Document And Entity Information
Document And Entity Information | 9 Months Ended |
Sep. 30, 2016 | |
Document Information [Line Items] | |
Document Type | S1 |
Amendment Flag | false |
Document Period End Date | Sep. 30, 2016 |
Entity Registrant Name | Great Basin Scientific, Inc. |
Entity Central Index Key | 1,512,138 |
Entity Filer Category | Smaller Reporting Company |
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | |||
Cash | $ 809,763 | $ 4,787,759 | $ 2,017,823 |
Restricted Cash | 44,859,005 | 13,800,000 | 0 |
Accounts receivable, net | 399,057 | 411,390 | 267,485 |
Inventory | 1,526,871 | 1,133,142 | 457,094 |
Prepaid and other current assets | 1,989,555 | 564,910 | 376,778 |
Total current assets | 49,584,251 | 20,697,201 | 3,119,180 |
Restricted cash, net of current portion | 24,226,172 | 0 | |
Intangible assets, net | 56,113 | 119,171 | 216,580 |
Property and equipment, net | 9,536,557 | 7,741,991 | 4,237,467 |
Total assets | 83,403,093 | 28,558,363 | 7,573,227 |
Current liabilities: | |||
Accounts payable | 3,832,855 | 2,432,459 | 1,369,169 |
Accrued expenses | 5,049,228 | 1,313,149 | 612,359 |
Current portion of notes payable | 0 | 5,693 | 49,994 |
Current portion of convertible notes payable, net of discount | 27,088,069 | 1,638,717 | 0 |
Notes payable-related party | 500,000 | 500,000 | 441,667 |
Current portion of capital lease obligations | 1,158,027 | 1,305,426 | 947,422 |
Current portion of derivative liability | 49,836,741 | 0 | |
Total current liabilities | 87,464,920 | 7,195,444 | 3,420,611 |
Notes payable, net of current portion | 0 | 5,693 | |
Convertible notes payable, net of current portion and debt discount | 0 | 525,000 | 0 |
Capital lease obligations, net of current portion | 129,185 | 851,410 | 2,156,837 |
Derivative liability, net of current portion | 55,735,294 | 43,181,472 | 9,998,636 |
Other long term liabilities | 1,550,769 | 0 | |
Total liabilities | 144,880,168 | 51,753,326 | 15,581,777 |
Commitments and contingencies | |||
Stockholders’ deficit: | |||
Preferred stock, $.001 par value, 5,000,000 shares authorized; 74,380, 88,347 and 0 shares issued and outstanding, respectively | 74 | 88 | 0 |
Common stock, $.0001 par value: 200,000,000 and 50,000,000 shares authorized, respectively; 8,456, 13 and 0 shares issued and outstanding, respectively | 1 | 0 | 0 |
Additional paid-in capital | 143,404,013 | 98,708,814 | 55,996,146 |
Accumulated deficit | (204,881,163) | (121,903,865) | (64,004,696) |
Total stockholders’ deficit | (61,477,075) | (23,194,963) | (8,008,550) |
Total liabilities and stockholders’ deficit | $ 83,403,093 | $ 28,558,363 | $ 7,573,227 |
CONDENSED BALANCE SHEETS (Paren
CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 11, 2015 | Dec. 31, 2014 |
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | |
Preferred stock, shares issued | 74,380 | 88,347 | 0 | |
Preferred Stock, Shares Outstanding | 74,380 | 88,347 | 0 | |
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 | 50,000,000 | |
Common stock, shares issued | 8,456 | 13 | 0 | |
Common stock, shares outstanding | 8,456 | 13 | 0 |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues | $ 735,817 | $ 545,934 | $ 2,196,196 | $ 1,530,170 | $ 2,142,040 | $ 1,606,254 |
Cost of sales | 2,161,979 | 1,102,727 | 5,912,095 | 3,369,268 | 4,813,415 | 3,968,185 |
Gross loss | (1,426,162) | (556,793) | (3,715,899) | (1,839,098) | (2,671,375) | (2,361,931) |
Operating expenses: | ||||||
Research and development | 3,737,415 | 2,878,316 | 9,492,887 | 6,284,170 | 8,485,668 | 4,609,913 |
Selling and marketing | 1,644,075 | 1,481,140 | 4,892,903 | 3,206,957 | 5,007,320 | 2,301,610 |
General and administrative | 2,464,159 | 1,795,766 | 7,163,214 | 4,132,973 | 6,241,433 | 2,928,186 |
Gain on sale of assets | 0 | (8,166) | ||||
Total operating expenses | 7,845,649 | 6,155,222 | 21,549,004 | 13,624,100 | 19,734,421 | 9,831,543 |
Loss from operations | (9,271,811) | (6,712,015) | (25,264,903) | (15,463,198) | (22,405,796) | (12,193,474) |
Other income (expense): | ||||||
Interest expense | (138,214,061) | (253,220) | (150,685,479) | (868,587) | (11,757,445) | (1,136,054) |
Interest income | 2,884 | 4,746 | 4,183 | 18,078 | 18,193 | 3,176 |
Loss on extinguishment of warrants | (17,292,463) | 0 | (17,292,463) | 0 | (4,038,063) | 0 |
Net gain on exchange and issuance of warrants | 0 | 0 | 3,374,752 | 0 | ||
Change in fair value of derivative liability | 135,727,676 | 20,016,848 | 106,888,362 | (22,641,625) | (19,714,808) | (8,396,169) |
Total other income (expense) | (19,775,964) | 19,768,374 | (57,710,645) | (23,492,134) | (35,492,123) | (9,529,047) |
Income (loss) before provision for income taxes | (29,047,775) | 13,056,359 | (82,975,548) | (38,955,332) | (57,897,919) | (21,722,521) |
Provision for income taxes | 0 | 0 | (1,750) | (1,250) | (1,250) | (5,297) |
Net income (loss) | $ (29,047,775) | $ 13,056,359 | $ (82,977,298) | $ (38,956,582) | $ (57,899,169) | $ (21,727,818) |
Net income (loss) per common share - basic | $ (15,105.45) | $ 13,056,359 | $ (111,378.92) | $ (38,956,582) | ||
Net income (loss) per common share - diluted | $ (15,105.45) | $ 13,056,359 | $ (111,378.92) | $ (38,956,582) | ||
Net loss per common share - basic and diluted | $ (28,949,584.50) | $ (21,727,818) | ||||
Weighted average common shares - basic | 1,923 | 1 | 745 | 1 | ||
Weighted average common shares - diluted | 1,923 | 1 | 745 | 1 | ||
Weighted average common shares - basic and diluted | 2 | 1 |
STATEMENTS OF STOCKHOLDERS' DEF
STATEMENTS OF STOCKHOLDERS' DEFICIT - USD ($) | Total | Series A Warrants | Series C Warrant | Series A and B Warrants | Class C Warrant | Preferred Stock, Shares | Preferred Stock, SharesSeries A Warrants | Preferred Stock, SharesSeries C Warrant | Preferred Stock, SharesSeries A and B Warrants | Preferred Stock, SharesClass C Warrant | Common Stock, Shares | Common Stock, SharesSeries A Warrants | Common Stock, SharesSeries C Warrant | Common Stock, SharesSeries A and B Warrants | Common Stock, SharesClass C Warrant | Additional Paid-In Capital | Additional Paid-In CapitalSeries A Warrants | Additional Paid-In CapitalSeries C Warrant | Additional Paid-In CapitalSeries A and B Warrants | Additional Paid-In CapitalClass C Warrant | Accumulated Deficit | Accumulated DeficitSeries A Warrants | Accumulated DeficitSeries C Warrant | Accumulated DeficitSeries A and B Warrants | Accumulated DeficitClass C Warrant |
Beginning balance, value at Dec. 31, 2013 | $ (32,543,420) | $ 0 | $ 0 | $ 9,733,458 | $ (42,276,878) | ||||||||||||||||||||
Beginning balance, shares at Dec. 31, 2013 | 0 | 0 | |||||||||||||||||||||||
Issuance of stock and warrants | 6,375,837 | $ 0 | $ 0 | 6,375,837 | 0 | ||||||||||||||||||||
Issuance of stock and warrants (in shares) | 0 | 0 | |||||||||||||||||||||||
Exercise of common stock warrants | 31,600 | $ 0 | $ 0 | 31,600 | 0 | ||||||||||||||||||||
Exercise of common stock warrants (in shares) | 0 | 0 | |||||||||||||||||||||||
Employee stock option expense | 297,244 | $ 0 | $ 0 | 297,244 | 0 | ||||||||||||||||||||
Conversion of preferred stock into common stock | 41,135,411 | $ 0 | $ 0 | 41,135,411 | 0 | ||||||||||||||||||||
Conversion of preferred stock into common stock (in shares) | 0 | 0 | |||||||||||||||||||||||
Derivative liability on warrants issued and exercised | (1,602,467) | $ 0 | $ 0 | (1,602,467) | 0 | ||||||||||||||||||||
Modification of warrants | 25,063 | 0 | 0 | 25,063 | 0 | ||||||||||||||||||||
Net loss for the year | (21,727,818) | 0 | 0 | (21,727,818) | |||||||||||||||||||||
Ending balance, value at Dec. 31, 2014 | (8,008,550) | $ 0 | $ 0 | 55,996,146 | (64,004,696) | ||||||||||||||||||||
Ending balance, shares at Dec. 31, 2014 | 0 | 0 | |||||||||||||||||||||||
Issuance of stock and warrants | 57,213 | $ 2,724 | $ 0 | 54,489 | 0 | ||||||||||||||||||||
Issuance of stock and warrants (in shares) | 118,000 | 2,724,000 | 0 | ||||||||||||||||||||||
Exercise of common stock warrants | $ 2,252,020 | $ 979,200 | $ 0 | $ 0 | $ 0 | $ 0 | $ 2,252,020 | $ 979,200 | $ 0 | $ 0 | |||||||||||||||
Cash exercise of unit purchase option | 162,250 | $ 15 | $ 0 | 162,235 | 0 | ||||||||||||||||||||
Exercise of common stock warrants (in shares) | 0 | 0 | 0 | 0 | |||||||||||||||||||||
Cash exercise of unit purchase option(in shares) | 14,750 | 0 | |||||||||||||||||||||||
Cashless exercise of warrants | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | |||||||||||||||
Cashless exercise of warrants (in shares) | 0 | 0 | 0 | 12 | |||||||||||||||||||||
Employee stock option expense | 110,124 | $ 0 | $ 0 | 110,124 | 0 | ||||||||||||||||||||
Conversion of preferred stock into common stock | 0 | $ (2,651) | $ 0 | 2,651 | 0 | ||||||||||||||||||||
Conversion of preferred stock into common stock (in shares) | (2,650,403) | 1 | |||||||||||||||||||||||
Derivative liability on warrants issued and exercised | 39,151,949 | $ 0 | $ 0 | 39,151,949 | 0 | ||||||||||||||||||||
Net loss for the year | (57,899,169) | 0 | 0 | 0 | (57,899,169) | ||||||||||||||||||||
Ending balance, value at Dec. 31, 2015 | (23,194,963) | $ 88 | $ 0 | $ 98,708,814 | $ 121,903,865 | ||||||||||||||||||||
Ending balance, shares at Dec. 31, 2015 | 88,347 | 13 | |||||||||||||||||||||||
Issuance of stock and warrants (in shares) | 1 | ||||||||||||||||||||||||
Cash exercise of unit purchase option(in shares) | 64 | ||||||||||||||||||||||||
Net loss for the year | (82,977,298) | ||||||||||||||||||||||||
Ending balance, value at Sep. 30, 2016 | $ (61,477,075) |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | ||||
Net loss | $ (82,977,298) | $ (38,956,582) | $ (57,899,169) | $ (21,727,818) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Depreciation and amortization | 1,858,357 | 1,130,826 | 1,612,086 | 1,157,976 |
Bad debt expense | 85,182 | 0 | ||
Change in fair value of derivative liability | (106,888,362) | 22,641,625 | 19,714,808 | 8,396,169 |
Net gain on exchange and issuance of warrants | (3,374,752) | 0 | ||
Interest from issuance of convertible note | 10,594,182 | 0 | ||
Gain on sale of assets | 0 | (8,166) | ||
Interest converted to preferred stock | 0 | 13,129 | ||
Employee stock compensation | 111,133 | 66,391 | 110,124 | 297,244 |
Warrant issuance and modifications | 0 | 54,489 | 612,006 | 25,063 |
Debt discount amortization | 30,418,591 | 58,333 | 122,050 | 41,667 |
Asset disposal | 0 | 11,124 | ||
Loss on extinguishment of debt | 17,292,463 | 0 | 4,038,063 | 0 |
Loss on issuance on convertible note as interest | 119,185,886 | 0 | ||
Changes in operating assets and liabilities: | ||||
Increase in accounts receivable | (72,849) | (77,959) | (143,905) | (83,070) |
Increase in inventory | (393,729) | (576,872) | (676,048) | (136,855) |
Increase in prepaid and other assets | (712,455) | (197,270) | (56,797) | (217,597) |
Increase in accounts payable | 572,867 | 457,250 | 602,056 | 37,171 |
Increase in accrued liabilities | 756,848 | 552,275 | 700,790 | (203,455) |
Net cash used in operating activities | (24,138,118) | (14,847,494) | (20,669,754) | (12,397,418) |
Cash flows from investing activities: | ||||
Acquisition of property and equipment | (912,862) | (842,225) | (1,566,044) | (248,133) |
Construction of equipment | (1,995,542) | (3,223,827) | (3,226,943) | (971,122) |
Proceeds from sale of assets | 0 | 35,000 | ||
Proceeds from sale leaseback | 0 | 1,500,000 | ||
Net cash used in investing activities | (2,908,404) | (4,066,052) | (4,792,987) | 315,745 |
Cash flows from financing activities: | ||||
Proceeds from issuance of common stock | 0 | 6,375,837 | ||
Proceeds from exercise of warrants | 1,449,850 | 3,166,394 | 3,161,220 | 31,600 |
Proceeds from follow-on offering | 10,719,121 | 21,737,625 | 21,933,874 | 0 |
Proceeds from issuance of notes payable - related party | 250,000 | 890,000 | ||
Proceeds from release of restricted cash | 6,718,726 | 0 | ||
Payment of cash settlement for warrant exercises | (314,879) | 0 | ||
Proceeds from issuance of convertible notes payable | 5,451,163 | 0 | 4,135,000 | 100,000 |
Proceeds from issuance of convertible notes payable - related party | 0 | 250,000 | 0 | 300,000 |
Proceeds from issuance of preferred stock | 0 | 6,569,886 | ||
Principal payments of capital leases | (949,762) | (667,630) | (947,423) | (944,606) |
Principal payments of notes payable | (5,693) | (36,955) | (49,994) | (44,644) |
Principal payments of notes payable - related party | 0 | (250,000) | (250,000) | (390,000) |
Net cash provided by financing activities | 23,068,526 | 24,199,434 | 28,232,677 | 12,888,073 |
Net increase (decrease) in cash | (3,977,996) | 5,285,888 | 2,769,936 | 806,400 |
Cash, beginning of the period | 4,787,759 | 2,017,823 | 2,017,823 | 1,211,423 |
Cash, end of the period | 809,763 | 7,303,711 | 4,787,759 | 2,017,823 |
Supplemental disclosures of cash flow information: | ||||
Interest paid | 1,100,999 | 818,378 | 1,055,255 | 1,121,066 |
Income taxes paid | 1,750 | 1,250 | 1,250 | 6,447 |
Supplemental schedule of non-cash investing and financing activities: | ||||
Conversion of preferred stock to common stock | 2,651 | 18,846,539 | ||
Issuance of preferred stock as debt discount | 0 | 100,000 | ||
Restricted cash proceeds from convertible note | 62,000,020 | 0 | 13,800,000 | 0 |
Conversion of note payable to preferred stock | 0 | 10,478 | 0 | 400,000 |
Assets acquired through capital leases | 80,138 | 0 | 0 | 807,272 |
Offering costs incurred but unpaid | 235,020 | 64,760 | ||
Initial public offering and follow-on offering costs incurred but unpaid | 412,323 | 41,175 | ||
Property and equipment included in accounts payable | 601,323 | 240,183 | 226,214 | 393,119 |
Cashless exercise of warrants | 2 | 173,657 | 1,011 | 0 |
Change in derivative liability from convertible debt | 15,731,315 | 0 | ||
Change in derivative liability from exercised and issued warrants | 15,162,431 | 24,400,224 | $ 39,151,949 | $ 1,586,181 |
Issuance of stock for 2015 Note preinstallment | $ 712,190 | $ 0 |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Accounting Policies [Abstract] | ||
DESCRIPTION OF BUSINESS | NOTE 1 DESCRIPTION OF BUSINESS Great Basin Scientific, Inc. (the “Company”) (d.b.a., Great Basin Corporation) is a Delaware corporation headquartered in Salt Lake City, Utah. The Company was originally incorporated as Diagnostic Micro Arrays, Inc., a Nevada corporation, on June 27, 2003. The Company changed its name to Great Basin Scientific, Inc. on April 19, 2006. On August 12, 2008, the Company took steps to change its corporate domicile from Nevada to Delaware by forming Great Basin Scientific, Inc., a Delaware corporation, and on August 29, 2008, Great Basin Scientific, Inc., a Nevada corporation, was merged with and into Great Basin Scientific, Inc., a Delaware corporation, wherein the Delaware corporation was the sole surviving entity. The Company is a molecular diagnostic testing company focused on the development and commercialization of its patented, molecular diagnostic platform designed to test for infectious disease, especially hospital-acquired infections. The Company believes that small to medium sized hospital laboratories, those under 400 beds, are in need of simpler and more affordable molecular diagnostic testing methods. The Company markets a system that combines both affordability and ease-of-use, when compared to other commercially available molecular testing methods, which it believes will accelerate the adoption of molecular testing in small to medium sized hospitals. The system includes an analyzer, which is provided for our customers’ use without charge in the United States, and a diagnostic cartridge, which is sold to our customers. The testing platform has the capability to identify up to 64 individual targets at one time. If the test identifies one to three targets, they are referred to as low-plex tests, or tests, and if they identify four or more targets they are referred to as multi-plex panels, or panels. The Company currently has four commercially available tests, the first for clostridium difficile, or C. diff E. coli | NOTE 1 DESCRIPTION OF BUSINESS Great Basin Scientific, Inc. (the “Company”) (d.b.a., Great Basin Corporation) is a Delaware corporation headquartered in Salt Lake City, Utah. The Company was originally incorporated as Diagnostic Micro Arrays, Inc., a Nevada corporation, on June 27, 2003. The Company changed its name to Great Basin Scientific, Inc. on April 19, 2006. On August 12, 2008, the Company took steps to change its corporate domicile from Nevada to Delaware by forming Great Basin Scientific, Inc., a Delaware corporation, and on August 29, 2008, Great Basin Scientific, Inc., a Nevada corporation, was merged with and into Great Basin Scientific, Inc., a Delaware corporation, wherein the Delaware corporation was the sole surviving entity. The Company is a molecular diagnostic testing company focused on the development and commercialization of its patented, molecular diagnostic platform designed to test for infectious disease, especially hospital-acquired infections. The Company believes that small to medium sized hospital laboratories, those under 400 beds, are in need of simpler and more affordable molecular diagnostic testing methods. The Company markets a system that combines both affordability and ease-of-use, when compared to other commercially available molecular testing methods, which it believes will accelerate the adoption of molecular testing in small to medium sized hospitals. The system includes an analyzer, which is provided for our customers’ use without charge in the United States, and a diagnostic cartridge, which is sold to our customers. The testing platform has the capability to identify up to 64 individual targets at one time. If the test identifies one to three targets, they are referred to as low-plex tests, or tests, and if they identify four or more targets they are referred to as multi-plex panels, or panels. The Company currently has two commercially available tests, the first for clostridium difficile, or C. diff |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Accounting Policies [Abstract] | ||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES These condensed unaudited financial statements have been prepared to reflect the financial position, results of operations and cash flows of the Company as of September 30, 2016 and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. The accompanying condensed financial statements and notes are unaudited. In management’s opinion, the unaudited interim financial statements have been prepared on the same basis as the audited financial statements for the year ended December 31, 2015 