Evolutionary Genomics (FNAM) 10-Q 12 Aug 16 2016 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information	6 Months Ended
	Jun. 30, 2016shares
Document And Entity Information [Abstract]
Entity Registrant Name	EVOLUTIONARY GENOMICS, INC.
Entity Central Index Key	884,363
Document Type	10-Q
Document Period End Date	Jun. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding	5,881,898
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2,016

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Jun. 30, 2016	Dec. 31, 2015
Current assets
Cash	$ 287,334	$ 3,823
Accounts receivable	49,294	16,148
Trading securities	2,063,199	257,698
Prepaid expenses	18,798	22,094
Total current assets	2,418,625	299,763
Non-current assets
Property and equipment, net	225,912	138,826
Intangible assets, net	2,559,016	2,560,317
Investment in VetDC, Inc.	124,097	171,924
Total non-current assets	2,909,025	2,871,067
Total assets	5,327,650	3,170,830
Current liabilities
Accounts payable and accrued expenses	15,217	139,850
Billings in excess of costs	63,920	113,902
Total current liabilities	79,137	253,752
Preferred Stock subject to possible redemption, $0.001 par value, 20,000,000 authorized at June 30, 2016 and December 31, 2015 Series A-1 Convertible Preferred Stock, $0.001 par value; 600,000 shares authorized, 558,015 shares issued and outstanding at June, 2016; liquidation preference of $2,943,063; No shares issued and outstanding at December 31, 2015	2,929,579
Stockholders' equity
Common Stock, $0.001 par value; 780,000,000 shares authorized,5,881,898 shares issued and outstanding at June 30, 2016 and December 31, 2015	5,882	5,882
Preferred Stock	72,076
Additional paid-in capital	12,639,811	12,699,467
Accumulated deficit	(10,398,835)	(9,788,271)
Total Evolutionary Genomics, Inc. stockholders' equity	2,318,934	2,917,078
Total liabilities and stockholders' equity	$ 5,327,650	$ 3,170,830

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2016	Dec. 31, 2015
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, authorized shares	20,000,000	20,000,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, authorized shares	780,000,000	780,000,000
Common stock, issued shares	5,881,898	5,881,898
Common stock, outstanding shares	5,881,898	5,881,898
Series A-1 Convertible Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, authorized shares	600,000	600,000
Preferred stock, issued shares	558,015	0
Preferred stock, outstanding shares	558,015	0
Preferred stock, liquidation preference	$ 2,943,063

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Income Statement [Abstract]
Service and grant revenue	$ 50,255		$ 118,239
Operating expenses
Research and development	139,458	129,871	309,042	229,100
Salaries and benefits	84,876	33,286	125,466	68,929
General and administrative	79,717	56,188	156,863	132,076
Total operating expenses	304,051	219,345	591,371	430,105
Operating (loss)	(253,796)	(219,345)	(473,132)	(430,105)
Other income (expenses):
Investment income	3,312	13	4,512	48
Realized gain (loss) on the sale of investments	(273)		8,699
Unrealized loss on trading securities	(68,791)	(405,721)	(150,643)	(83,346)
Equity method investment losses of EG I, LLC		(7,492)		(19,503)
Total other income (expenses)	(65,752)	(413,200)	(137,432)	(102,801)
Net loss	(319,548)	(632,545)	(610,564)	(532,906)
Preferred stock dividend	(58,592)		(72,076)
Net loss attributable to common stockholders	$ (378,140)	$ (632,545)	$ (682,640)	$ (532,906)
Net loss per common share, basic and diluted	$ (0.06)	$ (0.14)	$ (0.12)	$ (0.11)
Weighted average common shares outstanding, basic and diluted	5,881,898	4,662,654	5,881,898	4,662,654

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Cash flows from operating activities:
Net income or (loss)	$ (610,564)	$ (532,906)
Adjustments to reconcile net income or (loss) to net cash flows from operating activities
Depreciation and amortization	17,411	14,055
Equity method investment losses		19,503
Stock-based compensation	37,966	8,929
Realized gain on the sale of investments	(8,699)
Unrealized loss on trading securities	150,643	83,346
Changes in operating assets and liabilities:
Accounts receivable	(33,146)	40,631
Prepaid expenses	3,296	3,423
Accounts payable and accrued expenses	(124,633)	(39,924)
Billings in excess of costs	(49,982)
Cash flows from operating activities	(617,708)	(402,943)
Cash flows from investing activities:
Purchase of equipment	(103,196)
Proceeds from sale of investments	718,184
Proceeds from sale of investment in VetDC, Inc.	55,000
Purchase of trading securities	(2,672,802)
Cash flows used for investing activities	(2,002,814)
Cash flows from financing activities:
Proceeds from issuance of Preferred Stock, net of offering expense	2,904,033
Cash flows from financing activities	2,904,033
Net change in cash	283,511	(402,943)
Cash, beginning of period	3,823	743,166
Cash, end of period	287,334	340,223
Non-cash accretion of preferred stock dividends	$ (72,076)

