
Notes Payable [Line Items] | ||
Notes payable, Total | $ 755,018 | $ 694,020 |
NOTES PAYABLE (Details Textual)
NOTES PAYABLE (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||
May. 30, 2015 | Feb. 15, 2015 | Jul. 31, 2014 | Jul. 23, 2014 | Jun. 30, 2014 | Jun. 26, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Notes Payable [Line Items] | |||||||||||
Notes Payable, Total | $ 1,595,944 | $ 1,595,944 | $ 1,534,946 | ||||||||
Gains (Losses) on Extinguishment of Debt, Total | 0 | $ 3,747,273 | 7,900 | $ 3,707,273 | |||||||
Rights Not Settleable in Cash Fair Value Disclosure | 220,795 | 220,795 | 559,289 | ||||||||
Adjustments to Additional Paid in Capital, Fair Value | $ 338,494 | ||||||||||
Management [Member] | |||||||||||
Notes Payable [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 375,000 | 300,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price | $ 0.05 | $ 0.10 | |||||||||
Cape One Master Fund II LLP [Member] | |||||||||||
Notes Payable [Line Items] | |||||||||||
Incremental Common Shares Attributable to Dilutive Effect of Contingently Issuable Shares | 6,666,667 | 6,666,667 | |||||||||
Additional Paid-in Capital [Member] | |||||||||||
Notes Payable [Line Items] | |||||||||||
Adjustments to Additional Paid in Capital, Fair Value | $ 338,494 | ||||||||||
Cape One [Member] | |||||||||||
Notes Payable [Line Items] | |||||||||||
Debt Instrument For Bearance Increased Amount | 40,000 | ||||||||||
Platinum Long Term Growth IV LLC And Merit Consulting LLC [Member] | |||||||||||
Notes Payable [Line Items] | |||||||||||
Notes Payable, Total | $ 3,256,399 | ||||||||||
Interest Payable | 592,414 | ||||||||||
Reversal Of Registration Rights Liabilities | 70,165 | ||||||||||
Gains (Losses) on Extinguishment of Debt, Total | $ 3,747,273 | ||||||||||
Payment of Financing and Stock Issuance Costs | $ 300,000 | ||||||||||
Platinum Long Term Growth IV LLC And Merit Consulting LLC [Member] | Series C Preferred Stock [Member] | |||||||||||
Notes Payable [Line Items] | |||||||||||
Number Of Shares Redemption For Cancellation | 2,587,674 | ||||||||||
Bitcoin Bidder Inc [Member] | |||||||||||
Notes Payable [Line Items] | |||||||||||
Proceeds from Notes Payable | $ 2,150,000 | ||||||||||
Repayments of Notes Payable | $ 200,000 | $ 1,950,000 | |||||||||
Senior Secured Convertible Promissory Notes [Member] | |||||||||||
Notes Payable [Line Items] | |||||||||||
Notes Payable, Total | $ 840,926 | $ 840,926 | $ 840,926 | ||||||||
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger | 75.00% | ||||||||||
Senior Secured Convertible Promissory Notes [Member] | Scenario, Forecast [Member] | |||||||||||
Notes Payable [Line Items] | |||||||||||
Debt Instrument For Bearance Interest Rate Percentage | 18.00% | 18.00% | |||||||||
Senior Convertible Promissory Notes 2014 [Member] | |||||||||||
Notes Payable [Line Items] | |||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.30 | $ 0.30 | |||||||||
Debt Instrument For Bearance Interest Rate Percentage | 18.00% | 18.00% | |||||||||
Stock Issued During Period, Value, New Issues | $ 61,000 | ||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 0.50% | 0.50% | |||||||||
Subordinated Secured Convertible Notes [Member] | Cape One Master Fund II LLP [Member] | |||||||||||
Notes Payable [Line Items] | |||||||||||
Sale of Shares Obtained Description | Upon expiration of the Lockup period, Cape One shall be allowed to sell the lesser of (i) 5% of the daily trading volume of the Companys common stock or, (ii) 10% of the reserved shares in any calendar month | ||||||||||
Subordinated Convertible Note Payable [Member] | |||||||||||