and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of September 30, 2016, its results of operations for the three and nine months ended September 30, 2016 and 2015, and cash flows for the nine months ended September 30, 2016 and 2015. The results for the three and nine months ended September 30, 2016 are not necessarily indicative of the results expected for the full fiscal year or any other interim period. Basic loss per share (“EPS”) is computed by dividing net loss (the numerator) by the weighted average number of common shares outstanding for the period (the denominator). Diluted EPS is computed by dividing net loss by the weighted average number of common shares and potential common shares outstanding (if dilutive) during each period. Potential common shares include convertible preferred stock, convertible notes, stock options and warrants. The number of potential common shares outstanding is computed using the treasury stock method. As the Company has incurred losses for the three months ended September 30, 2016 and the nine months ended September 30, 2016 and 2015, the potentially dilutive shares are anti-dilutive and are thus not added into the loss per share calculations. As of September 30, 2016 and 2015, there were 170,007 and 1 potentially dilutive shares, respectively. The Company had net income for the three months ended September 30, 2015 and therefore potentially dilutive shares must be added into the diluted net income (loss) per share calculations. Three Months Basic: Numerator: Net Income $ 13,056,359 Denominator: Weighted Average Common Shares 1 Net Income Per Common Share Basic $ 13,056,359.00 Diluted: Numerator: Net Income $ 13,056,359 Denominator: Weighted Average Common Shares 1 Series E Convertible Preferred Stock Warrants Employee Stock Options Denominator for Diluted Calculation 1 Net Income Per Common Share Diluted $ 13,056,359.00 On March 30, 2016, the Company effected a reverse stock split of the Company’s common stock whereby each thirty-five shares of common stock were replaced with one share of common stock (with no fractional shares issued). On September 16, 2016, the Company effected another reverse stock split of the Company’s common stock whereby each eighty shares of common stock were replaced with one share of common stock (with no fractional shares issued). The par value and the number of authorized shares of the common stock were not adjusted. All common share and per share amounts for all periods presented in these financial statements have been adjusted retroactively to reflect these reverse stock splits. The quantity of Series E Preferred Stock and all warrants and employee and other options were not included in the reverse stock split and their outstanding quantities have not been adjusted. However, the conversion and exchange ratios were adjusted for the effect of the reverse stock splits such that upon conversion each 168,000 shares of Series E Preferred Stock will now be converted into four shares of common stock and each 168,000 of Class A, Class B, Series B, common warrants and options will now be exercisable into one share of common stock. The Series D and 2015 Subordination Warrants conversion ratio has been adjusted such that each 2,800 of the Series D and Subordination Warrants will now be exercisable into one share of common stock. The Series G, Series H and 2016 Subordination Warrants conversion ratio has been adjusted such that each 80 of the Series G, Series H and 2016 Subordination Warrants will now be exercisable into one share of common stock (see NOTE 10 WARRANTS). On December 28, 2016, the Company effected another reverse stock split of the Company’s common stock whereby each three hundred shares of common stock was replaced with one share of common stock (with no fractional shares issued). The par value of the common stock was not adjusted, but the number of authorized shares of the common stock was increased to 1.5 billion. All common share and per share amounts for all periods presented in these financial statements have been adjusted retroactively to reflect the reverse stock split. The quantity of Series E Preferred Stock, Common Warrants, Class A, Class B, Series A, Series B, Series C Warrants, Series D and Subordination warrants as well as employee and other options were not included in the reverse stock split and their outstanding quantities have not been adjusted. However, the conversion and exchange ratios were adjusted for the cumulative effect of all reverse stock splits such that upon conversion each 12.6 million shares of Series E Preferred Stock will now be converted into one share of common stock and upon exercise each 50.4 million Common, Class A, Class B, Series A, Series B and Series C Warrants or options will now be converted into one share of common stock. The Series D and Subordination Warrants conversion ratio has been adjusted such that upon exercise each 840,000 of the Series D and Subordination Warrants will now be converted into one share of common stock (see NOTE 11 WARRANTS). Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820 defines fair value, establishes a framework for measuring fair value under GAAP and enhances disclosures about fair value measurements. Fair value is defined under FASB ASC 820 as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value under FASB ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on three levels of inputs, with the first two inputs considered observable and the last input considered unobservable, that may be used to measure fair value as follows: • Level one • Level two • Level three Determining which category an asset or liability falls within the hierarchy requires significant judgment. The Company evaluates its hierarchy disclosures each quarter. The Company issued certain common stock warrants, employee stock options and convertible notes that are required to be recorded at fair value measured at the transaction date. In addition, certain other warrants to purchase common stock and convertible notes qualify as derivative liabilities and are therefore required to be recorded at fair value measured at the transaction date and again at each reporting period end. The fair value of these warrants and conversion was determined using estimates and assumptions that are not readily available in public markets and the Company has designated this liability as Level 3. The assumptions used for the fair value calculation as well as the changes in the value of the derivative liability are shown in NOTE 11 DERIVATIVE LIABILITY. The Company accounts for derivative instruments under the provisions of ASC 815 Derivatives and Hedging From time to time, new accounting pronouncements are issued by the FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption. In February 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-02 Leases In July 2015, the FASB issued ASU 2015-11 Simplifying the Measurement of Inventory In April 2015, the FASB issued ASU No. 2015-03 Interest Imputation of Interest, Simplifying the Presentation of Debt Issuance Cost. In August 2014, the FASB issued ASU No. 2014-15 Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern In May 2014, the FASB issued ASU No. 2014-09 Revenue from Contracts with Custo | NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES These financial statements have been prepared to reflect the financial position, results of operations and cash flows of the Company and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). On December 11, 2015, the Company effected a reverse stock split of the Company’s common stock whereby each sixty shares of common stock was replaced with one share of common stock 0.001 0.0001 the conversion and exchange ratios were adjusted as a result of the reverse stock split such that upon conversion each 60 shares of Series E Preferred Stock will be converted into four shares of common stock and upon exercise each 60 warrants or options will be converted into one share of common stock. On March 30, 2016, the Company effected another reverse stock split of the Company’s common stock whereby each thirty-five shares of common stock was replaced with one share of common stock 2,100 2,100 35 On September 16, 2016, the Company effected another reverse stock split of the Company’s common stock whereby each eighty shares of common stock was replaced with one share of common stock (with no fractional shares issued). The par value and the number of authorized shares of the common stock were not adjusted. All common share and per share amounts for all periods presented in these financial statements have been adjusted retroactively to reflect the reverse stock split. The quantity of Series E Preferred Stock, Common Warrants, Class A, Class B, Series A, Series B, Series C Warrants, Series D and Subordination warrants as well as employee and other options were not included in the reverse stock split and their outstanding quantities have not been adjusted. However, the conversion and exchange ratios were adjusted for the cumulative effect of all reverse stock splits such that upon conversion each 42,000 On December 28, 2016, the Company effected another reverse stock split of the Company’s common stock whereby each three hundred shares of common stock was replaced with one share of common stock (with no fractional shares issued). The par value of the common stock was not adjusted, but the number of authorized shares of the common stock was increased to 1.5 12.6 50.4 840,000 Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and the accompanying notes. Such estimates include the warranty reserve, accounts receivable and inventory reserves, intangible assets and other long lived assets, legal and regulatory contingencies, income taxes, share based arrangements, the derivative liability and others. These estimates and assumptions are based on management’s best estimates and judgments. Actual amounts and results could differ from those estimates. The Company considers highly liquid investments with insignificant interest rate risk and original maturities to the Company of three months or less to be cash equivalents. Cash equivalents consist primarily of interest and non-interest bearing bank accounts held in checking, savings and money market accounts. These assets are generally available on a daily or weekly basis and are highly liquid in nature. If the balances are greater than $ 250,000 Cash and cash equivalents that are restricted as to withdrawal or use under the terms of certain contractual agreements are recorded as restricted cash on our balance sheet. On December 30, 2015, the Company entered into a Securities Purchase Agreement pursuant to which the Company issued $ 22.1 18.4 4.6 13.8 Accounts receivable are generated from the sale of single use diagnostic test cartridges to end users in the United States and to a network of distributors outside the United States. These accounts receivable are recorded at the invoiced amount, net of allowances for doubtful amounts. The Company routinely reviews outstanding accounts receivable balances for estimated uncollectible accounts and establishes or adjusts the allowances for doubtful accounts receivable using the specific identification method and records a reserve for amounts not expected to be fully recovered. Actual balances are not applied against the reserve until substantially all collection efforts have been exhausted. The Company does not have customer acceptance provisions, but it does provide its customers a limited right of return for defective diagnostic test cartridges. The allowance for doubtful accounts at December 31, 2015 and 2014 was $ 16,892 5,482 Inventories are stated at the lower of cost or market with cost determined according to the average cost method. Manufactured inventory consists of raw material, direct labor and manufacturing overhead cost components. The Company reviews the components of its inventory on a regular basis for excess and obsolete inventory and makes appropriate adjustments when necessary. December 31, 2015 2014 Raw materials $ 758,870 $ 360,019 Work-in-process 277,827 91,153 Finished goods 96,445 5,922 Total inventories $ 1,133,142 $ 457,094 Property and equipment is recorded at cost and depreciated over the estimated useful lives of the assets (which range from three to ten years) using the straight-line method. Amortization of leasehold improvements is computed on the straight-line method over the shorter of the lease term or estimated useful lives of the assets. The analyzers that the Company manufactures and retains title over are placed with customers and are recorded in property and equipment under “Analyzers.” The materials used for the manufacture of the analyzers are recorded in property and equipment under “Construction in progress.” Major renewals and betterments are capitalized and depreciated over their estimated useful lives while minor expenditures for maintenance and minor repairs are charged to operations as incurred. The Company classifies assets to be sold as assets held for sale when (i) Company management has approved and commits to a plan to sell the asset, (ii) the asset is available for immediate sale in its present condition and is ready for sale, (iii) an active program to locate a buyer and other actions required to sell the asset have been initiated, (iv) the sale of the asset is probable, (v) the asset is being actively marketed for sale at a price that is reasonable in relation to its current fair value, and (vi) it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. Assets classified as held for sale are recorded at the lower of the carrying amount or fair value less the cost to sell and are a component of prepaid and other current assets in the balance sheets. The Company did not have any assets classified as held for sale as of December 31, 2015 and 2014. The Company records its intangible assets at cost which consist of two licensing and royalty agreements for certain intellectual property rights used in the development and manufacture of our products. These intangible assets are being amortized over an estimated useful life of seven years from the date that the technology licenses became effective. As of December 31, 2015 and 2014, intangible assets totaled $ 600,000 480,829 383,420 97,407 117,445 Years ended December 31, 2016 $ 76,580 2017 42,591 Total estimated amortization expense $ 119,171 Long-lived tangible assets, including property and equipment, and definite-lived intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. The Company regularly evaluates whether events or circumstances have occurred that indicate possible impairment and relies on a number of factors, including expected future operating results, business plans, economic projections, and anticipated future cash flows. The Company uses an estimate of the future undiscounted net cash flows and comparisons to like-kind assets, as appropriate, of the related asset over the remaining life in measuring whether the assets are recoverable. Measurement of the amount of impairment, if any, is based upon the difference between the asset’s carrying value and estimated fair value. Fair value is determined through various valuation techniques, including cost-based, market and income approaches as considered necessary. The Company accounts for derivative instruments under the provisions of ASC 815 Derivatives and Hedging The Company measures at fair value certain of its financial and non-financial assets and liabilities by using a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Fair value is 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, essentially an exit price, based on the highest and best use of the asset or liability. The levels of the fair value hierarchy are: Level 1 Quoted market prices in active markets for identical assets or liabilities; Level 2 Significant other observable inputs (e.g. quoted prices for similar items in active markets, quoted prices for identical or similar items in markets that are not active, inputs other than quoted prices that are observable, such as interest rate and yield curves, and market-corroborated inputs); and Level 3 Unobservable inputs in which there is little or no market data, which require the reporting unit to develop its own assumptions. Fair Value Measurements at December 31, 2015 Description Level 1 Level 2 Level 3 Total Derivative liability Common stock warrants $ $ $ 26,592,532 $ 26,592,532 Convertible notes payable $ $ $ 16,588,940 $ 16,588,940 Total derivative liability $ $ $ 43,181,472 $ 43,181,472 Fair Value Measurements at December 31, 2014 Description Level 1 Level 2 Level 3 Total Derivative liability Common stock warrants $ $ $ 9,998,636 $ 9,998,636 Total derivative liability $ $ $ 9,998,636 $ 9,998,636 The internal models used to determine fair value for these Level 3 instruments use certain significant unobservable inputs and their use requires determination of relevant inputs and assumptions. Accordingly, changes in these unobservable inputs may have a significant impact on fair value. Such inputs include risk free interest rate, expected average life, expected dividend yield, and expected volatility. These Level 3 liabilities would decrease (increase) in value based upon an increase (decrease) in risk free interest rate and expected dividend yield. Conversely, the fair value of these Level 3 liabilities would generally increase (decrease) in value if the expected average life or expected volatility were to increase (decrease). The Company derives its product revenue from the sale of single use diagnostic test cartridges sold through our dedicated sales force, except in the European Union where the Company sells through a network of distributors. Product revenue is recognized when all four of the following criteria are met: (1) persuasive evidence that an arrangement exists; (2) delivery of the products has occurred; (3) the selling price of the product is fixed or determinable; and (4) collectability of that price is reasonably assured. Change in title to the product and recognition of revenue from sales of diagnostic test cartridges occurs at the time of shipment. Shipping and handling fees and related freight costs and supplies for test kits are billed to customers. Additional costs associated with shipping products to customers are included as a component of cost of sales. Research and development costs are charged to operations as incurred. Research and development costs include, among other things, salaries and wages for research scientists and staff (including stock-based compensation), materials and supplies used in the development of new products, developing and validating the manufacturing process, costs for clinical trials, and costs for research and development facilities and equipment. The Company has accounted for stock-based compensation under the provisions of Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) 718, “Compensation Stock Compensation” . The Company’s financial instruments include cash and cash equivalents, accounts receivable, and accounts payable. The carrying amount of cash and cash equivalents, accounts receivable, and accounts payable approximate fair value because of their immediate or short-term maturities. All of the Company’s accounts receivable result from sales in the normal course of business to its customers primarily throughout the United States. The Company attempts to limit its credit risk by performing credit evaluations of new customers and maintaining adequate allowances for potential credit losses. As of December 31, 2015, 17 30 The Company’s customers consist of hospitals, clinics, laboratories and other healthcare providers in the United States, the European Union and New Zealand. For the year ended December 31, 2015, there were no customers that accounted for more than 10% of revenues. For the year ended December 31, 2014, 11% of revenues resulted from one customer who accounted for more than 10% of revenues. The Company accounts for income taxes under FASB ASC 740, “Income Taxes”. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Accounting standards require the consideration of a valuation allowance for deferred tax assets if it is “more likely than not” that some component or all of the benefits of deferred tax assets will not be realized. The tax effects from an uncertain tax position can be recognized in the financial statements only if the position is more likely than not of being sustained if the position were to be challenged by a taxing authority. The Company has examined the tax positions taken in its tax returns and determined that there are no uncertain tax positions. As a result, the Company has recorded no uncertain tax liabilities in its balance sheet. Basic loss per share (“EPS”) is computed by dividing net loss, less cumulative preferred stock dividends for the period, including undeclared or unpaid cumulative dividends (the numerator) by the weighted average number of common shares outstanding for the period (the denominator). Diluted EPS is computed by dividing net loss by the weighted average number of common shares and potential common shares outstanding (if dilutive) during each period. Potential common shares include convertible preferred stock, stock options and warrants. The number of potential common shares outstanding is computed using the treasury stock method. As the Company has incurred losses for the years ended December 31, 2015 and 2014, the potentially dilutive shares are anti-dilutive and are thus not added into the loss per share calculations. As of December 31, 2015 and 2014, there were 33 0 During 2015, the Company’s auditors identified a clerical error made by the Company during the preparation of the 2014 cash flow statement, wherein the amount for a certain fixed asset that was included in accounts payable had the sign inadvertently switched. The Company has corrected the presentation of the 2014 cash flows for this clerical item and in doing so, the statement of cash flows for 2014 was adjusted to increase net cash used in operating activities by $ 786,238 From time to time, new accounting pronouncements are issued by the FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption. In November 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2015-17, “Balance Sheet Classification of Deferred Taxes,” that requires companies to classify all deferred tax assets and liabilities, along with any valuation allowance, as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts. The guidance does not change the existing requirement that only permits offsetting within a jurisdiction. The ASU is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. Early adoption is permitted. During the fourth quarter of 2015, the Company elected early adoption of this standard as it improved the efficiency of the year end financial reporting process for income taxes and applied the changes retrospectively to all prior periods presented in its financial statements. In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory,” that simplifies the subsequent measurement of inventories by replacing the current lower of cost or market test with a lower of cost or net realizable value test. The ASU is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. Early adoption is permitted. The Company is still evaluating the impact this standard will have on its financial statements and related disclosures. In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs,” which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of debt discounts or premiums. The ASU is effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. During the year 2015, the Company elected early adoption of this standard and applied the changes in its financial statements and related disclosures. In August 2014, the FASB issued ASU No. 2014-15 Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes nearly all existing revenue recognition guidance under GAAP. The core principle is that a company should recognize revenue 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. ASU 2014-09 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 GAAP. The standard is effective for annual periods beginning after December 15, 2016, and interim periods therein, and shall be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. In April 2015, the FASB deferred the effective date of ASU 2014-09 to fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. The Company is currently in the process of determining the impact of adoption of the provisions of ASU 2014-09 on its financial statements and related disclosures. |
GOING CONCERN
GOING CONCERN | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Going Concern [Abstract] | ||
GOING CONCERN | NOTE 3 GOING CONCERN The Company’s condensed unaudited financial statements have been prepared on a going concern basis which contemplates the realization of assets and the liquidation of liabilities in the ordinary course of business. The Company has incurred substantial losses from operations and negative operating cash flows which raise substantial doubt about the Company’s ability to continue as a going concern. The Company sustained a net loss for the nine months ended September 30, 2016 of $83.0 million and a net loss for the year ended December 31, 2015 of $57.9 million, and has an accumulated deficit of $204.9 million as of September 30, 2016. We have limited liquidity and have not yet established a stabilized source of revenue sufficient to cover operating costs and development needs. Accordingly, our continuation as a going concern is dependent upon our ability to generate greater revenue through increased sales and/or our ability to raise additional funds through the capital markets. Whether and when the Company can attain profitability and positive cash flows from operations or obtain additional financing is uncertain. The Company has been able to obtain financing in order to fund its short term working capital and development needs. In February 2016, the Company obtained financing by completing a follow-on offering for net proceeds of $5.0 million. In May 2016, holders of the senior secured convertible notes issued in 2015 voluntarily agreed to remove restrictions on the Company’s use of $2.0 million previously funded to the Company and authorized the release of those funds from the restricted cash accounts of the Company. In June 2016, the Company obtained additional financing by completing another follow-on offering for net proceeds of $5.3 million. In July 2016, the Company issued additional senior secured convertible notes and received $68.0 million in total gross proceeds, of which $5.4 million in net proceeds was immediately available to the Company and $62.0 million was placed in restricted accounts. In September 2016, holders of the senior secured convertible notes issued in 2015 voluntarily agreed to remove restrictions on the Company’s use of $4.7 million previously funded to the Company and authorized the release of those funds from the restricted cash accounts of the Company. The Company has been able to obtain financing in the past to meet its short-term needs through private placements of convertible preferred securities, the sale and leaseback of equipment, an initial public offering (“IPO”), additional follow-on offerings, and convertible debt financings. The Company will continue to seek funding through the issuance of additional equity securities or debt financing, or a combination of the two. Any proceeds received from these items could provide the needed funds for continued operations and development programs. The Company can provide no assurance that it will be able to obtain sufficient additional financing that it needs to alleviate doubt about its ability to continue as a going concern. If the Company is able to obtain sufficient additional financing proceeds, the Company cannot be certain that this additional financing will be available on acceptable terms, if at all. To the extent the Company raises additional funds by issuing equity securities or convertible debt, the Company’s stockholders may experience significant dilution. Any debt financing, if available, may involve restrictive covenants that impact the Company’s ability to conduct business. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. If the Company is unable to obtain additional financings, the impact on the Company’s operations will be material and adverse. | NOTE 3 GOING CONCERN The Company’s financial statements have been prepared on a going concern basis which contemplates the realization of assets and the liquidation of liabilities in the ordinary course of business. The Company has incurred substantial losses from operations causing negative working capital and negative operating cash flows, which raise substantial doubt about the Company’s ability to continue as a going concern. The Company sustained a net loss for the year ended December 31, 2015 of $57,899,169 and a net loss for the year ended December 31, 2014 of $21,727,818, and has an accumulated deficit of $121,903,865 as of December 31, 2015. The Company intends to develop its products and expand its customer base, but does not have sufficient realized revenues or operating cash flows in order to finance these activities internally. As a result, the Company intends to seek financing in order to fund its working capital and development needs. The Company has been able to meet its short-term needs through private placements of convertible preferred securities, an initial public offering (“IPO”), a secondary public offering, convertible debt financing and the sale and leaseback of analyzers used to report test results. The Company will continue to seek funding through the issuance of additional equity securities, debt financing, the sale and leaseback of analyzers, or a combination of these items. Any proceeds received from these items could provide the needed funds for continued operations and development programs. The Company can provide no assurance that it will be able to obtain sufficient additional financing that it needs to alleviate doubt about its ability to continue as a going concern. If the Company is able to obtain sufficient additional financing proceeds, the Company cannot be certain that this additional financing will be available on acceptable terms, if at all. To the extent the Company raises additional funds by issuing equity securities, the Company’s stockholders may experience significant dilution. Any debt financing, if available, may involve restrictive covenants that impact the Company’s ability to conduct business. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. If the Company is unable to obtain additional financings, the impact on the Company’s operations will be material and adverse. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 4 PROPERTY AND EQUIPMENT December 31, 2015 2014 Construction in progress $ 680,679 $ 1,133,654 Analyzers 5,045,481 1,139,352 Computers and office equipment 462,441 290,754 Machinery and equipment 2,372,558 1,060,993 Leasehold improvements 393,271 366,945 Furniture and fixtures 72,618 16,145 Equipment under capital lease 2,148,476 2,148,476 11,175,522 6,156,319 Less: accumulated depreciation and amortization (3,433,531 ) (1,918,852 ) Total property and equipment, net $ 7,741,991 $ 4,237,467 The total expense for depreciation of fixed assets and amortization of leasehold improvements was $1,514,679 and $1,040,531 for the years ended December 31, 2015 and 2014, respectively. Of this amount $1,199,183 and $601,947 was for depreciation of equipment under capital leases for the year ended December 31, 2015 and 2014, respectively. |
ACCRUED EXPENSES
ACCRUED EXPENSES | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES | NOTE 5 ACCRUED EXPENSES December 31, 2015 2014 Accrued payroll $ 1,094,666 $ 421,645 Royalties 75,642 166,540 Accrued interest 44,291 Accrued property and use tax 10,905 10,905 Other 87,645 13,269 Total accrued liabilities $ 1,313,149 $ 612,359 |
LEASE COMMITMENTS
LEASE COMMITMENTS | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | ||
LEASE COMMITMENTS | NOTE 4 LEASE COMMITMENTS Capital Leases The Company has entered into two lease agreements for the sale-leaseback of molecular diagnostic analyzers. The first agreement was entered into in November 2013 and provided for the sale of 125 molecular diagnostic analyzers for a sales price of $2,500,000, which are being leased back for a base period of thirty-six monthly payments of $74,875. The second agreement was entered into in April 2014 for the sale of 75 molecular diagnostic analyzers for a sales price of $1,500,000, which are being leased back for a base period of twenty-four monthly payments of $64,665. At the end of each lease term, the leases shall automatically renew for twelve additional months unless certain conditions are met. As such, the Company is amortizing the capital lease over a forty-eight month period for the first agreement and a thirty-six month period for the second agreement. The leases are accounted for as a capital lease sale-leaseback transaction in accordance with ASC 840, “Leases”. In July 2016, the Company entered into a lease agreement for equipment in the amount of $80,138 with monthly payments of $1,543 over a 5 year period. The lease contains a bargain purchase option at the end of the lease and accordingly the lease is accounted for as a capital lease in accordance with ASC 840, “Leases”. Operating Leases The Company leases approximately 35,540 square feet of office space located in Salt Lake City, Utah for use as the executive offices and labs. Base rent payments due under the lease are expected to be approximately $3,472,875 in the aggregate over the term of the lease of 65 months that began on December 1, 2015. The Company also leases approximately 33,000 square feet of building space at another location in Salt Lake City, Utah for use primarily as manufacturing space and labs. Base rent payments due under these leases total $21,226 per month. The leases expire on April 30, 2017. The Company also leases certain office equipment such as copiers and printers under operating lease agreements that expire at various dates. Amounts charged to expense under operating leases were $237,376 and $66,514 for the three months ended September 30, 2016 and 2015, respectively and $640,741 and $210,416 for the nine months ended September 30, 2016 and 2015, respectively. | NOTE 6 LEASE COMMITMENTS Capital Leases The Company has entered into two lease agreements for the sale-leaseback of molecular diagnostic analyzers. The first agreement was entered into in November 2013 and provided for the sale of 125 molecular diagnostic analyzers for a sales price of $2,500,000, which are being leased back for a base period of thirty-six monthly payments of $74,875. The second agreement was entered into in April 2014 for the sale of 75 molecular diagnostic analyzers for a sales price of $1,500,000, which are being leased back for a base period of twenty-four monthly payments of $64,665. At the end of each lease term, the leases shall automatically renew for twelve additional months at the current monthly rate unless the Company gives written notice 150 days prior to the end of the lease. If timely notice is given the Company shall have the opportunity to: 1) repurchase the analyzers for a negotiated purchase price, not to exceed forty percent of their original cost; or 2) terminate the lease, return the property and enter into a new lease with new property that replaces the property of the old lease. Both the Company and the lessor shall have the right to reject any terms of option 1 or 2 and if rejected, the 12 month extension shall apply. As such, the Company is amortizing the capital lease over a forty-eight month period for the first agreement and a thirty-six month period for the second agreement. The second agreement also has a rewrite clause wherein the leasing company agrees to use its commercially best efforts to rewrite the lease agreement at more favorable terms when the Company raises sufficient capital to cover current and future expenses for a minimum of 12 months. The Company’s obligations under the lease agreements are secured by a $500,000 letter of credit. The Letter of Credit was issued by a bank at the behest of a non-profit foundation and Spring Forth Investments LLC both of which are related parties through Mr. David Spafford, a director of the Company. The Company is obligated to reimburse the non-profit foundation and Spring Forth Investments LLC for any draws made under the Letter of Credit. The lease agreement is also secured by personal guarantees from Mr. Ryan Ashton, the Chief Executive Officer of the Company, and Mr. Spafford (See Note 14 RELATED PARTY TRANSACTIONS). The lease is accounted for as a capital lease sale-leaseback transaction in accordance with ASC 840, “Leases”. Years ended December 31, 2016 $ 1,694,006 2017 923,908 Total capital lease payments 2,617,914 Less amount representing interest (461,078 ) Total future minimum lease payments 2,156,836 Less current portion of capital leases (1,305,426 ) Long term portion of capital leases $ 851,410 Operating leases The Company leases approximately 33,000 square feet of building space located in Salt Lake City, Utah pursuant to two lease agreements totaling $21,226 in base rent per month. The leases expire on April 30, 2016 and each have two options, with each option for a three year renewal period. We also lease approximately 13,399 square feet of office space located at another location in Salt Lake City, Utah for use as our executive offices and labs. Base rent payments due under the lease are expected to be approximately $1,231,526 in the aggregate over the term of the lease of 65 months beginning on December 1, 2015. While the tenant improvements are being completed, we are leasing temporary office space in the same building on a monthly basis for base rent of $8,437 per month. The Company also leases certain office equipment such as copiers and printers under operating lease agreements that expire at various dates. Amounts charged to expense under operating leases were $279,296 and $293,773 for the years ended December 31, 2015 and 2014, respectively. Years ended December 31, 2016 $ 355,797 2017 246,255 2018 252,092 2019 259,132 2020 266,455 Total operating lease commitments $ 1,379,731 |