Business Activity

Business Activity	6 Months Ended
	Jun. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business Activity	Note 1: Business Activity Evolutionary Genomics, Inc. (the “Company,” “We,” or “Our”) has developed a technology platform, the Adapted Traits Platform (“ATP”), to identify commercially valuable genes that control important traits in animals and plants. We are using the ATP to identify genes to improve crop plant traits such as yield, sugar content, biomass, drought tolerance, and pest/disease resistance. Our platform identifies key genes that have changed successfully to impart new or improved traits. The Company performs its research on behalf of governmental organizations, non-profit foundations, and commercial entities and receives revenue from grants and commercial research contracts. These grants/contracts contain fixed-fee arrangements and may also have licensing provisions upon effective commercialization of research results. Successful commercialization may take many years to produce license royalty payments. Ownership of intellectual property developed in research projects varies from the Company retaining no rights to intellectual property, to joint ownership, to the Company retaining all rights. During 2014, the Company purchased 75.16% of the outstanding stock of Fona, Inc., (“Fona”) a public shell company. Since Fona was a public shell company which does not constitute a business and the purchase was done in contemplation of a reverse merger, the Company accounted for the payment as a distribution to Fona, Inc. shareholders. The Company also entered into an Agreement and Plan of Merger (the “Merger”), which was consummated on October 19, 2015. Further information about these transactions can be found in Note 12. As a result of the Merger, Evolutionary Genomics, Inc. became a wholly owned subsidiary of Fona. For accounting purposes, the merger was treated as a reverse acquisition with Evolutionary Genomics, Inc. as the acquirer and Fona as the acquired party. The business and financial information included in this report is the business and financial information of Evolutionary Genomics, Inc. Pro-forma information has not been presented as the financial information of Fona was insignificant. Subsequent to the Merger, Fona, Inc. was renamed Evolutionary Genomics, Inc. and our subsidiary was renamed from Evolutionary Genomics, Inc. to EG Crop Science, Inc. In conjunction with the Merger, the Company acquired the remaining 77% of EG I, LLC. This transaction was accounted for as a business combination. On May 9, 2016, we formed ICAM Therapeutics, Inc. (a Delaware corporation) as a wholly owned subsidiary of Evolutionary Genomics, Inc. We have not incurred any transactions in this company nor have we established any business plan for the future.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2016
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2: Summary of Significant Accounting Policies Principals of Consolidation Use of Estimates Cash Accounts Receivable: Trading Securities Property and Equipment Long-Lived Assets Intangible Assets Investment in VetDC, Inc. Billings in Excess of Costs Revenue Recognition In our Master Services Agreement with the Bill and Melinda Gates Foundation, we grant them a royalty-free license for use of intellectual property developed in low-income economies and lower-middle-income economies according to the World Bank classification and expressly excludes all of North America and Europe. The Company retains all rights to the use of intellectual property outside of these regions. Income Taxes Under the Income Tax topic of the ASC, in order to recognize an uncertain tax benefit, the taxpayer must be more likely than not of sustaining the position, and the measurement of the benefit is calculated as the largest amount that is more than 50% likely to be realized upon resolution of the benefit. The Company has no accruals for uncertain tax benefits. Stock-Based Compensation The Company’s accounting policy for equity instruments issued to consultants and vendors in exchange for goods and services received follows the provisions of ASC Topic 505-50. Accordingly, the measurement date for the fair value of the equity instruments issued is determined at the earlier of (i) the date at which a commitment for performance by the consultant or vendor is reached or (ii) the date at which the consultant or vendor’s performance is complete. In the case of equity instruments issued to consultants, the fair value of the equity instrument is recognized over the term of the consulting agreement. Research and Development Net Loss Per Common Share Subsequent Events