Notes Payable [Line Items] | |||||||||||
Loss On Modification Notes Payable | $ 40,000 | ||||||||||
Subordinated Convertible Note Payable [Member] | Cape One Master Fund II LLP [Member] | |||||||||||
Notes Payable [Line Items] | |||||||||||
Notes Payable, Total | $ 379,624 | ||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 4.99% | ||||||||||
Proceeds Receivable From Sale Of Shares Obtained | $ 3,500,000 | ||||||||||
Rights Not Settleable in Cash Fair Value Disclosure | $ 220,795 | $ 220,795 | |||||||||
Incremental Common Shares Attributable to Dilutive Effect of Contingently Issuable Shares | 6,666,667 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||||
Revenue | $ 74,405 | $ 42,534 | $ 189,490 | $ 46,174 | |
Loss from operations | (133,494) | (175,970) | (300,533) | (277,695) | |
Interest expense | 66,533 | 96,717 | 131,628 | 192,264 | |
Net loss on derivative liabilities | (230,140) | (363,801) | (83,863) | (390,109) | |
Gain on forgiveness and modification of debt | 0 | 3,747,273 | 7,900 | 3,707,273 | |
Net income (loss) | (430,167) | 3,110,785 | (508,124) | 2,847,205 | |
Assets | 196,742 | 433,753 | 196,742 | 433,753 | $ 309,940 |
Nanotechnology Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 39,454 | 42,534 | 107,281 | 46,174 | |
Loss from operations | (121,987) | (175,970) | (319,696) | (277,695) | |
Interest expense | (66,533) | (96,717) | (131,628) | (192,264) | |
Net loss on derivative liabilities | (230,140) | (363,801) | (83,863) | (390,109) | |
Gain on forgiveness and modification of debt | 0 | 3,747,273 | 7,900 | 3,707,273 | |
Net income (loss) | (418,660) | 3,110,785 | (527,287) | 2,847,205 | |
Assets | 31,449 | 433,753 | 31,449 | 433,753 | |
Viralprotec Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 34,951 | 0 | 82,209 | 0 | |
Loss from operations | (11,507) | 0 | 19,163 | 0 | |
Interest expense | 0 | 0 | 0 | 0 | |
Net loss on derivative liabilities | 0 | 0 | 0 | 0 | |
Gain on forgiveness and modification of debt | 0 | 0 | 0 | 0 | |
Net income (loss) | (11,507) | 0 | 19,163 | 0 | |
Assets | $ 165,293 | $ 0 | $ 165,293 | $ 0 |
SEGMENT INFORMATION (Details Te
SEGMENT INFORMATION (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||
Revenue, Net, Total | $ 74,405 | $ 42,534 | $ 189,490 | $ 46,174 |
UNITED STATES | ||||
Segment Reporting Information [Line Items] | ||||
Revenue, Net, Total | 10,200 | |||
Nanotechnology Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue, Net, Total | 39,454 | 42,534 | $ 107,281 | $ 46,174 |
Nanotechnology Segment [Member] | Sales Revenue, Net [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Concentration Risk, Percentage | 56.00% | 94.00% | ||
Viralprotec Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue, Net, Total | $ 34,951 | $ 0 | $ 82,209 | $ 0 |
Viralprotec Segment [Member] | Sales Revenue, Net [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Concentration Risk, Percentage | 20.00% |
DERIVATIVE LIABILITY (Details)
DERIVATIVE LIABILITY (Details) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Derivative [Line Items] | ||
Note conversion feature liabilities | $ 470,806 | $ 375,949 |
Derivative Liability, Fair Value, Net | 471,584 | 387,721 |
Warrant liability [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Fair Value, Net | $ 778 | $ 11,772 |
DERIVATIVE LIABILITY (Details T
DERIVATIVE LIABILITY (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Derivative [Line Items] | ||||
Derivative, Gain (Loss) on Derivative, Net, Total | $ (230,140) | $ (363,801) | $ (83,863) | $ (390,109) |
STOCKHOLDERS EQUITY (Details)