NOTES PAYABLE
NOTES PAYABLE | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Debt Disclosure [Abstract] | ||
NOTES PAYABLE | NOTE 5 NOTES PAYABLE The Company purchased certain machinery and equipment under two note payable agreements in January and February 2013. During the nine months ended September 30, 2016, both notes were extinguished by making the final payments on the notes in the amount of $5,693. | NOTE 7 NOTES PAYABLE The Company purchased certain machinery and equipment under two note payable agreements which consist of the following as of December 31, 2015 and 2014: December 31, 2015 2014 Note payable, 15.2% interest, monthly payments of $1,328, due February 6, 2016, secured by equipment $ 2,607 $ 16,938 Note payable, 10.0% interest, monthly payments of $3,161, due January 1, 2016, secured by equipment 3,086 38,749 Total notes payable 5,693 55,687 Less: current portion of notes payable (5,693 ) (49,994 ) Long term portion of notes payable $ $ 5,693 |
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Debt Disclosure [Abstract] | ||
CONVERTIBLE NOTES PAYABLE | NOTE 6 CONVERTIBLE NOTES PAYABLE December 2015 Transaction On December 30, 2015, the Company entered into a Securities Purchase Agreement (“SPA”) with certain investors pursuant to which it agreed to issue $22.1 million in senior secured convertible notes (“2015 Notes”) and Series D Warrants (further described below). $20 million of the 2015 Notes were issued for cash proceeds totaling $18.4 million with an original issue discount in the amount of $1.6 million which is equal to sixteen (16) months of simple interest at a rate of six percent (6.0%) per annum on the aggregate principal of the 2015 Notes (assuming, that the entire aggregate original principal amount remains outstanding through the maturity date). $2.1 million of the 2015 Notes were issued to extinguish 1,050,000 outstanding Series C Warrants at an extinguishment value of $2.00 per warrant. The 2015 Notes are senior secured obligations of the Company and will rank senior to all outstanding and future indebtedness of the Company. They are secured by a first priority perfected security interest (subject to permitted liens as defined in the 2015 Notes) in all of the current and future assets of the Company. The 2015 Notes contain standard and customary events of default and the entire principal balance is subject to the default and redemption provisions contained in the 2015 Notes, regardless of whether or not any of the proceeds have been released from the Company’s restricted accounts. In connection with the issuance of the 2015 Notes under the SPA, the Company issued Series D Warrants (the “Series D Warrants”), exercisable to acquire 8 shares of Common Stock and Subordination Warrants (the “2015 Subordination Warrants”), exercisable to acquire 2 shares of Common Stock, both which are subject to a one time adjustment on December 31, 2016 under the terms of the Series D and 2015 Subordination Warrants (see NOTE 10 WARRANTS). Each Series D and 2015 Subordination Warrant became exercisable by the holder beginning six months after December 30, 2015 and continues for a period five years thereafter. The Series D and 2015 Subordination Warrants have a provision that adjusts the exercise price upon certain dilutive events. As of September 30, 2016, pursuant to the terms of the warrant agreement, the exercise price of the Series D and 2015 Subordination Warrants has been adjusted such that the exercise of 840,000 warrants with an aggregate exercise price of $37,920 will result in the issuance of one share of common stock. The Company has agreed to make amortization payments with respect to the 2015 Notes in twelve (12) equal installments beginning four (4) months after the original date of issuance of December 30, 2015 (each, an “Installment Date”). On each installment date, assuming certain equity conditions are met, the installment payment shall automatically be converted into shares of Common Stock at a conversion rate defined in the agreement. As of April 29, 2016, the Company was not able to bring a registration statement covering the resale of the shares of common stock issuable under the terms of the 2015 Notes effective and therefore did not satisfy the equity conditions under the 2015 Notes to permit settlement of installment payments through conversion into shares of common stock. The holders of the 2015 Notes deferred the three installment payments due on April 29, 2016, May 31, 2016 and June 30, 2016, respectively to the installment payment with a due date of July 29, 2016. During the three months ended September 30, 2016, approximately $8.0 million of installment payments (through the conversion into 7,065 shares of common stock) were made bringing the principal note balance of the 2015 Notes down to approximately $14.1 million. Given the conversion feature is bifurcated from the host instrument, conversions are deemed to be extinguishments for accounting purposes and accordingly, a loss on extinguishment of debt in the amount of $17,292,463 was recognized during the three months ended September 30, 2016. Fair value of common stock issued $ 27,574,033 Less: 2015 Note principal extinguished 8,003,121 Debt discount related to extinguished 2015 Note (2,508,882 ) Derivative liability extinguished 4,787,331 Loss on extinguishment of debt $ 17,292,463 Under the terms of the 2015 Notes, at closing the Company received an initial tranche of $4.6 million for immediate use for general corporate purposes. The remaining cash proceeds of $13.8 million was held in restricted accounts to be released to the Company from the Company’s restricted accounts in subsequent equal tranches subject to certain equity conditions. In May 2016 and August 2016, the holders of the 2015 Notes voluntarily removed restrictions on the Company’s use of an aggregate of $2.0 million and $4.7 million, respectively, that was previously funded to the Company and authorized the release of those funds from the restricted cash accounts of the Company. As of September 30, 2016 the remaining cash in the amount of $7.1 million is still being held in a restricted account and will be released to the Company subject to certain equity conditions. As of September 30, 2016, the 2015 Notes are convertible at the option of the holder at $37,920 per share. The Company has a conversion right related to the required installment payments where the Company can convert the installment payments at the lower of 80% of the arithmetic average of the lower of: (A) the 3 lowest volume weighted average price (VWAP) days in the prior 20 days or (B) the VWAP of the common stock on the trading day preceding the applicable date of determination. Both the conversion right of the holder and the Company is subject to a reset clause if the Company issues or sells common stock at a lower price than the applicable conversion rate at such time with both conversion features being subject to a $0.20 floor. At September 30, 2016, the most advantageous conversion term is a conversion price of $561.00 which would convert the remaining principal of the 2015 Note into 25,158 shares of common stock. The Company determined the conversion feature in the 2015 Notes represents an embedded derivative that requires bifurcation due to the ratchet provision described above related to the conversion feature. The provisions in the Series D Warrants also require the Company to account for the warrants as derivative liabilities. The original issue discount, the fair value of the embedded conversion feature, the fair value of the Series D Warrants and the debt issuance costs are all together considered the debt discount. The Company recorded a debt discount in the amount of $20 million which is being amortized over the life of the 2015 Notes using the effective interest method. For the nine months ended September 30, 2016, $14,950,080 of the debt discount had been amortized to interest expense and $2,508,882 of the debt discount has been extinguished through the conversions during the period. Convertible notes payable, principal $ 14,096,879 Debt discounts (2,541,038 ) Net convertible note payable 11,555,841 Less current portion (11,555,841 ) Convertible notes payable, long term $ July 2016 Transaction On July 1, 2016, the Company entered into a Securities Purchase Agreement (“July SPA”) with certain investors pursuant to which it agreed to issue $75 million in senior secured convertible notes (“2016 Notes”) and Series H Warrants (further described below). The 2016 Notes were originally convertible into 1,563 shares of Common Stock at a price equal to $48,000.00 per share, subject to adjustment for certain dilutive events. The 2016 Notes were issued for cash proceeds totaling $68.0 million with an original issue discount in the amount of $7.0 million with no stated interest rate. The 2016 Notes are senior secured obligations of the Company and will rank senior to all outstanding and future indebtedness of the Company. They are secured by a first priority perfected security interest (subject to the priority interest of the 2015 Notes and permitted liens as defined in the 2016 Notes) in all of the current and future assets of the Company. The 2016 Notes contain standard and customary events of default and the entire principal balance is subject to the default and redemption provisions contained in the 2016 Notes, regardless of whether or not any of the proceeds have been released from the Company’s restricted accounts. In connection with the issuance of the 2016 Notes under the July SPA, the Company issued Series H Warrants (the “Series H Warrants”), exercisable to acquire 2,344 shares of Common Stock and Subordination Warrants (the “2016 Subordination Warrants”), exercisable to acquire 71 shares of Common Stock (see NOTE 10 WARRANTS). The Series H and 2016 Subordination Warrants become exercisable by the holder beginning six months after July 1, 2016 and continues for a period five years thereafter. The Series H and 2016 Subordination Warrants also have a provision that adjusts the exercise price upon certain dilutive events. As of September 30, 2016, pursuant to the terms of the warrant agreement, the exercise price of the Series H and 2016 Subordination Warrants are such that the exercise of 24,000 warrants with an aggregate exercise price of $49,920.00 will result in the issuance of one share of common stock. The Company has agreed to make amortization payments with respect to the 2016 Notes in fifteen (15) equal installments beginning January 30, 2017. On each installment date, assuming certain equity conditions are met, the installment payment shall automatically be converted into shares of Common Stock at a conversion rate defined in the agreement. Under the terms of the 2016 Notes, at closing the Company received an initial tranche of $6.0 million for immediate use for general corporate purposes. The remaining cash proceeds of $62 million are being held in restricted accounts and will be released to the Company from the restricted accounts in subsequent equal tranches subject to certain equity conditions. As of September 30, 2016, the remaining cash in the amount of $62.0 million is still being held in restricted accounts and will be released to the Company subject to certain equity conditions and the terms of the 2016 Notes. As of September 30, 2016, the 2016 Notes are convertible at the option of the holder at $48,000.00 per share. The Company has a conversion right related to the required installment payments where the Company can convert the installments payments (subject to a floor of $1.00) at: (a) the prevailing holder conversion price; (b) 80% of the arithmetic average of the 3 lowest volume weighted average price (VWAP) days in the prior 20 days; and (c) the weighted average value of the common stock on the trading day preceding the installment payment date. Both the conversion right of the holder and the Company is subject to a reset clause if the Company issues or sells common stock at a lower price than the applicable conversion rate at such time (not subject to the $1.00 floor). At September 30, 2016, the most advantageous conversion term is a conversion price of $561.00 which would convert the note into 133,848 shares of common stock. The Company determined the conversion feature in the Notes represents an embedded derivative that requires bifurcation due to the ratchet provision described above related to the conversion feature. The provisions in the Series H and 2016 Subordination Warrants also require the Company to account for the warrants as derivative liabilities. The original issue discount, the fair value of the embedded conversion feature, the fair value of the Series H and 2016 Subordination Warrants and the debt issuance costs are all together considered the debt discount. The Company recorded a debt discount in the amount of $75.0 million which is being amortized over the life of the note using the effective interest method. For the three months ended September 30, 2016, $15,532,228 of the debt discount had been amortized to interest expense. Convertible notes payable, principal $ 75,000,000 Debt discounts (59,467,772 ) Net convertible note payable 15,532,228 Less current portion (15,532,228 ) Convertible notes payable, long term $ The fair values of the derivative embedded conversion feature and derivative Series H warrants (including the 2016 Subordination Warrants) were approximately $80.6 million and $101.6 million, respectively (see NOTE 11 DERIVATIVE LIABILITIES). The derivative amounts in excess of proceeds received on the 2016 Notes was approximately $119.2 million which was recognized as a day one cost of capital and accordingly charged to interest expense during the three months ended September 30, 2016. | NOTE 8 CONVERTIBLE NOTES PAYABLE On December 30, 2015, the Company entered into a Securities Purchase Agreement (“SPA”) with certain investors pursuant to which it agreed to issue $22.1 million in senior secured convertible notes (“Notes”) and Series D Warrants (further described below). The Notes are convertible into 15 shares of Common Stock at a price equal to $1,554,000 per share, subject to adjustment for certain dilutive events and currently subject to a 19.9% cap as described below. $20 million of the notes were issued for cash proceeds totaling $18.4 million with an original issue discount in the amount of $1.6 million which is equal to sixteen (16) months of simple interest at a rate of six percent (6.0%) per annum on the aggregate principal of the Notes (assuming, that the entire aggregate original principal amount remains outstanding through the maturity date). $2.1 million of the Notes were issued to extinguish 1,050,000 outstanding Series C Warrants at an extinguish value of $2.00 per warrant. The Notes are senior secured obligations of the Company and will rank senior to all outstanding and future indebtedness of the Company. They will be secured by a first priority perfected security interest (subject to permitted liens as defined in the Notes) in all of the current and future assets of the Company. The Notes contain standard and customary events of default and the entire principal balance is subject to the default and redemption provisions contained in the Notes, regardless of whether or not any of the proceeds have been released from the Company’s restricted accounts. The Notes also have a provision that the Company is required to reserve at least 120,000,000 shares of authorized and unissued common stock for issuance pursuant to the Notes and associated Series D warrants. In connection with the issuance of the Notes under the SPA, the Company issued Series D Warrants (the “Series D Warrants”), exercisable to acquire 8 shares of Common Stock, subject to a one time adjustment on December 31, 2016 under the terms of the Series D Warrants (see NOTE 11 WARRANTS). Each Series D Warrant is exercisable by the holder beginning six months after December 30, 2015 and continuing for a period five years thereafter. Each Series D Warrant was exercisable initially at $1,554,000 per share of common stock, subject to adjustments for certain dilutive events and subject to an exercise price floor equal to $1.16 per share. The Company has agreed to make amortization payments with respect to the Notes in twelve (12) equal installments beginning four (4) months after the original date of issuance of December 30, 2015 (each, an “Installment Date”). On each installment date, assuming certain equity conditions are met, the installment payment shall automatically be converted into shares of Common Stock at (i) at 80% of the five day volume weighted average price of the common stock for the first four payments and (ii) at 85% of the five day volume weighted average price of the common stock for the last 8 payments with both conversion rates being subject to a floor conversion price of $0.20. Under the terms of the Notes, at closing the Company received an initial tranche of $4.6 million for immediate use for general corporate purposes. The remaining cash proceeds of $13.8 million are being held in a restricted account and will be released to the Company from the Company’s restricted accounts in subsequent equal tranches subject to certain equity conditions and the following terms and conditions: (1) 25% will be released 30 trading days following