New Accounting Standards

New Accounting Standards	6 Months Ended
	Jun. 30, 2016
Accounting Changes and Error Corrections [Abstract]
New Accounting Standards	Note 3: New Accounting Standards In November 2014, the FASB issued ASU 2015-17, “Income Taxes (Topic 740) Related to the Balance Sheet Classification of Deferred Taxes,” which will require entities to present deferred tax assets (DTAs) and deferred tax liabilities (DTLs) as non-current in a classified balance sheet. The ASU simplifies the current guidance (ASC 740-10-45-4), which requires entities to separately present DTAs and DTLs as current and non-current in a classified balance sheet. The ASU is effective for annual reporting periods beginning on or after December 15, 2016, and interim periods within those annual periods. The Company is evaluating the impact of the standard on its consolidated financial statements, but upon adoption it is not expected to have a material impact on the consolidated financial statements. In May 2014, and further amended in August 2015, March 2016 and April 2016, ASUs No. 2014-09, No. 2015-14, No. 2016-08, and No. 2016-10 were issued related to revenue from contracts with customers which supersedes existing revenue recognition guidance. In August 2015, the FASB approved a one year delay of the effective date to reporting periods beginning after December 15, 2017, while permitting companies to voluntarily adopt the new standard as of the original effective date. The core principle of the comprehensive new guidance is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. The guidance defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP. The new standard permits two implementation approaches, one requiring retrospective application of the new standard with restatement of prior years and one requiring prospective application of the new standard with disclosure of results under old standards. The Company is currently evaluating the impacts of adoption and the implementation approach to be used. In August 2014, the FASB issued ASU 2014-15, “Presentation of Financial Statements — Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”), which requires management to evaluate, in connection with preparing financial statements for each annual and interim reporting period, whether there are conditions or events, considered in the aggregate, that raise substantial doubt about an entity’s ability to continue as a going concern within one year after the date that the financial statements are issued (or within one year after the date that the financial statements are available to be issued when applicable) and provide related disclosures. ASU 2014-15 is effective for the annual period ending after December 15, 2016, and for annual and interim periods thereafter. Early adoption is permitted. The Company believes the adoption of this guidance will not have a material effect on its consolidated financial statements. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (Topic 842). The new standard establishes a right-of-use (ROU) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. We are currently evaluating the impact of adoption. In March 2016, the FASB issued ASU No. 2016-07, "Investments—Equity Method and Joint Ventures (Topic 323)." This standard eliminates the requirement that when an existing cost method investment qualifies for use of the equity method, an investor must restate its historical financial statements, as if the equity method had been used during all previous periods. Under the new guidance, at the point an investment qualifies for the equity method, any unrealized gain or loss in accumulated other comprehensive income/(loss) ("AOCI") will be recognized through earnings. The standard is effective for interim and annual reporting periods beginning after December 15, 2016, although early adoption is permitted. We are currently evaluating the impact of adoption. In March 2016, the FASB issued ASU No. 2016-09, "Compensation—Stock Compensation (Topic 718)." This standard makes several modifications to Topic 718 related to the accounting for forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. ASU 2016-09 also clarifies the statement of cash flows presentation for certain components of share-based awards. The standard is effective for interim and annual reporting periods beginning after December 15, 2016, although early adoption is permitted. We are currently assessing how the adoption of this standard will impact our Consolidated Financial Statements. In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall: Recognition and Measurement of Financial Assets and Financial Liabilities. This ASU is intended to improve the recognition and measurement of financial instruments. Among other things, this ASU requires certain equity investments to be measured at fair value with changes in fair value recognized in net income. This guidance is effective for fiscal years beginning after December 15, 2017, and interim periods therein. The Company is currently assessing the impact this guidance will have on its consolidated financial statements. In March 2016, the FASB issued Accounting Standards Update No. 2016-06, Derivatives and Hedging (Topic 815) – Contingent Put and Call Options in Debt Instruments (“ASU 2016-06”), which will reduce diversity of practice in identifying embedded derivatives in debt instruments. ASU 2016-06 clarifies that the nature of an exercise contingency is not subject to the “clearly and closely” criteria for purposes of assessing whether the call or put option must be separated from the debt instrument and accounted for separately as a derivative. Public business entities must apply the new requirements for fiscal years beginning after December 15, 2016 and interim periods within those fiscal years. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2016
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 4: Fair Value Measurements The Company complies with the provisions of FASB ASC No. 820, “Fair Value Measurements and Disclosures” (“ASC 820”), in measuring fair value and in disclosing fair value measurements at the measurement date. ASC 820 defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements required under other accounting pronouncements. Fair value is an exit price, representing the amount 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. Fair value measurements also reflect the assumptions market participants would use in pricing an asset or liability based on the best information available. Assumptions include the risks inherent in a particular valuation technique (such as a pricing model) and/or the risks inherent in the inputs to the model. ASC 820 provides three levels of the fair value hierarchy as described below: Level 1 Inputs – Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 Inputs – Observable market-based inputs, other than quoted prices in active markets for identical assets or liabilities. Level 3 Inputs – Unobservable inputs that are supported by little or no market activity. When determining the fair value measurements for assets or liabilities required or permitted to be recorded at and/or marked to fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability. When possible, the Company looks to active and observable markets to price identical assets. When identical assets are not traded in active markets, the Company looks to market observable data for similar assets. The following tables summarize the basis used to measure certain financial assets and liabilities at fair value on a recurring basis in the consolidated balance sheets: Total Quoted Prices in Active Markets for Identical Items (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance at December 31, 2015 Trading securities $ 257,698 $ 257,698 $ — $ — $ 257,698 $ 257,698 $ — $ — Balance at June 30, 2016 Trading securities $ 2,063,199 $ 2,063,199 $ — $ — $ 2,063,199 $ 2,063,199 $ — $ — The following summarizes the valuation technique for assets and liabilities measured and recorded at fair value: For the Company’s Level 1 measures, which represent common stock in publicly traded companies, treasury bonds or bank certificates of deposit, fair value is based on the last closing trade occurring on, or closest to, the respective period end date. The carrying value of financial instruments, including cash, receivables, accounts payable, and accrued expenses, approximates their fair value at June 30, 2016 and December 31, 2015 due to the relatively short-term nature of these instruments.