STOCKHOLDERS EQUITY (Details) - Equity Award [Domain] - Warrant [Member] - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares, Outstanding at beginning of period | 545,294 | |
Shares, Granted | 675,000 | |
Shares, Expired | (2,353) | |
Shares, exercisable at end of the period | 1,217,941 | |
Shares, Outstanding at end of period | 1,217,941 | 545,294 |
Weighted Average Exercise Price, Outstanding at beginning of period | $ 4.26 | |
Weighted Average Exercise Price, Granted | 0.07 | |
Weighted Average Exercise Price, Expired | 102 | |
Weighted Average Exercise Price, Outstanding at end of period | 0.35 | $ 4.26 |
Weighted Average Exercise Price, exercisable at end of the period | $ 0.35 | |
Weighted Average Remaining Life-years, Outstanding (in years) | 4 years 7 months 17 days | 2 years 2 months 26 days |
Weighted Average Remaining Life years, exercisable at end of the period (in years) | 4 years 7 months 17 days |
STOCKHOLDERS EQUITY (Details Te
STOCKHOLDERS EQUITY (Details Textual) - Long-term Debt, Type [Domain] - Equity Component [Domain] - Relationship to Entity [Domain] - USD ($) | 1 Months Ended | 6 Months Ended | |||
May. 30, 2015 | Feb. 15, 2015 | Jul. 23, 2014 | Jun. 30, 2015 | Dec. 31, 2014 | |
Schedule of Equity Method Investments [Line Items] | |||||
Common Stock, shares authorized | 800,000,000 | 800,000,000 | |||
Preferred Stock, shares authorized | 10,000,000 | 10,000,000 | |||
Potential Equity Shares Outstanding | 26,742,964 | ||||
Class of Warrant or Right, Outstanding | 1,217,941 | 545,294 | |||
Cape One Master Fund II LLP [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Incremental Common Shares Attributable to Dilutive Effect of Contingently Issuable Shares | 6,666,667 | 6,666,667 | |||
Series B Convertible Preferred Stock [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Stock Issued During Period, Shares, Conversion of Units | 160 | ||||
Excess Of Debt Instrument Conversion Percentage | 4.99% | ||||
Management [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 375,000 | 300,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | $ 41,676 | $ 61,106 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 140.00% | 140.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum | 1.49% | 1.62% | |||
Share Price | $ 0.12 | $ 0.22 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price | $ 0.05 | $ 0.10 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% |
INCENTIVE STOCK PLANS (Details)
INCENTIVE STOCK PLANS (Details) - Incentive Stock Plans [Member] - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Stock Option Plan [Line Items] | ||
Options, outstanding at beginning balance | 2,363 | |
Options expired unexercised | (907) | |
Options outstanding at ending balance | 1,456 | 2,363 |
Options, exercisable at end of the period | 1,456 | |
Weighted Average Exercise Price, outstanding at beginnig of period | $ 921 | |
Weighted Average Exercise Price, outstanding at end of period | 1,578 | $ 921 |
Weighted Average Exercise Price, exercisable at end of the period | $ 1,578 | |
Weighted Average Remaining Life-years, outstanding (in years) | 1 year 2 months 8 days | 3 years 6 months 11 days |
Weighted Average Remaining Life years, exercisable at end of the period (in years) | 1 year 2 months 8 days |
INCENTIVE STOCK PLANS (Details
INCENTIVE STOCK PLANS (Details Textual) | Jun. 30, 2015USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ 0 |
REVERSE STOCK SPLIT (Details Te
REVERSE STOCK SPLIT (Details Textual) | 6 Months Ended |
Jun. 30, 2015 | |
Stockholders' Equity, Reverse Stock Split | 1-for-300 reverse stock split of its common stock |