the later of (i) the “Control Account Release Eligibility Date” and (ii) the first installment date under the Note, (2) 25% will be released 90 trading days following the Control Account Release Eligibility Date and (3) 25% will be released 120 trading days following the Control Account Release Eligibility Date. “Control Account Release Eligibility Date” means the later of (x) the date the Company obtains the required stockholder approval of the issuance of the shares of common stock upon conversion of the notes pursuant to the rules of the NASDAQ Stock Market and (y) the earlier of (I) the date a resale registration statement registering all of the shares of Common Stock issuable upon conversion of the Notes and (II) the initial date the shares of Common Stock issuable upon conversion of the Notes may be freely sold by a non-affiliate of the Company pursuant to Rule 144 of the Securities Act of 1933, as amended (the “Securities Act”). If shareholder approval is not obtained the Notes will go into default and restricted cash will not be released. The dilutive events that provide for the adjustment of the conversion price of the Notes and the exercise price of the Series D Warrants relate to any transaction in which the Company issues or is deemed to have issued shares of common stock for consideration per share less than the conversion price then in effect. The issuance of shares of common stock upon conversion of the Notes is subject to the rules of the NASDAQ Capital Market which requires an initial cap of 19.9% of the Company’s issued and outstanding shares of common stock on December 30, 2015 unless and until the Company’s stockholders approve removal of the cap. Further, the current exercise price floor of $1.16 on the exercise price of the Series D Warrants is subject to removal upon approval of the Company’s stockholders at which point the exercise price of the Series D Warrants will automatically reset pursuant to its anti-dilution provisions as if the exercise price floor was not applicable since the issuance of the Series D Warrants. Convertible Notes of $20 Million Issued for Cash $20 million of the Notes were issued for cash proceeds of $18.4 million with an original issue discount in the amount of $1.6 million. In addition the Company incurred debt issuance costs in the amount of $568,685. The conversion feature in the Notes represents an embedded derivative that requires bifurcation due to the ratchet provision described above related to the conversion feature. The provisions in the Series D Warrants also require the Company to account for the warrants as derivative liabilities. The original issue discount, the fair value of the embedded conversion feature, the fair value of the Series D Warrants and the debt issuance costs are all together considered the debt discount. Any excess of the total debt discount and the face value of the convertible notes are recorded to interest expense in the statement of operations. The initial fair value of the embedded conversion feature on the $20 million portion of the note was valued using a binomial model with Monte Carlo simulation, resulting in a fair value of $14,788,365. The initial fair value of the Series D Warrants related to the $20 million note was also valued using a binomial model with Monte Carlo simulation, resulting in a fair value of $13,637,132. The Company recorded a charge to interest expense in the amount of $10,594,182 in the statement of operations for the year ended December 31, 2015, representing the excess of the total debt discount over the face value of the convertible notes. The Company recorded a debt discount in the amount of $20 million which will be amortized over the life of the note using the effective interest method. As of December 31, 2015, $63,717 of the debt discount had been amortized to interest expense. Convertible Notes of $2.1 Million Issued for Series C Warrants $2.1 million of the Notes and related Series D Warrants were issued to extinguish 1,050,000 outstanding Series C Warrants. Since the Series C Warrants were derivative liabilities at the time of the transaction, the Company has accounted for this as an extinguishment of liabilities. Accordingly, all consideration issued to extinguish the liabilities were recorded at their fair value on the date of the extinguishment and the liabilities extinguished were removed at their carrying value. Since the liabilities extinguished were derivative liabilities, their carrying value is continuously adjusted to equal their fair value. The fair value of the Series C Warrants that were extinguished was calculated using the predetermined inputs to Black Scholes formula as defined in the Series C Warrant, resulting in a fair value of $2,340,240 for the extinguished warrants. The initial fair value of the embedded conversion feature on the $2.1 million portion of the Notes was valued using a binomial model with Monte Carlo simulation, resulting in a fair value of $1,865,729. The initial fair value of the Series D Warrants related to the $2.1 million note was also valued using a binomial model with Monte Carlo simulation, resulting in a fair value of $2,412,574. The host debt instrument’s fair value was deemed to be $2.1 million. The Company recorded a loss in the amount of $4,038,063 in its statement of operations for the year ended December 31, 2015, representing the excess of the consideration provided over the liability extinguished. Convertible notes payable, principal $ 22,100,000 Debt discounts (19,936,283 ) Net convertible note payable 2,163,717 Less current portion (1,638,717 ) Convertible notes payable, long term $ 525,000 |
NOTES PAYABLE - RELATED PARTY
NOTES PAYABLE - RELATED PARTY | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Debt Disclosure [Abstract] | ||
NOTES PAYABLE-RELATED PARTY | NOTE 7 NOTES PAYABLE RELATED PARTY In July 2014, the Company entered into a note agreement for $500,000 with Spring Forth Investments, LLC a company owned by Mr. David Spafford, a director. The original maturity date for the note was July 18, 2015, which was extended by the Company to July 18, 2016 by giving notice and paying an extension fee of $10,000. The note was again extended by the Company to July 18, 2017. The note pays interest at an annual rate of 20% and is paid monthly. The Company prepaid the last three months of interest for a total of $25,000 at the time of issuance of the note. As additional consideration for the note, the Company issued 4,000,000 Series D preferred stock units (which were separable into 4,000,000 shares of Series D preferred stock, 20,000 Class A warrants to purchase 1 share of common stock at $134,400 per share and 20,000 Class B warrants to purchase 1 share of common stock at $134,400 per share) at a value of $100,000 or $0.025 per unit. The 4,000,000 shares of Series D Preferred Stock were converted into 1 share of Common Stock. The Series D preferred stock units were accounted as a debt discount which has been fully amortized. | NOTE 9 NOTES PAYABLE RELATED PARTY In July 2014, the Company entered into a note agreement for $ 500,000 The original maturity date for the note was July 18, 2015 July 18, 2016 10,000 20 25,000 4,000,000 4,000,000 20,000 50.4 247,968,000 20,000 50.4 10,080,000 100,000 0.025 4,000,000 1 10,080,000,000 In February 2015, the Company entered into another loan agreement for $ 250,000 The loan had an interest rate of twelve percent ( 12 4,192 12,500 |
PREFERRED STOCK
PREFERRED STOCK | 9 Months Ended |
Sep. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
Preferred Stock | NOTE 8 PREFERRED STOCK The Company had 5,000,000 shares of preferred stock authorized at a par value of $0.001 per share as of September 30, 2016. As of September 30, 2016 there were 74,380 shares of Series E Preferred Stock issued and outstanding which are convertible at the option of the holders into 100 shares of common stock. During the nine months ended September 30, 2016, 13,967 shares of Series E Preferred Stock were converted into 1 share of common stock. |
COMMON STOCK
COMMON STOCK | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Common Stock | NOTE 9 COMMON STOCK The Company had 200,000,000 shares of common stock authorized at a par value of $0.0001 per share as of September 30, 2016. As of September 30, 2016 there were 8,456 shares of common stock issued and outstanding. The Company has reserved 120,000,000 of authorized but unissued shares of common stock for issuance pursuant to the two convertible notes and associated warrants. During the nine months ended September 30, 2016, the Company issued 64 shares of common stock pursuant to the cashless exercise of 5,091,815 Series C Warrants. During the nine months ended September 30, 2016, the Company issued 15 shares of common stock pursuant to the cash exercise of 121,540 Underwriter Unit Purchase Options at an exercise price of $11.00 for total proceeds of $1,335,950. Upon exercise of these options, 121,540 shares of Series E Convertible Preferred Stock were issued and immediately converted into 1 share of common stock and 972,320 Series C Warrants were issued and immediately exercised pursuant to the cashless exercise provision into 15 shares of common stock. During the nine months ended September 30, 2016, the Company issued 1 share of common stock pursuant to the conversion of 13,967 shares of Series E Convertible preferred stock (see NOTE 8 PREFERRED STOCK). On February 24, 2016, the Company completed a public offering of 39.2 million Units (the “February 2016 Unit Offering”). Each 840,000 units consisted of one share of common stock and 1,260,000 Series E Warrants. The Company received approximately $5.0 million of net proceeds. Pursuant to the sale of the units, the Company issued 47 shares of common stock and 58,800,000 Series E Warrants. Each 840,000 Series E Warrants were exercisable into one share of common stock at $210,000.00 per share. The Series E Warrants expire six years from the date of grant, were not exercisable for one year and which exercise was subject to a shareholder vote and an increase in the number of authorized shares of common stock the Company can issue. On April 7, 2016, the Company entered into certain warrant exchange agreements (the “Exchange Agreements”), each by and between the Company and a holder of its outstanding Series E Warrants, pursuant to which the Company and each such holder agreed to exchange outstanding Series E Warrants for shares of common stock of the Company. Pursuant to the Exchange Agreements, the Company issued 28 shares of common stock of the Company in exchange for the surrender by the holders to the Company of 58,800,000 Series E Warrants exercisable to acquire approximately 70 shares of common stock of the Company (representing an exchange ratio of one share of common stock for each 2.584 shares of common stock underlying the surrendered Series E Warrants). The surrendered Series E Warrants were immediately cancelled by the Company and there are not any Series E Warrants issued and outstanding. On June 1, 2016, the Company completed a public offering of 3,160,000 units (the “June 2016 Unit Offering”). Each 24,000 units consisted of one share of common stock and 24,000 Series G Warrants. The Company received approximately $5.3 million of net proceeds. Pursuant to the sale of the units, the Company issued 132 shares of common stock and 3,160,000 Series G Warrants. Each 24,000 Series G Warrants were initially exercisable into one share of common stock at $45,600.00 per share, subject to adjustments and expire five years from the date of grant. On July 11, 2016, the Company issued 4 shares of common stock pursuant to the exercise of 85,000 Series G Warrants for cash in the amount of $113,900 or $28,475.00 per share. During the three months ended, September 30, 2016, certain holders of the 2015 Notes submitted notices to accelerate previously deferred amortization payments under the 2015 Notes and convert the accelerated payments on the 2015 Notes into shares of the Company’s common stock pursuant to Section 3(a)(9) of the United States Securities Act of 1933, as amended (the “Conversions”). In connection with the Conversions, the Company issued 7,065 shares of common stock upon the conversion of $8,003,121 principal amount of 2015 Notes at a weighted average conversion price of $1,132.78 per share (see NOTE 6 CONVERTIBLE NOTES PAYABLE). In addition, the Company issued 1,037 shares of common stock in connection with a pre-installment notice for the conversion of the 2015 Notes for the installment period of October 31, 2016. |
COMMON AND PREFERRED STOCK
COMMON AND PREFERRED STOCK | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
COMMON AND PREFERRED STOCK | NOTE 10 COMMON AND PREFERRED STOCK Common Stock The Company had 200,000,000 and 50,000,000 shares of common stock authorized at a par value of $0.0001 per share as of December 31, 2015 and 2014, respectively. As of December 31, 2015 and 2014 there were 13 and 0 shares of common stock issued and outstanding, respectively. The Company has reserved 120,000,000 of authorized but unissued shares of common stock for issuance pursuant to the convertible notes and associated Series D Warrants. During the year ended December 31, 2014, the Company issued 1 share of common stock to Spring Forth Investments pursuant to the exercise of the conversion option of 9,250,000 shares of Series A preferred stock at a conversion ratio of 10,080,000,000 to 1 (see NOTE 14 RELATED PARTY TRANSACTIONS). The Company also issued 1 share of common stock to various unaffiliated investors upon the exercise of 158,000 of Class B warrants for cash proceeds of $31,600. In October 2014, the Company completed an IPO, whereby the Company sold 1 share of its common stock and 1,150,000 Series A Warrants, which were sold in units of one share of common stock for every 50.4 million units and one Series A Warrant at a public offering price of $7.00 per unit. Each Series A Warrant is exercisable for one share of common stock for every 50.4 million warrants and one Series B Warrant. In addition, the underwriter was granted 57,500 common warrants and also exercised its option to purchase 172,500 Series A Warrants each of which is exercisable for one share of common stock for every 50.4 million warrants. The shares began trading on the NASDAQ Capital Market on October 9, 2014. The aggregate net proceeds received by the Company from the offering were approximately $6.4 million, after deducting underwriting discounts and commissions and other estimated offering expenses payable by the Company. Upon the closing of the IPO, all outstanding shares of convertible preferred stock converted into 1 share of common stock. During the year ended December 31, 2015, the Company issued 1 share of common stock pursuant to the cash exercise of 1,074,082 Series A Warrants for total net proceeds of $2,252,020. In conjunction with the exercise of the Series A Warrants, 1,074,082 Series B Warrants to purchase shares of common stock were also issued. During the year ended December 31, 2015, the Company issued 1 share of common stock pursuant to the conversion of 2,650,403 shares of Series E Convertible preferred stock at a conversion ratio of 50.4 million preferred shares to 4 common shares. During the year ended December 31, 2015, the Company issued 1 share of common stock pursuant to the cashless exercise of both 508,641 Class A Warrants and 334,889 Class B Warrants. During the year ended December 31, 2015, the Company issued 13 shares of common stock pursuant to the exercise of 15,630,027 Series C Warrants. Of these, 13 shares of common stock were issued as a result of the cashless exercise of 15,246,027 Series C Warrants and 1 share of common stock were issued as a result of the cash exercise of 384,000 Series C Warrants for total net proceeds of $979,200. Preferred Stock The Company had 5,000,000 shares of preferred stock authorized at a par value of $0.001 per share as of December 31, 2015 and 2014. As of December 31, 2015 there are 88,347 shares of Series E Preferred Stock issued and outstanding. There were no shares of preferred stock outstanding as of December 31, 2014. The preferred stock may be issued from time to time by the board of directors as shares of one or more classes or series with authority to fix the designation and relative powers including voting powers, preferences, rights, qualifications, limitations, and restrictions relating to the shares of each class or series. During the year ended December 31, 2014 the Company issued 14,888,211 shares of Series C preferred stock for cash in the amount of $366,250 or $0.0246 per share. The Company also sold 285,566,560 shares of Series D preferred stock units for gross proceeds in the amount of $7,139,164 or $0.025 per unit and after deducting offering costs and expenses, the Company received $6,203,636 in net proceeds. The preferred stock units were separated into 285,566,560 shares of Series D preferred stock, 1,427,832 Class A warrants with an exercise price of $4.92 to purchase one share of common stock for every 50.4 million warrants and 1,427,832 Class B warrants with an exercise price of $0.20 to purchase one share of common stock for every 50.4 million warrants. In conjunction with the offering an additional 7,200,000, 466,436 and 251,216 of Series D preferred stock warrants, Class A warrants and Class B warrants, respectively, were granted as part of the offering costs. During the year ended December 31, 2014, the Company converted notes payable in the amount of $400,000 plus $13,129 in accrued interest into 16,525,121 Series D preferred stock units at a conversion price of $0.025 per share. These units consist of 16,525,121 shares of Series D preferred stock, 82,625 Class A warrants with an exercise price of $4.92 to purchase one share of common stock for every 50.4 million warrants and 82,625 Class B warrants with an exercise price of $0.20 to purchase one share of common stock for every 50.4 million warrants. The shares of Series D preferred stock are convertible into shares of common stock at a ratio of 10,080,000,000: 1, at the option of the holder at any time after issuance. The conversion of the notes was pursuant to the terms of the notes that upon a qualified equity financing of at least $5 million the notes would be converted into shares of the equity securities at the price per share at which the equity securities were issued in the qualified equity financing. The sale of the Series D preferred stock units through July 2014 met this threshold and triggered the conversion. During