Property and Equipment

Property and Equipment	6 Months Ended
	Jun. 30, 2016
Property, Plant and Equipment [Abstract]
Property and Equipment	Note 5: Property and Equipment Property and equipment is comprised of the following as of June 30, 2016 and December 31, 2015: June 30, December 31, 2016 2015 Equipment $ 432,500 $ 329,304 Software 63,179 63,179 Furniture and fixtures 7,987 7,987 503,666 400,470 Accumulated depreciation (277,754 ) (261,644 ) Property and equipment, net $ 225,912 $ 138,826 Depreciation expense for the six months ended June 30, 2016 and 2015 was $16,110 and $12,754, respectively. Depreciation expense for the three months ended June 30, 2016 and 2015 was $9,733 and $6,377, respectively.

Intangible Assets

Intangible Assets	6 Months Ended
	Jun. 30, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	Note 6: Intangible Assets Intangible assets are comprised of the following as of June 30, 2016 and December 31, 2015: June 30, December 31, 2016 2015 Acquired research in progress - indefinite lived $ 2,530,913 $ 2,530,913 Patents 52,045 52,045 Accumulated amortization (23,942 ) (22,641 ) Intangible assets, net $ 2,559,016 $ 2,560,317 The Company expects to recognize $2,603 of amortization expense related to its patents during each of the next five years and the remaining $15,088 thereafter. Amortization expense for the patents during the six months ended June 30, 2016 and 2015 was $1,301 and $1,302, respectively. Amortization expense for the patents during the three months ended June 30, 2016 and 2015 was $650 and $651, respectively. In its merger completed on October 19, 2015 (Note 12), the Company acquired research in progress. The value of the acquired research in progress was based upon several factors including, evaluation of other intangible assets, the purchase price, estimated future cash flows, and the amounts expended on the research to date. Acquired research in progress is an indefinite lived intangible asset until the development phase is complete, at which time a useful life of the asset will be determined. The research in progress was the identification and validation of genes to provide pest and disease resistance to soybean plants performed by EG I, LLC. The research had been in process since November 2010 and the Company expects to complete the research and place this asset in service in late 2017. Additional expected costs to complete the research are expected to be approximately $300,000, which will be expensed as incurred. The timing and cost of additional research may vary from these estimates as the success of the research is subject to many factors outside of the Company’s control. If this research is not completed within a reasonable timeframe or within estimated costs, future licensing revenue and the financial condition of the Company could be significantly impacted.

Stockholders' Equity and Warran

Stockholders' Equity and Warrants	6 Months Ended
	Jun. 30, 2016
Equity [Abstract]
Stockholders' Equity and Warrants	Note 7: Stockholders’ Equity and Warrants The Amended and Restated Certificate of Incorporation of the Company dated October 19, 2015 authorized the issuance of 800,000,000 shares of all classes of stock including 780,000,000 shares of Common Stock having a par value of $0.001 per share and 20,000,000 shares of Preferred Stock having a par value of $0.001 per share, 600,000 of which were designated as Series A-1 Convertible Preferred Stock (“Series A-1”). The Board of Directors, without a vote of the shareholders, is authorized to issue additional shares of Preferred Stock in series and to establish the characteristics thereof. Liquidation Conversion Optional Redemption; Sinking Fund Account: The Company may elect to redeem some or all of the then outstanding shares of Series A-1, (i) for cash in an amount equal to the liquidation preference per share, $5.25 per share as of June 30, 2016, subject to adjustment and (ii) by issuing one share, subject to adjustment, of Common Stock for each share of Series A-1 outstanding being redeemed. 50% of all licensing fees received by the Company will be deposited into a separate sinking fund for use in an optional redemption. As of June 30, 2016, no licensing revenue has been received under these provisions and no sinking fund account has been established. Dividends Voting Warrants Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Term(Years) Balance, January 1, 2015 127,115 $ 6.60 5.75 Granted — Exercised — Expired (13,636 ) Balance, December 31, 2015 113,479 $ 6.60 4.81 Granted — Exercised — Expired — Balance, June 30, 2016 113,479 $ 6.60 4.31