the year ended December 31, 2014, as additional consideration for the issuance of the Spring Forth Note (see NOTE 9 NOTES PAYABLE RELATED PARTY) the Company issued 4,000,000 Series D preferred stock units (which were separable into 4,000,000 shares of Series D preferred stock, 20,000 Class A warrants with an exercise price of $4.92 to purchase one share of common stock for every 50.4 million warrants and 20,000 Class B warrants with an exercise price of $0.20 to purchase one share of common stock for every 50.4 million warrants) at a value of $100,000 or $0.025 per unit. During the year ended December 31, 2014, Spring Forth Investments exercised its conversion option and converted 9,250,000 shares of Series A preferred stock valued at $1,480,000 into 1 share of common stock. The Series C and Series D preferred stock had a conversion price adjustment provision that in the event the Company sells shares of any additional stock, subject to certain exceptions, at a price per share less than the original issue price of the respective series preferred stock, the conversion price shall be adjusted to a price equal to the price paid per share for such additional stock. These conversion price adjustment provisions, and other relevant features of the preferred stock, were analyzed in accordance with the provisions of FASB ASC 815, “Derivatives and Hedging”. The Company evaluated the conversion price adjustment provision embedded in the preferred stock and other relevant features and determined, in accordance with the provisions of the referenced accounting guidance, that such conversion option or other relevant features do not meet the criteria requiring bifurcation as a derivative liability of these instruments. The characteristics of the common stock that is issuable upon a holder’s exercise of the conversion option embedded in the convertible preferred stock are deemed to be clearly and closely related to the characteristics of the preferred shares. Further, the Company determined the other relevant features of the preferred stock are clearly and closely related to the equity host and do not qualify for derivative accounting. During the year ended December 31, 2014, the Company filed a seventh amended and restated Certificate of Incorporation authorizing a modification to the number of authorize shares of common stock and preferred stock. The number of common shares authorized was amended to 50,000,000 shares and the number of preferred shares authorized was amended to 5,000,000 shares. In October 2014, upon the closing of the IPO, all outstanding shares of convertible preferred stock converted into 22 shares of common stock at a conversion ratio of 10,080,000,000 to 1. In February 2015 the Company initiated a Units Offering (the “February 2015 Units Offering”) whereby the Company sold 2,724,000 units at a price of $8.80 per unit for net proceeds of $21.8 million after deducting underwriting commissions and offering costs. Each unit consisted of one share of our Series E Convertible Preferred Stock and eight Series C Warrants (the “Units”). The original terms of the Units provided that shares of Series E Convertible Preferred Stock and the Series C Warrants would automatically separate on August 25, 2015. However, the shares of Series E Convertible Preferred Stock and the Series C Warrants would separate prior to August 25, 2015 if at any time after 30 days from February 25, 2015 the closing price of our common stock was greater than $201,600,000 per share for 20 consecutive trading days (the “Separation Trigger Date”). The Company refers to this separation herein as Early Separation. In the event of Early Separation, the shares of Series E Convertible Preferred Stock and the Series C Warrants would separate 15 days after the Separation Trigger Date. In June 2015, the above terms of the Series E Convertible Preferred Stock and Series C Warrants were each modified to allow for an optional early separation and conversion upon the cash exercise of all eight of the Series C Warrants within the Unit. In June 2015, 48,000 of the Units were separated early pursuant to the optional early separation resulting in the exercise of 384,000 Series C Warrants into 1 share of common stock for cash proceeds of $979,200. On August 25, 2015 the remaining 2,676,000 Units separated into 2,676,000 shares of Series E Convertible Preferred Stock and 21,408,000 Series C Warrants. Each 50.4 million shares of Series E Convertible Preferred Stock is convertible at the option of the holder into four shares of common stock. The Series E Convertible Preferred Stock has no voting rights. An amendment to the terms of the Series E Convertible Preferred Stock only requires the vote of the holders of Series E Convertible Preferred Stock. With respect to payment of dividends and distribution of assets upon liquidation or dissolution or winding up of the Company, the Series E Preferred Stock shall rank equal to the common stock of the Company. No sinking fund has been established for the retirement or redemption of the Convertible Preferred Stock. As such, the Series E Convertible Preferred Stock is not subject to any restriction on the repurchase or redemption of shares by the Company due to an arrearage in the payment of dividends or sinking fund installments. The Series E Convertible Preferred Stock also has no liquidation rights or preemption rights, and there are no special classifications of our Board of Directors related to the Series E Convertible Preferred Stock. During the year ended December 31, 2015, 14,750 Underwriter Purchase Options were exercised for cash in the amount of $162,250 or $11.00 per option. Pursuant to the exercise of these options, 14,750 shares of Series E Convertible Preferred Stock and 118,000 Series C Warrants were issued. During the year ended December 31, 2015, 2,650,403 shares of Series E Convertible Preferred Stock were converted into 1 share of common stock at a conversion ratio of 50.4 million preferred shares to 4 common shares. As of December 31, 2015, 88,347 shares of Series E Convertible Preferred Stock remain outstanding. |
WARRANTS
WARRANTS | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
WARRANTS | NOTE 10 WARRANTS Outstanding Number of Total Shares Aggregate Exercise Price Expiration Class A 1,532,598 50.4 million 48 $ 561.00 April 2021 July 2021 Class B 1,310,956 50.4 million 29 $ 561.00 April 2021 July 2021 Series B 1,074,082 50.4 million 34 $84.1 million March 2021 July 2021 Series D 3,503,116 840,000 8 $37,920.00 June 2021 2015 Subordination 105,516 840,000 2 $37,920.00 June 2021 Series G 3,075,000 24,000 159 $ 561.00 June 2021 Series H 56,250,000 24,000 2,346 $49,920.00 December 2021 2016 Subordination 1,687,500 24,000 71 $49,920.00 December 2021 Common 372,331 50.4 million 19 $561.00 $1,612.8 million July 2016 July 2021 Total Warrants 68,911,099 2,697 All Warrants with the exception of the Series H and 2016 Subordination Warrants are exercisable as of September 30, 2016. Class A Warrants The Class A Warrants include a provision which provides that the exercise price of the Class A Warrants will be adjusted in connection with certain equity issuances by the Company. In June 2016, as a result of the June 2016 Unit Offering, the price adjustment provision was triggered and the exercise price was adjusted to $570.00 per share of common stock. During the three months ended September 30, 2016, conversions of the 2015 Convertible note triggered the adjustment provision and the exercise price was adjusted to $561.00 per share of common stock. Class B Warrants The Class B Warrants include a provision which provides that the exercise price of the Class B Warrants will be adjusted in connection with certain equity issuances by the Company. In June 2016, as a result of the June 2016 Unit Offering, the price adjustment provision was triggered and the exercise price was adjusted to $570.00 per share of common stock. During the three months ended September 30, 2016, conversions of the 2015 Convertible note triggered the adjustment provision and the exercise price was adjusted to $561.00 per share of common stock. Series B Warrants The Series B Warrants include a provision which provides that the exercise price of the Series B Warrants is subject to reduction in connection with certain equity issuances by the Company that are below the then current market price. In June 2016, as a result of the June 2016 Unit Offering, the price reduction provision was trigged and the exercise price was reduced to $5.0 million per share of common stock. During the three months ended September 30, 2016, conversions of the 2015 Convertible note triggered the adjustment provision and the exercise price was adjusted to $84.1 million per share of common stock. Series C Warrants During the nine months ended September 30, 2016, 5,229,973 Series C Warrants were exercised pursuant to the cashless exercise provision. The Company settled 5,091,815 of the Series C Warrant exercises through the issuance of 64 shares of common stock and the Company settled 138,158 of the Series C Warrant exercises with cash in the amount of $314,879. On January 21, 2016 all outstanding Series C Warrants were mandatorily exercised utilizing the cashless provision of the warrants and the corresponding shares of common stock issued. As of September 30, 2016 there are 47,528 Series C Warrant certificates that have yet to be delivered to the Company representing 1 share of common stock. Series D Warrants The Series D Warrants include a provision which provides that the exercise price of the Series D Warrants will be adjusted in connection with certain equity issuances by the Company. In February 2016, as a result of the February 2016 Unit Offering, the price adjustment provision was triggered and the exercise price was adjusted to $168,000.00 per share of common stock. In March 2016, pursuant to the approval of the Company’s stockholders of the removal of the exercise floor price, the exercise price was adjusted to $134,400.00 per share of common stock. In June 2016, as a result of the June 2016 Unit Offering, the price adjustment provision was triggered and the exercise price was adjusted to $45,600.00 per share of common stock. In July 2016 as a result of the 2016 Notes, the price adjustment provision was triggered and the exercise price was adjusted to $37,920.00 per share of common stock. 2015 Subordination Warrants The 2015 Subordination Warrants include a provision which provides that the exercise price of the 2015 Subordination Warrants will be adjusted in connection with certain equity issuances by the Company subject to a floor exercise price of $7.00 per share of common stock. In February 2016, as a result of the February 2016 Unit Offering, the price adjustment provision was triggered and the exercise price was adjusted to $168,000.00 per share of common stock which was the floor exercise price adjusted for the stock splits. In March 2016, pursuant to the approval of the Company’s stockholders of the removal of the exercise floor price, the exercise price was adjusted to $134,400.00 per share of common stock. In June 2016, as a result of the June 2016 Unit Offering, the price adjustment provision was triggered and the exercise price was adjusted to $45,600.00 per share of common stock. In July 2016, as a result of the issuance of the 2016 Notes, the price adjustment provision was triggered and the exercise price was adjusted to $37,920.00 per share of common stock. Series E Warrants On April 7, 2016, the Company entered into certain warrant exchange agreements (the “Exchange Agreements”), each by and between the Company and a holder of its outstanding Series E Warrants, pursuant to which the Company and each such holder agreed to exchange outstanding Series E Warrants for shares of common stock of the Company. Pursuant to the Exchange Agreements, the Company issued 28 shares of common stock of the Company in exchange for the surrender by the holders to the Company of 58,800,000 Series E Warrants exercisable to acquire approximately 70 shares of common stock of the Company (representing an exchange ratio of one share of common stock for each 2.584 shares of common stock underlying the surrendered Series E Warrants). The surrendered Series E Warrants were immediately cancelled by the Company and there are not any Series E Warrants issued and outstanding (see NOTE 9 COMMON STOCK). Series G Warrants In connection with the June 2016 Unit Offering, the Company issued Series G Warrants to purchase 163 shares of common stock as part of the units sold in the offering (see NOTE 9 COMMON STOCK). The Series G Warrants had an initial exercise price of $45,600.00. The warrants contain a provision that the exercise price will adjust if the Company has certain equity issuances for consideration per share that is less than the current exercise price of the Series G Warrants. The Series G Warrants expire 5 years after the date of issuance. On July 11, 2016, 85,000 of the Series G Warrants were exercised for cash in the amount of $113,900. Pursuant to the exercise of these warrants, the Company issued 4 shares of common stock. During the three months ended September 30, 2016, conversions of the 2015 Convertible note triggered the adjustment provision and the exercise price was adjusted to $561.00 per share of common stock. Series H Warrants In connection with the issuance of the 2016 Notes, the Company issued 56,250,000 Series H Warrants exercisable for 2,346 shares of common stock. Each Series H Warrant will be exercisable by the holder beginning six months after the date of issuance and continuing for a period five years thereafter. Each Series H Warrant will be exercisable initially at a price equal to $49,920.00 per share of common stock, subject to adjustments for certain dilutive events. During the three months ended September 30, 2016, there have been no adjustments to the exercise price of the Series H Warrants and therefore remains at $49,920.00 per share of common stock. 2016 Subordination Warrants In consideration of the Utah Autism Foundation and Spring Forth Investments LLC entering into subordination agreements in connection with the 2016 Notes, the Company has agreed to issue to the entities warrants exercisable for 71 shares of common stock (the “2016 Subordination Warrants”). The 2016 Subordination Warrants have the same material terms and conditions as the Series H Warrants. Each 2016 Subordination Warrant will be exercisable by the holder beginning six months after the date of issuance and continuing for a period five years thereafter. Each Series H Warrant will be exercisable initially at a price equal to $49,920.00 per share of common stock, subject to adjustments for certain dilutive events. During the three months ended September 30, 2016, there have been no adjustments to the exercise price of the Series H Warrants and therefore remains at $49,920.00 per share of common stock. Common Warrants Certain Common Warrants include a provision which provides that the exercise price of these certain Common Warrants will be adjusted in connection with certain equity issuances by the Company. In June 2016, as a result of the June 2016 Unit Offering, the price adjustment provision was triggered and the exercise price of these certain Common Warrants was adjusted to $45,600.00 per share of common stock. During the three months ended September 30, 2016, conversions of the 2015 Convertible note triggered the adjustment provision and the exercise price was adjusted to $561.00 per share of common stock. During the nine months ended September 30, 2016 there were 91,025 Common Warrants exercisable into 1 share of common stock that expired without being exercised. Common Weighted Weighted As of September 30, 2016: Warrants Outstanding as of January 1, 2016 13,219,597 $ 2.71 4.7 Granted 119,897,500 $ 1.18 5.3 Exercised (5,314,973 ) $ 2.53 Expired (91,025 ) $ 10.00 Extinguished (58,800,000 ) $ 0.25 Warrants outstanding as of September 30, 2016 68,911,099 $ 1.80 5.1 Underwriters’ Unit Purchase Option During the nine months ended September 30, 2016, 121,540 Underwriters’ Unit Purchase Options were exercised for cash in the amount of $1,335,950. Pursuant to the exercise of these options, 121,540 shares of Series E Convertible Preferred Stock were issued and immediately converted into 1 share of common stock and 972,320 Series C Warrants were issued and immediately exercised pursuant to the cashless exercise provision of the Series C Warrants into 15 shares of common stock. There are no outstanding Underwriters’ Unit Purchase Options as of September 30, 2016. | NOTE 11 WARRANTS As of December 31, 2014, the Company had 5,447,940 warrants outstanding to purchase shares of common stock. Warrants Outstanding Warrant Common Stock Total Shares Aggregate Expiration Class A 2,041,239 $4.92 50.4 million: 1 1 $248.0 million April 2021 July 2021 Class B 1,645,845 $0.20 50.4 million: 1 1 $10.1 million April 2021 July 2021 Series A 1,322,500 $7.00 50.4 million: 1 1 $352.8 million October 2015 Common 438,356 $2.00 $32.00 50.4 million: 1 1 $100.8 million $1,612.8 million April 2016 July 2021 Total Warrants 5,447,940 4 During the year ended December 31, 2014 Class A and Class B warrants totaling 2,855,664 were granted as part of the sale for cash of the Series D preferred stock units (see NOTE 10 COMMON AND PREFERRED STOCK). In addition during 2014 prior to the IPO, 1,048,698 common warrants, Class A warrants and Class B warrants to purchase common stock and 7,200,000 warrants to purchase Series D preferred stock were granted in conjunction with the issuance of certain convertible notes payable, consulting services and as financing fees. The Company determined that the fair value of the warrants granted was nominal due to the fair value of the Company’s common stock as of the grant date being nominal as a result of the priority provisions of the preferred stock outstanding at that time. In October 2014, 57,500 common warrants and 1,322,500 Series A warrants were issued in conjunction with our IPO (see NOTE 10 COMMON AND PREFERRED STOCK). In October 2014 upon the closing of the IPO, 2,231,727 outstanding warrants to purchase shares of Series A preferred stock and 7,200,000 outstanding warrants to purchase shares of Series D preferred stock were converted at a ratio of 200 to 1 into 47,158 common warrants to purchase shares of common stock. In September 2014, 157,093 warrants previously issued were amended to eliminate a clause that would cancel the warrant upon the completion of an IPO. The Company recorded