Stock-Based Compensation

Stock-Based Compensation	6 Months Ended
	Jun. 30, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock-Based Compensation	Note 8: Stock-Based Compensation The Company grants stock-based instruments under the 2015 Stock Incentive Plan (“Plan”) for which 1,400,000 shares of the Company’s Common Stock has been reserved. The Plan allows for the issuance of incentive stock options and non-qualified stock options with a maximum contractual term of 10 years. Shares and options that are cancelled reload in the Plan for future issuance. For the six months ended June 30, 2016 and 2015, the Company recorded compensation costs for incentive stock options of $37,966 and $8,929, respectively. For the three months ended June 30, 2016 and 2015, the Company recorded compensation costs for incentive stock options of $27,376 and $3,286, respectively. Stock options are generally issued with an exercise price at or above the estimated per-share value of the Company’s Common Stock. The Company granted 380,000 options at exercises prices of $3.00 and $3.50 per share and no options during the six months ended June 30, 2016 and 2015, respectively. Management has valued the options at their date of grant utilizing the Black-Scholes option pricing model. As of the issuance of the outstanding options, there was not a public market for the Company’s shares. Accordingly, the Company utilized the value obtained in equity transactions with unrelated parties to estimate the fair value of the Company’s Common Stock on the date of grant. Volatility of the underlying common shares was determined based on the historical volatility for similar companies that are actively traded in the public markets for a term consistent with the expected life of the options. The risk-free interest rate used in the calculations is based on the implied yield available on U.S. Treasury issues with an equivalent term approximating the expected life of the options on the date of the grant. Due to the lack of sufficient historical activity, the expected life of the options was estimated using the formula set forth in Securities and Exchange Commission SAB 107 and the forfeiture rate was set at 0%. The following table summarizes the status of the Company’s aggregate stock options granted: Number of Options Weighted Average Exercise Price Weighted Average Remaining Term(Years) Total Intrinsic Value Balance, January 1, 2015 220,000 $ 0.55 7.39 Granted — — Exercised — — Cancelled (33,333 ) 0.55 Balance, December 31, 2015 186,667 $ 0.55 6.39 Exercisable at December 31, 2015 120,000 $ 0.55 6.39 Balance, January 1, 2016 186,667 $ 0.55 6.39 Granted 380,000 3.13 Exercised — — Cancelled — — Balance, June 30, 2016 566,667 $ 2.11 8.45 $ 690,668 Exercisable at June 30, 2016 186,667 $ 0.55 6.15 $ 550,668 During the six months ended June 30, 2016 and 2015, no options vested. As of June 30, 2016, there was $297,125 unrecognized compensation cost related to share-based compensation arrangements.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2016
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 9: Commitments and Contingencies Officer Indemnification Lease Commitments Royalty The Company is obligated to pay royalties to the United Soybean Board of 10% of the sale of products derived from the soybean genes that were the subject of the research performed by the Contractor or from royalties received by the Company from the sale of products by a third party not to exceed 150% of the total amount paid to the Contractor under this Agreement. The Company has recognized to date grant revenue from the contract of $262,400 as of June 30, 2016, thus limiting any future royalties as of June 30, 2016 to a total of $393,600. The Company has not accrued or paid any royalties under the terms of the Agreement as of and during the six months ended June 30, 2016 and 2015 because it has not received any revenue from the sale of products to date.

Related Parties and Transaction

Related Parties and Transactions	6 Months Ended
	Jun. 30, 2016
Related Party Transactions [Abstract]
Related Parties and Transactions	Note 10: Related Parties and Transactions Steve B. Warnecke: VetDC, Inc.

Concentrations

Concentrations	6 Months Ended
	Jun. 30, 2016
Risks and Uncertainties [Abstract]
Concentrations	Note 11: Concentrations Revenue and Account Receivable Concentrations Considerations of Credit Risk

Agreement and Plan of Merger

Agreement and Plan of Merger	6 Months Ended
	Jun. 30, 2016
Business Combinations [Abstract]
Agreement and Plan of Merger	Note 12: Agreement and Plan of Merger On June 6, 2014, the Company, EG I, LLC (“EG I”), Fona, Inc., a Nevada corporation (“Fona”), Fona Merger Sub, Inc., a Delaware corporation (“Sub”), and Fona Merger Sub, LLC, a Colorado limited liability company (“Sub LLC”) entered into an Agreement and Plan of Merger as amended by the Amended and Restated Agreement and Plan of Merger dated March 2, 2015 (the “Merger Agreement”), pursuant to which, on October 19, 2015 Sub merged with the Company and Sub LLC merged with EG I, with each the Company and EG I surviving as wholly owned subsidiaries of Fona. On October 19, 2015, Fona changed its name to Evolutionary Genomics, Inc. Pursuant to the terms of the Merger Agreement, Fona issued to stockholders of record of the Company 308,821,675 newly issued shares of Common Stock, par value $0.001 per share of Fona, giving them 86.2% of the combined company, and 47,323,188 shares of Common Stock to the members of EG I, giving them 13.3% of the combined company. The original shareholders of Fona retained 1,960,688 shares, or 0.5% of the combined company. The Mergers are intended to be a transaction or transactions described in Section 351 of the Internal Revenue Code (the “Code”). In addition, a 1 for 60.8826565 shares reverse split of the Common Stock took place on October 19, 2015. The acquisition of the remaining 77% of EG, I LLC was accounted for as a business combination on October 19, 2015. The outstanding shares were acquired by issuing 777,286 (post-split) shares of common stock with an estimated fair value of approximately $2,011,000. The purchase price was allocated as follows: Cash $ 82,000 In process research and development $ 2,530,000 Investment in subsidiary $ (600,670 )

Summary of Significant Accoun18

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2016
Accounting Policies [Abstract]
Principals of Consolidation	Principals of Consolidation
Use of Estimates	Use of Estimates
Cash	Cash
Accounts Receivable	Accounts Receivable:
Trading Securities	Trading Securities
Property and Equipment	Property and Equipment
Long-lived Assets	Long-Lived Assets
Intangible Assets	Intangible Assets
Investment in VetDC, Inc.	Investment in VetDC, Inc.
Billings in Excess of Costs	Billings in Excess of Costs
Revenue Recognition	Revenue Recognition In our Master Services Agreement with the Bill and Melinda Gates Foundation, we grant them a royalty-free license for use of intellectual property developed in low-income economies and lower-middle-income economies according to the World Bank classification and expressly excludes all of North America and Europe. The Company retains all rights to the use of intellectual property outside of these regions.
Income Taxes	Income Taxes Under the Income Tax topic of the ASC, in order to recognize an uncertain tax benefit, the taxpayer must be more likely than not of sustaining the position, and the measurement of the benefit is calculated as the largest amount that is more than 50% likely to be realized upon resolution of the benefit. The Company has no accruals for uncertain tax benefits.
Stock-Based Compensation	Stock-Based Compensation The Company’s accounting policy for equity instruments issued to consultants and vendors in exchange for goods and services received follows the provisions of ASC Topic 505-50. Accordingly, the measurement date for the fair value of the equity instruments issued is determined at the earlier of (i) the date at which a commitment for performance by the consultant or vendor is reached or (ii) the date at which the consultant or vendor’s performance is complete. In the case of equity instruments issued to consultants, the fair value of the equity instrument is recognized over the term of the consulting agreement.
Research and Development	Research and Development
Net Loss Per Common Share	Net Loss Per Common Share
Subsequent Events	Subsequent Events

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2016
Fair Value Disclosures [Abstract]
Schedule of Assets and Liabilities Measured at Fair Value	The following tables summarize the basis used to measure certain financial assets and liabilities at fair value on a recurring basis in the consolidated balance sheets: Total Quoted Prices in Active Markets for Identical Items (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance at December 31, 2015 Trading securities $ 257,698 $ 257,698 $ — $ — $ 257,698 $ 257,698 $ — $ — Balance at June 30, 2016 Trading securities $ 2,063,199 $ 2,063,199 $ — $ — $ 2,063,199 $ 2,063,199 $ — $ —

Property and Equipment (Tables)

Property and Equipment (Tables)	6 Months Ended
	Jun. 30, 2016
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment	Property and equipment is comprised of the following as of June 30, 2016 and December 31, 2015: June 30, December 31, 2016 2015 Equipment $ 432,500 $ 329,304 Software 63,179 63,179 Furniture and fixtures 7,987 7,987 503,666 400,470 Accumulated depreciation (277,754 ) (261,644 ) Property and equipment, net $ 225,912 $ 138,826

Intangible Assets (Tables)

Intangible Assets (Tables)	6 Months Ended
	Jun. 30, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangible Assets	Intangible assets are comprised of the following as of June 30, 2016 and December 31, 2015: June 30, December 31, 2016 2015 Acquired research in progress - indefinite lived $ 2,530,913 $ 2,530,913 Patents 52,045 52,045 Accumulated amortization (23,942 ) (22,641 ) Intangible assets, net $ 2,559,016 $ 2,560,317

Stockholders' Equity and Warr22

Stockholders' Equity and Warrants (Tables)	6 Months Ended
	Jun. 30, 2016
Equity [Abstract]
Summary of Warrants Activity	The following table summarizes the status of the Company’s aggregate warrants outstanding: Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Term(Years) Balance, January 1, 2015 127,115 $ 6.60 5.75 Granted — Exercised — Expired (13,636 ) Balance, December 31, 2015 113,479 $ 6.60 4.81 Granted — Exercised — Expired — Balance, June 30, 2016 113,479 $ 6.60 4.31

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Schedule of Stock Option Activity	The following table summarizes the status of the Company’s aggregate stock options granted: Number of Options Weighted Average Exercise Price Weighted Average Remaining Term(Years) Total Intrinsic Value Balance, January 1, 2015 220,000 $ 0.55 7.39 Granted — — Exercised — — Cancelled (33,333 ) 0.55 Balance, December 31, 2015 186,667 $ 0.55 6.39 Exercisable at December 31, 2015 120,000 $ 0.55 6.39 Balance, January 1, 2016 186,667 $ 0.55 6.39 Granted 380,000 3.13 Exercised — — Cancelled — — Balance, June 30, 2016 566,667 $ 2.11 8.45 $ 690,668 Exercisable at June 30, 2016 186,667 $ 0.55 6.15 $ 550,668

Agreement and Plan of Merger (T

Agreement and Plan of Merger (Tables)	6 Months Ended
	Jun. 30, 2016
Business Combinations [Abstract]
Schedule of Allocation of Purchase Price of EG, I, LLC	The acquisition of the remaining 77% of EG, I LLC was accounted for as a business combination on October 19, 2015. The outstanding shares were acquired by issuing 777,286 (post-split) shares of common stock with an estimated fair value of approximately $2,011,000. The purchase price was allocated as follows: Cash $ 82,000 In process research and development $ 2,530,000 Investment in subsidiary $ (600,670 )

Business Activity (Details)

Business Activity (Details)	1 Months Ended	12 Months Ended
	Oct. 31, 2015	Dec. 31, 2014
Business Acquisition [Line Items]
Percentage of outstanding stock purchased during reverse merger with Fona, Inc.		75.16%
Eg I, LLC [Member] | Common Stock [Member]
Business Acquisition [Line Items]
Percentage of acquisition accounted for as a business combination	77.00%