an expense for the incremental fair value based on the difference between the fair value of the modified award and the fair value of the original award immediately before it was modified using the Black-Scholes option valuation model to calculate the fair value. The Company determined the incremental fair value of the warrants to be $25,061 which was expensed in the period as the warrants were fully vested. The following is the weighted average of the assumptions used in calculating the fair value of the warrants at an exchange ratio of 50.4 million warrants for one share of common stock after they were modified in September 2014 using the Black-Scholes method: Fair market value of one share of common stock $ 249.0 million Aggregate exercise price of 50.4 million warrants $ 504.0 million Risk free rate 0.61 % Dividend yield 0.00 % Expected volatility 37.23 % Remaining contractual term 1.97 years The following table summarizes the Preferred A stock warrant activity during the year ended December 31, 2014: Preferred A Weighted Weighted As of December 31, 2014: Warrants outstanding as of January 1, 2014 2,231,727 $ 0.16 3.1 Granted Converted (2,231,727 ) 0.16 2.3 Expired Warrants outstanding as of December 31, 2014 $ Preferred D Weighted Weighted As of December 31, 2014: Warrants outstanding as of January 1, 2014 Granted 7,200,000 $ 0.025 6.8 Converted (7,200,000 ) $ 0.025 6.7 Expired Warrants outstanding as of December 31, 2014 $ As of December 31, 2015, the Company had 13,219,597 warrants outstanding to purchase shares of common stock. Warrants Outstanding Warrant Common Stock Total Shares Aggregate Expiration Class A 1,532,598 $0.03 50.4 million: 1 48 $1.6 million April 2021 July 2021 Class B 1,310,956 $0.03 50.4 million: 1 29 $1.6 million April 2021 July 2021 Series B 1,074,082 $8.75 50.4 million: 1 34 $441.0 million March 2021 July 2021 Series C 5,229,973 $2.55 50.4 million: 1 65 $128.5 million January 2017 Series D 3,503,116 $1.85 2,800: 1 8 $1.6 million June 2021 Subordination 105,516 $1.85 2,800: 1 2 $1.6 million June 2021 Common 463,356 $0.03 $32.00 168,000: 1 26 $1.6 million $1,612.8 million April 2016 July 2021 Total Warrants 13,219,597 212 Class A Warrants During the year ended December 31, 2015, 508,641 Class A Warrants were exercised pursuant to the cashless exercise provision of the warrant resulting in the issuance of 1 share of common stock. The Class A Warrants include a provision which provides that the exercise price of the Class A Warrants will be adjusted in connection with certain equity issuances by the Company. In March 2015, as a result of the February 2015 Unit Offering, the price adjustment provision was triggered for our Class A Warrants and the exercise price was adjusted from $4.92 to $2.20. In December 2015, the price adjustment was triggered again for our Class A Warrants as the Company closed a senior secured convertible note financing and the exercise price was adjusted from $2.20 to $0.03. Class B Warrants During the year ended December 31, 2015, 334,889 Class B Warrants were exercised pursuant to the cashless exercise provision of the warrant resulting in the issuance of 1 share of common stock. The Class B Warrants include a provision which provides that the exercise price of the Class B Warrants will be adjusted in connection with certain equity issuances by the Company. In December 2015, the Company closed a senior secured convertible note financing and the price adjustment provision was triggered for our Class B Warrants and the exercise price was adjusted from $0.20 to $0.03. Series A Warrants During the year ended December 31, 2015, 1,074,082 Series A Warrants were exercised into 1 share of common stock resulting in net cash proceeds of $2,252,020. The Series A Warrants include a provision which provides that the exercise price of the Series A Warrants will be adjusted in connection with certain equity issuances by the Company. In March 2015, as a result of the February 2015 Unit Offering, the price adjustment provision was triggered for our Series A Warrants and the exercise price was adjusted from $7.00 to $2.20. The Series A Warrants expired on October 15, 2015 and all remaining 248,418 outstanding Series A Warrants expired unexercised. Series B Warrants The Company sold Units in connection with the Company’s IPO in October 2014, with each 840,000 Units consisting of one share of common stock and 840,000 Series A Warrants to purchase: (i) one share of common stock for every 840,000 Series A Warrants and (ii) 840,000 Series B Warrants to purchase one share of common stock for every 840,000 Series B Warrants. The Series B Warrants are only issued upon the exercise of the Series A Warrants, are exercisable immediately at an exercise price of 125% of the public offering price and expire 6 years from the date of issue. The exercise price and the number of shares for which each Series B Warrant may be exercised is subject to adjustment in the event of stock dividends, stock splits, reorganizations or similar events affecting our common stock. In addition, subject to certain exceptions, the exercise price of the Series B Warrants is subject to reduction if the Company issues shares of common stock (or securities convertible into common stock) in the future at a price below the then current market price. There have been no issuances that have triggered the price adjustment provision on the Series B Warrants. During the year ended December 31, 2015, the Company issued 1,074,082 Series B Warrants pursuant to the exercise of 1,074,082 Series A Warrants. Series C Warrants In connection with the February 2015 Units Offering, the Company issued Series C Warrants to purchase 1 share of common stock as part of the Units sold in the follow-on offering (see NOTE 10 COMMON AND PREFERRED STOCK) with an exercise price of $2.55 which expire in five years. The exercise price and number of shares of common stock issuable upon exercise is subject to appropriate adjustment in the event of stock dividends, stock splits, reorganizations or similar events affecting our common stock and the exercise price. The Series C Warrants have a cashless exercise provision where in lieu of payment of the exercise price in cash, the holder may receive, at the Company’s discretion, either a cash payment of a predetermined Black Scholes Value of the number of shares the holder elects to exercise, or a number of shares of the Company’s common stock determined according to a cashless exercise formula using the predetermined Black Scholes Value. On December 11, 2015, an amendment was made to the Series C Warrants to require that all warrants be exercised within 25 trading days or be subject to a mandatory exercise provision. In June 2015, 48,000 of the Units were separated early pursuant to the optional early separation as 384,000 Series C Warrants were exercised into 1 share of common stock resulting in cash proceeds of $979,200. On August 25, 2015 the remaining 2,676,000 Units separated into 2,676,000 shares of Series E Convertible Preferred Stock and 21,408,000 Series C Warrants. From August 25, 2015 through December 31, 2015, 15,128,027 Series C Warrants were exercised pursuant to the cashless exercise provision resulting in the issuance of 12 shares of Common Stock. During the year ended December 31, 2015, 14,750 Underwriter Purchase Options were exercised for cash in the amount of $162,250. Upon the exercise of these options, 118,000 Series C Warrants were issued and immediately exercised pursuant to the cashless exercise provision resulting in the issuance of 1 share of common stock. As of December 31, 2015, 5,229,973 Series C Warrants remain outstanding. Had the cashless exercise provision been exercised by all holders of our Series C Warrants at December 31, 2015, the Company would have had to either pay $11.7 million in cash or issue 12 shares of common stock. The number of shares of common stock that would be required to satisfy the cashless exercise provision increases as the price of the Company’s stock decreases and decreases as the price of the Company’s stock increases. Series D Warrants In connection with the issuance of the Notes under the Securities Purchase Agreement, the Company issued Series D Warrants (the “Series D Warrants”), exercisable to acquire 8 shares of Common Stock. Each Series D Warrant is exercisable by the holder beginning six months after December 30, 2015 and continuing for a period five years thereafter. Each Series D Warrant will be exercisable initially at an exercise price of $1.6 million per share, subject to adjustments for certain dilutive events and subject to an exercise price floor equal to $1.16 per share. On December 31, 2016, the number of warrants issuable upon exercise of the Series D Warrants will be increased to equal the difference, if positive, obtained by subtracting (x) the shares of Common Stock issuable under the Warrants on the date of issuance from (y) 16.6% of the sum of the number of shares of Common Stock actually outstanding on December 31, 2016, plus the number of shares of Common Stock deemed to be outstanding pursuant to all outstanding options or convertible securities of the Company. The Series D Warrants are exercisable on a cashless basis in the event that there is no effective registration statement under the Securities Act covering the resale of the shares of Common Stock issuable upon exercise of the Series D Warrants. Pursuant to the registration rights agreement between the investors under the Securities Purchase Agreement and the Company, the Company is required to file a registration statement for these shares of Common Stock and the Company intends to file the registration statement in early 2016. Subordination Warrants The Subordination Warrants were issued to Spring Forth Investments LLC and Utah Autism Foundation in relation to their agreement to enter into subordination agreements with the collateral agent in the Note Financing whereby each agreed to subordinate their debt to the Notes issued in the Note Financing. The Subordination Warrants have the same general material terms and conditions of the Series D Warrants. The Subordination Warrants are exercisable for 2 shares of common stock. On December 31, 2016, the number of warrants issuable upon exercise of the Subordination Warrants will be increased to equal the difference, if positive, obtained by subtracting (x) the shares of common stock issuable under the Subordination Warrants on the date of issuance from (y) 0.5% of the sum of the number of shares of common stock actually outstanding on December 31, 2016, plus the number of shares of common stock deemed to be outstanding pursuant to all outstanding options or convertible securities of the Company. Each Subordination Warrant is exercisable by the holder beginning six months after December 30, 2015 and continuing for a period five years thereafter. Each Subordination Warrant will be exercisable initially at a price of $1.6 million per share, subject to adjustments for certain dilutive events (same as the Series D Warrants) and subject to an exercise price floor equal to the Series D Warrant exercise floor price of $1.16 per share. Common Warrants For the year ended December 31, 2015, the Company granted 25,000 Common Stock warrants to a consultant of the Company. The warrants are fully vested, have an exercise price of $2.56 and expire in August 2020. The Company recorded an expense in the amount of $54,489 on the date of grant which represents the fair value of the warrants. The Company estimates the fair value of the warrants at grant date using a Black-Scholes valuation model. The estimates in the Black-Scholes option-pricing model are based, in part, on assumptions, including a stock price volatility of 127.37%, the warrant life of 5 years, a risk free rate of 1.53%, the fair value of $129.0 million of the equity stock underlying the option and the aggregate exercise price of $129.0 million for one share of common stock. Common Weighted Weighted As of December 31, 2014: Warrants outstanding as of January 1, 2014 274,420 8.00 4.2 Granted 5,331,520 3.91 5.5 Exercised (158,000 ) 0.20 6.6 Expired Warrants outstanding as of December 31, 2014 5,447,940 4.17 4.9 As of December 31, 2015: Warrants outstanding as of January 1, 2015 5,447,940 4.17 4.9 Granted 26,617,714 2.71 4.3 Exercised (17,547,639 ) 2.47 4.0 Expired (1,298,418 ) 2.48 3.4 Warrants outstanding as of December 31, 2015 13,219,597 2.71 4.7 Underwriters’ Unit Purchase Option In connection with the February 2015 Units Offering, the Company issued to the representative of the underwriters’ a Unit Purchase Option (“Option”) to purchase a number of our Units equal to an aggregate of 5% of the Units sold or 136,200 Units. The purchase option has an exercise price equal to 125% of the public offering price of the Units or $11.00, and the units may be exercised on a cashless basis and will expire 5 years from the date of issue. Each Unit consists of one share of Series E Convertible Preferred Stock and eight Series C Warrants. During the year ended December 31, 2015, 14,750 Underwriter Purchase Options were exercised for cash in the amount of $162,250. Pursuant to the exercise of these options, 14,750 shares of Series E Convertible Preferred Stock were issued and immediately converted into 1 share of common stock and 118,000 Series C Warrants were issued and immediately exercise pursuant to the cashless exercise provision into 1 share of common stock. As of December 31, 2015, 121,450 Unit Purchase Options remain outstanding. |
DERIVATIVE LIABILITIES
DERIVATIVE LIABILITIES | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
DERIVATIVE LIABILITIES | NOTE 11 DERIVATIVE LIABILITIES Financial instruments such as warrants and embedded conversion options deemed to be derivative liabilities are recorded at fair value at inception and subsequently re-measured to fair value at each reporting date as long as such instruments are classified as derivative liabilities. Changes in the fair value of the derivative liability was included as a component of Other income (expense) and has no effect on the Company’s cash flows. The valuation methodologies used vary by instrument and include a Black-Scholes option valuation model utilizing the fair value of the underlying common stock and a modified binomial model. The Company has determined the fair value measurements to be a level 3 measurement (see NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES). Class A Warrants, Class B Warrants, Series B Warrants and Certain Common Warrants The Class A Warrants, Class B Warrants and certain common warrants, have an exercise price adjustment provision that in the event the Company sells shares of any additional stock, subject to certain exceptions, at a price per share less than the current exercise price of the respective warrant, the exercise price shall be adjusted to a price equal to the price paid per share for such additional stock. The Series B Warrants have an exercise price adjustment provision that in the event the Company sells shares of any additional stock, subject to certain exceptions, at a price per share less than the then current market price, the exercise price shall be adjusted to a price based on a formula defined in the warrants agreement. Such exercise price adjustments prohibit the Company from being able to conclude that the warrants are indexed to the Company’s own stock. Accordingly, these warrants are accounted for as derivative liabilities and are recorded at fair value at each reporting date with the change in fair value being recorded in earnings for the period. During the three months ended September 30, 2016, as a result of conversions on the 2015 Note, the price adjustment provision was triggered for our Class A Warrants, Class B Warrants, Series B Warrants and certain common warrants and the exercise price per share was adjusted accordingly. The fair value of these warrants was calculated using a Black-Scholes option valuation model utilizing the fair value of underlying common stock. Black-Scholes has inherent limitations for use in the case of a warrant with a price protection provision, since the model is designed to be used when the inputs to the model are static throughout the life of a security. Due to the significant variance between the fair market value of the stock and the exercise price, the Black-Scholes option-pricing model resulted in a fair value that approaches the current market value of the stock. As such, the aggregate fair value of the Class A, Class B, Series B and certain other common warrants was estimated to be $231 at September 30, 2016. Series C Warrants and Unit Purchase Option The Series C Warrants contained a cashless exercise provision using a predetermined Black Scholes Value. Such provision, if exercised by the holder, would require the Company to settle these warrants, at its option, either by cash payment or the granting of a variable number of common shares. This provision results in the potential for the Company to either have to net cash settle the warrant or potentially issue an indeterminate number of common shares which prohibits the Company from being able to conclude that the warrants are indexed to the Company’s own stock. Accordingly, the warrants and the unit purchase option are accounted for as derivative liabilities and are recorded at fair value at each reporting date with the change in fair value being recorded in earnings for the period. During the nine months ended September 30, 2016 all of the remaining Series C Warrants and unit purchase options were exercised. Convertible Notes Conversion Feature 2015 Note The convertible notes issued in December 2015 contain provisions that protect holders from future issuances of the Company’s common stock at prices below such convertible notes’ respective conversion price. These provisions could result in modification of the conversion price due to a future equity offering and as such the conversion feature cannot be considered indexed to the Company’s own stock. The 2015 Notes also provides that the Company will repay the principal amount at an initial conversion rate subject to certain adjustments. These features represent an embedded derivative that requires bifurcation and are recorded at fair value at each reporting period with the change in fair value being recorded in earnings for the period. As discussed in NOTE 6 CONVERTIBLE NOTES PAYABLE, a portion of the 2015 Note was converted during the three months ended September 30, 2016, which resulted in an extinguishment of the derivative