Summary of Significant Accoun26

Summary of Significant Accounting Policies (Other) (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Accounting Policies [Abstract]
Allowance for doubtful accounts
Asset impairment charges
Customer deposits

Summary of Significant Accoun27

Summary of Significant Accounting Policies (Property and Equipment) (Details)	3 Months Ended
	Mar. 31, 2016
Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives of property and equipment	3 years
Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives of property and equipment	7 years

Summary of Significant Accoun28

Summary of Significant Accounting Policies (Intangible Assets) (Details)	3 Months Ended
	Jun. 30, 2016
Patents [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets useful lives	20 years

Summary of Significant Accoun29

Summary of Significant Accounting Policies (Net Loss Per Common Share) (Details)	6 Months Ended
	Jun. 30, 2016shares
Convertible Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares excluded from earnings per share calculation	558,015
Stock Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares excluded from earnings per share calculation	466,667
Common Stock and Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares excluded from earnings per share calculation	113,479

Summary of Significant Accoun30

Summary of Significant Accounting Policies (Investment in VetDC, Inc.) (Details) - USD ($)	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Related Party Transaction [Line Items]
Proceeds from sale of investment in VetDC, Inc.	$ 55,000
Investment in VetDC, Inc.	124,097		$ 171,924
VetDC, Inc. [Member]
Related Party Transaction [Line Items]
Value of committed investment for 201,924 shares of Series A-2 preferred stock in VetDC, Inc.	$ 201,924
Number of committed investment shares sold	201,924
Investment in VetDC, Inc.	$ 124,097		$ 171,924

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($)	Jun. 30, 2016	Dec. 31, 2015
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	$ 2,063,199	$ 257,698
Total	2,063,199	257,698
Quoted Prices in Active Markets for Identical Items (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	2,063,199	257,698
Total	2,063,199	257,698
Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities
Total
Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities
Total

Property and Equipment (Details

Property and Equipment (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 503,666		$ 503,666		$ 400,470
Accumulated depreciation	(277,754)		(277,754)		(261,644)
Property and equipment, net	225,912		225,912		138,826
Depreciation expense	9,733	$ 6,377	16,110	$ 12,754
Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	432,500		432,500		329,304
Software [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	63,179		63,179		63,179
Furniture and fixtures [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 7,987		$ 7,987		$ 7,987

Intangible Assets (Details)

Intangible Assets (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Finite-Lived Intangible Assets [Line Items]
Intangible assets, accumulated amortization	$ (23,292)		$ (23,292)		$ (22,641)
Intangible assets, net	2,559,016		2,559,016		2,560,317
Acquired research in progress [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross (indefinite lived)	2,530,913		2,530,913		2,530,913
Additional expected costs to complete research	300,000		300,000
Patents [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	52,045		52,045		$ 52,045
Amortization expense	650	$ 651	1,301	$ 1,302
Year one	2,603		2,603
Year two	2,603		2,603
Year three	2,603		2,603
Year four	2,603		2,603
Year five	2,603		2,603
After year five	$ 15,088		$ 15,088

Stockholders' Equity and Warr34

Stockholders' Equity and Warrants (Narrative) (Details) - USD ($)	6 Months Ended
	Jun. 30, 2016	Dec. 31, 2015	Oct. 19, 2015
Class of Stock [Line Items]
Capital stock, authorized shares			800,000,000
Common stock, authorized shares	780,000,000	780,000,000	780,000,000
Common stock, par value	$ 0.001	$ 0.001	$ 0.001
Preferred stock, authorized shares	20,000,000	20,000,000	20,000,000
Preferred stock, par value	$ 0.001	$ 0.001	$ .001
Series A-1 Convertible Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stock, authorized shares	600,000	600,000	600,000
Preferred stock, par value	$ 0.001	$ 0.001	$ 0.001
Stated per share value of preferred stock	5.25
Liquidation preference per share	$ 5.25
Dividend rate	8.00%
Dividends accrued	$ 72,076

Stockholders' Equity and Warr35

Stockholders' Equity and Warrants (Summary of Warrants Activity) (Details) - $ / shares	6 Months Ended	12 Months Ended
	Jun. 30, 2016	Dec. 31, 2015	Dec. 31, 2014
Number of Warrants
Warrants outstanding at beginning of period	113,479	127,115
Granted
Exercised
Expired		(13,636)
Warrants outstanding at end of period	113,479	113,479	127,115
Weighted Average Exercise Price
Warrants outstanding at beginning of period	$ 6.60	$ 6.60
Granted
Exercised
Expired
Warrants outstanding at end of period		$ 6.60	$ 6.60
Weighted Average Remaining Term (Years)	4 years 3 months 22 days	4 years 9 months	5 years 9 months

Stock-Based Compensation (Narra

Stock-Based Compensation (Narrative) (Details) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Number of shares reserved for issuance under 2015 Stock Incentive Plan	1,400,000		1,400,000
Expiration period for stock options			10 years
Compensation costs for incentive stock options	$ 27,376	$ 3,286	$ 37,966	$ 8,929
Stock options granted during period			380,000	0
Options granted during period exercise price	$ 3.50		$ 3
Number of shares vested during the period			0	0
Unrecognized compensation cost related to share-based compensation arrangements	$ 297,125		$ 297,125

Stock-Based Compensation (Summa

Stock-Based Compensation (Summary of Stock Options Activity) (Details) - USD ($)	3 Months Ended	6 Months Ended		12 Months Ended
	Jun. 30, 2016	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015	Dec. 31, 2014
Number of Options
Balance, beginning		186,667	220,000	220,000
Granted		380,000	0
Exercised
Cancelled				(33,333)
Balance, ending	566,667	566,667		186,667	220,000
Exercisable	186,667	186,667		120,000
Outstanding, intrinsic value	$ 690,668	$ 690,668
Exercisable, intrinsic value	$ 550,668	$ 550,668
Weighted Average Exercise Price
Balance, beginning		$ 0.55	$ 0.55	$ 0.55
Granted	$ 3.50	3
Exercised
Cancelled
Balance, ending	2.11	2.11		0.55	$ 0.55
Exercisable	$ 0.55	$ 0.55		$ 0.55
Outstanding, contractual term		8 years 5 months 12 days		6 years 4 months 21 days	7 years 4 months 21 days
Exercisable, contractual term		6 years 1 month 24 days		6 years 4 months 21 days

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2017	Jul. 01, 2016
Commitments and Contingencies Disclosure [Abstract]
Monthly rent payment						$ 2,378
Rent expense	$ 6,875	$ 6,875	$ 13,750	$ 13,750
Total amount of grant revenue recognized to date	262,400		262,400
Total possible future royalties owed	393,600		393,600
Accrued royalties
Payments for royalties
Minimum lease commitment					$ 28,535
Lease terms			The Company leases its operating facility and pays its rent in monthly installments. The lease was renewed in June 2016 for a period of twelve months and monthly rentals for the period of July 1, 2016 through June 30, 2017 are $2,377.90 per month. The minimum lease commitment is $28,535 in the twelve months following June 30, 2016. Renewals after June 30, 2017 are by mutual agreement.

Related Parties and Transacti39

Related Parties and Transactions (Details) - USD ($)	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Related Party Transaction [Line Items]
Proceeds from sale of investment in VetDC, Inc.	$ 55,000
Chief Executive Officer [Member]
Related Party Transaction [Line Items]
Number of common stock shares outstanding owned by related party	2,052,840
Percentage of common stock shares outstanding owned by related party	34.90%
VetDC, Inc. [Member]
Related Party Transaction [Line Items]
Value of committed investment for 201,924 shares of Series A-2 preferred stock in VetDC, Inc.	$ 201,924
Number of committed investment shares sold	201,924

Concentrations (Details)

Concentrations (Details)	3 Months Ended	6 Months Ended	12 Months Ended
	Jun. 30, 2016Customers	Jun. 30, 2016USD ($)Customers	Dec. 31, 2015USD ($)Customers
Concentration Risk [Line Items]
Maximum exposure to credit losses from customers during period | $		$ 49,294	$ 16,148
Accounts Receivable [Member]
Concentration Risk [Line Items]
Concentration risk percentage		100.00%	100.00%
Number of customers in concentration percentage		1	1
Gross Service Revenue [Member]
Concentration Risk [Line Items]
Number of customers in concentration percentage	2	2

Agreement and Plan of Merger (N

Agreement and Plan of Merger (Narrative) (Details) - USD ($)	1 Months Ended
	Oct. 31, 2015	Jun. 30, 2014	Jun. 30, 2016	Dec. 31, 2015	Oct. 19, 2015
Business Acquisition [Line Items]
Common stock, par value			$ 0.001	$ 0.001	$ 0.001
Evolutionary Genomics, Inc. [Member] | Common Stock [Member]
Business Acquisition [Line Items]
Newly issued shares provided to shareholders pursuant to terms of Merger Agreement		308,821,675
Common stock, par value		$ 0.001
Percentage of equity interest of combined company to be held by the shareholder group pursuant to the merger agreement		86.20%
Eg I, LLC [Member] | Common Stock [Member]
Business Acquisition [Line Items]
Newly issued shares provided to shareholders pursuant to terms of Merger Agreement		47,323,188
Percentage of equity interest of combined company to be held by the shareholder group pursuant to the merger agreement		13.30%
Percentage of acquisition accounted for as a business combination	77.00%
Shares issued for Acquisition of EG I, LLC, shares	777,286
Shares issued for Acquisition of EG I, LLC	$ 2,011,000
Fona, Inc. [Member] | Common Stock [Member]
Business Acquisition [Line Items]
Percentage of equity interest of combined company to be held by the shareholder group pursuant to the merger agreement		0.50%
Number of shares to be retained by original shareholders pursuant to merger agreement		1,960,688

Agreement and Plan of Merger (P

Agreement and Plan of Merger (Purchase Price Allocation) (Details)	Oct. 19, 2015USD ($)
Business Combinations [Abstract]
Cash	$ 82,000
In process research and development	2,530,000
Investment in subsidiary	$ (600,670)