liability (included in loss on extinguishment of debt) of approximately $4.8 million. In order to appropriately calculate the extinguishment expense, the derivative liability was marked to fair value at each extinguishment date during the period. Trading price of common stock on measurement date $ 687.00 37,200.00 Conversion price (1) $ 594.00 29,280.00 Risk free interest rate (2) 0.29 0.47 % Conversion notes lives in years 0.60 0.81 Expected volatility (3) 224.7 228.2 % Expected dividend yield (4) (1) The conversion price was calculated based on the formula in the 2015 Notes agreement as of the respective measurement dates. (2) The risk-free interest rate was determined by management using the average of the 6 month and 1-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. The Company determined the fair value of the remaining conversion feature to be $2,706,796 at September 30, 2016 using a modified binomial model to reflect different scenarios where reset may be triggered using the following assumptions: Trading price of common stock on measurement date $ 687.00 Conversion price (1) $ 594.00 Risk free interest rate (2) 0.37 % Conversion notes lives in years 0.60 Expected volatility (3) 225.4 % Expected dividend yield (4) (1) The conversion price was calculated based on the formula in the 2015 Notes agreement as of the respective measurement date (2) The risk-free interest rate was determined by management using the average of the 6 month and 1-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. Series D Warrants and 2015 Subordination Warrants In connection with the issuance of convertible notes in December 2015, the Company issued Series D Warrants to acquire 8 shares of common stock. In addition, the Company issued 2015 Subordination Warrants to acquire 2 shares of common stock. The Series D Warrants and 2015 Subordination Warrants contain provisions that will adjust the exercise price upon certain equity issuances. In addition, these warrants contain a provision for a one-time adjustment at December 31, 2016, to the number of warrants issued such that the number of warrants will increase to equal 16.6% of the outstanding shares and common stock equivalents at such time (0.5% for the 2015 Subordination Warrants). The Company has determined that the provisions contained in the Series D Warrants and the 2015 the Subordination Warrants could result in modification of the exercise price due to a future equity offering resulting in a variable number of additional common shares that could be issued. This prohibits the Company from being able to conclude that the warrants are indexed to the Company’s own stock. Accordingly, the warrants represent a derivative liability that requires recording at fair value at each reporting period with the change in fair value being recorded in earnings for the period. Trading price of common stock on measurement date $ 687.00 Exercise price (1) $ 37,920.00 Risk free interest rate (2) 1.14 % Warrant lives in years 4.75 Expected volatility (3) 225.1 % Expected dividend yield (4) Expected reset occurrence Q4 2016 (1) The exercise price of the Series D and Subordination Warrants was calculated based on the terms in the warrant agreement. (2) The risk-free interest rate was determined by management using the 5-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. Series E Warrants In connection with the February 2016 Unit Offering, the Company issued Series E Warrants to purchase 70 shares of common stock as part of the units sold in the offering (see NOTE 9 COMMON STOCK). The Series E Warrants contain a provision that for one year from issuance the exercise price per share will adjust if the Company has certain equity issuances for consideration per share that is less than the current exercise price of the Series E Warrants. In addition, these warrants contain a provision for a one-time adjustment one year from date of issuance, to the number of warrants issued. The Company has determined that the provisions contained in the Series E Warrants could result in modification of the exercise price due to a future equity offering resulting in a variable number of additional common shares that could be issued. This prohibits the company from being able to conclude that the warrants are indexed to the Company’s own stock. Accordingly, the warrants represent a derivative liability that requires recording at fair value at issuance and again at each reporting period with the change in fair value being recorded in earnings for the period. On April 7, 2016, the Company entered into certain warrant exchange agreements (the “Exchange Agreements”), each by and between the Company and a holder of its outstanding Series E Warrants, pursuant to which the Company and each such holder agreed to exchange outstanding Series E Warrants for shares of common stock of the Company. Pursuant to the Exchange Agreements, the Company issued 28 shares of common stock of the Company in exchange for the surrender by the holders to the Company of 58,800,000 Series E Warrants exercisable to acquire approximately 70 shares of common stock of the Company (representing an exchange ratio of one share of common stock for each 2.584 shares of common stock underlying the surrendered Series E Warrants). The surrendered Series E Warrants were immediately cancelled by the Company and there are not any Series E Warrants issued and outstanding (see NOTE 9 COMMON STOCK). April 7, Trading price of common stock on measurement date $ 98,160.00 Exercise price (1) $ 96,240.00 Risk free interest rate (2) 1.30 % Warrant lives in years 5.89 Expected volatility (3) 228.1 % Expected dividend yield (4) (1) The exercise price of the Series E Warrants was calculated based on the terms in the warrant agreement. (2) The risk-free interest rate was determined by management using an average of the 5-year and 7-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. Since the Series E Warrants were derivative liabilities at the time of the transaction, the Company has accounted for the exchange as an extinguishment of a liability. Accordingly, all consideration issued to extinguish the liability was recorded at fair value on the date of the extinguishment and the liability extinguished was removed at its carrying value. Since the liabilities extinguished were derivative liabilities, their carrying value is continuously adjusted to equal their fair value. Fair value of Series E Warrants exchanged $ 6,800,927 Fair value of common stock issued 2,659,154 Gain on exchange of warrants $ 4,141,773 Series G Warrants In connection with the June 2016 Unit Offering, the Company issued Series G Warrants to purchase 163 shares of common stock as part of the units sold in the offering (see NOTE 9 COMMON STOCK). The Series G Warrants contain a provision that the exercise price per share will adjust if the Company has certain equity issuances for consideration per share that is less than the current exercise price of the Series G Warrants. The Company has determined that the provisions contained in the Series G Warrants could result in modification of the exercise price due to a future equity offering resulting in a variable number of additional common shares that could be issued. This prohibits the Company from being able to conclude that the warrants are indexed to the Company’s own stock. Accordingly, the warrants represent a derivative liability that requires recording at fair value at issuance and again at each reporting period with the change in fair value being recorded in earnings for the period. On July 11, 2016, 85,000 Series G Warrants were exercised for cash in the amount of $113,900. These warrants need to recorded at fair value at the transaction date with any change in the fair value from the previous period being recorded in earnings for the period. This revaluing is necessary as derivatives are required to be subsequently measured at fair value under ASC 815. The Company determined the fair value of the 85,000 of the Series G Warrants exercised to be $118,424 at the transaction date of July 11, 2016 resulting in a gain in the statement of operations in the amount of $30,547. July 11, Trading price of common stock on measurement date $ 33,840.00 Exercise price (1) $ 32,160.00 Risk free interest rate (2) 1.03 % Warrant lives in years 4.89 Expected volatility (3) 225.8 % Expected dividend yield (4) (1) The exercise price of the Series G Warrants was calculated based on the terms in the warrant agreement. (2) The risk-free interest rate was determined by management using the average of the 5-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. The Company determined the fair value of the remaining 3,075,000 Series G Warrants to be $86,844 on September 30, 2016 using a Black Scholes valuation model with the following assumptions: September 30, Trading price of common stock on measurement date $ 687.00 Exercise price (1) $ 561.00 Risk free interest rate (2) 1.14 % Warrant lives in years 4.66 Expected volatility (3) 224.8 % Expected dividend yield (4) (1) The exercise price of the Series G Warrants as defined in the warrant agreement at June 1, 2016. The reset provision at July 1, 2016 that was known at June 30, 2016. (2) The risk-free interest rate was determined by management using the 5-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. Convertible Notes Conversion Feature 2016 Notes The 2016 Notes contain provisions that protect holders from future issuances of the Company’s common stock at prices below such convertible notes’ respective conversion price. These provisions could result in modification of the conversion price due to a future equity offering and as such the conversion feature cannot be considered indexed to the Company’s own stock. The 2016 Notes also provide that the Company will repay the principal amount at an initial conversion rate subject to certain adjustments. These features represent an embedded derivative that requires bifurcation and are recorded at fair value at each reporting period with the change in fair value being recorded in earnings for the period. July 1, Sept 30, Trading price of common stock on measurement date $ 42,480.00 $ 687.00 Exercise price (1) $ 32,160.00 $ 561.00 Risk free interest rate (2) 0.59 % 0.68 % Term 1.84 1.58 Expected volatility (3) 228.1 % 225.1 % Expected dividend yield Expected reset occurrence Q4 2016 Q4 2016 (1) The conversion price was calculated based on the formula in the 2016 Notes agreement as of the respective measurement date (2) The risk-free interest rate was determined by management using the average of the 1-year and 2-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history Series H Warrants and 2016 Subordination Warrants In connection with the issuance of the 2016 Notes, the Company issued Series H Warrants to acquire 2,346 shares of common stock and 2016 Subordination Warrants to acquire 71 shares of common stock. The Series H Warrants and 2016 Subordination Warrants contain provisions that will adjust the exercise price upon certain equity issuances. The Company has determined that the provisions contained in the Series H Warrants and the 2016 Subordination Warrants could result in modification of the exercise price due to future equity offerings resulting in a variable number of additional common shares that could be issued. This prohibits the company from being able to conclude that the warrants are indexed to the Company’s own stock. Accordingly, the warrants represent a derivative liability that requires recording at fair value at each reporting period with the change in fair value being recorded in earnings for the period. July 1, Sept 30, Trading price of common stock on measurement date $ 42,480.60 $ 687.00 Exercise price (1) $ 49,920.00 $ 49,920.00 Risk free interest rate (2) 1.01 % 1.78 % Term 5.00 4.75 Expected volatility (3) 228.1 % 225.1 % Expected dividend yield Expected reset occurrence Q4 2016 Q4 2016 (1) The exercise price of the Series H and Subordination Warrants was calculated based on the terms in the warrant agreement. (2) The risk-free interest rate was determined by management using the 5-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. The Company classifies assets and liabilities measured at fair value in their entirety based on the lowest level of input that is significant to their fair value measurement. No financial assets were measured on a recurring basis at September 30, 2016 and December 31, 2015. Fair Value Measurement at September 30, 2016 Level 1 Level 2 Level 3 Total Derivative Liability $ $ $ 105,572,035 $ 105,572,035 Fair Value Measurement at December 31, 2015 Level 1 Level 2 Level 3 Total Derivative Liability $ $ $ 43,181,472 $ 43,181,472 As of September 30, 2016: Balance at January 1, 2016 $ 43,181,472 Issuance of warrants, options and convertible notes 193,370,459 Exercise of warrants (24,091,534 ) Change in fair value of warrant and option liability (106,888,362 ) Balance at September 30, 2016 $ 105,572,035 | NOTE 12 DERIVATIVE LIABILITIES The derivative liability for our instruments classified as derivative liabilities are recorded at fair value at inception and subsequently re-measured to fair value as long as such instruments are classified as derivative liabilities. Changes in the fair value of the derivative liability was included as a component of Other income (expense) and has no effect on the Company’s cash flows. The valuation methodologies used vary by instrument and include a modified Black-Scholes option valuation model utilizing the fair value of underlying common stock and a binomial model with Monte Carlo simulation. The Company has determined the fair value measurements to be a level 3 measurement (see NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES). Class A Warrants, Class B Warrants, Series A Warrants, Series B Warrants and Certain Common Warrants Our Class A Warrants, Class B Warrants, Series A Warrants and certain common warrants, have an exercise price adjustment provision that in the event the Company sells shares of any additional stock, subject to certain exceptions, at a price per share less than the original exercise price of the respective warrant, the exercise price shall be adjusted to a price equal to the price paid per share for such additional stock. Our Series B Warrants have an exercise price adjustment provision that in the event the Company sells shares of any additional stock, subject to certain exceptions, at a price per share less than the then current market price, the exercise price shall be adjusted to a price equal to the price paid per share for such additional stock. Such exercise price adjustments prohibit the Company from being able to conclude that the warrants are indexed to the Company’s own stock. Accordingly, these warrants are accounted for as derivative liabilities and are recorded at fair value at each reporting date with the change in fair value being recorded in earnings for the period. In March 2015, as a result of the February 2015 Unit Offering, the price adjustment provision was triggered for our Class A Warrants, Series A Warrants and certain common warrants. In December 2015, as a result of the senior secured convertible note financing, the price adjustment provision was again triggered and the exercise price for our Class A, Class B and certain common warrants was adjusted to $ 0.03 The fair value of these warrants was calculated using a modified Black-Scholes option valuation model utilizing the fair value of underlying common stock. Black-Scholes has inherent limitations for use in the case of a warrant with a price protection provision, since the model is designed to be used when the inputs to the model are static throughout the life of a security. Due to the significant variance between the fair market value of the stock and the exercise price, the Black-Scholes option-pricing model 789,600 61,941 Series C Warrants and Unit Purchase Option Our Series C Warrants contain a cashless exercise provision using a predetermined Black Scholes Value. Such provision, if exercised by the holder, would require the Company to settle these warrants, at its option, either by cash payment or the granting of a variable number of common shares. This provision results in the potential for the Company to either have to net cash settle the warrant or potentially issue an indeterminate number of common shares which prohibits the Company from being able to conclude that the warrants are indexed to the Company’s own stock. Accordingly, the warrants and the unit purchase option are accounted for as derivative liabilities and are recorded at fair value at each reporting date with the change in fair value being recorded in earnings for the period. The Series C Warrants have predetermined inputs to Black Scholes formula 135.00 5 1.61 2.55 12,404,503 Convertible Notes Conversion Feature The convertible notes issued on December 30, 2015 contain provisions that protect holders from future issuances of the Company’s common stock at prices below such convertible notes’ respective conversion price. These provisions could result in modification of the conversion price due to a future equity offering and as such the conversion feature cannot be considered indexed to the Company’s own stock. The note also provides that the Company will repay the principal amount at an initial conversion rate subject to certain adjustment with a floor price. These features represent an embedded derivative that requires bifurcation and was recorded at fair value at issuance and again at year end with the change in fair value being recorded in earnings for the period. binomial model with Monte Carlo simulation Trading price of common stock on measurement date $789,600 $924,000 Conversion price (1) $730,800 $865,200 Risk free interest rate (2) 0.86 % Conversion notes lives in years 1.33 Expected volatility (3) 215 % Expected dividend yield (4) Expected probability of shareholder approval (5) 85 % (1) The conversion price of the convertible notes was calculated based the formula in the Notes agreement as of the respective measurement date (2) The risk-free interest rate was determined by management using the 1.5 (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0 (5) Management has estimated a probability of 85 19.9 Series D Warrants and Subordination Warrants In connection with the issuance of convertible notes on December 30, 2015, the Company issued Series D Warrants to acquire 8 2 16.6 0.5 19.9 These provisions represent a derivative liability that requires recording at fair value at issuance and again at year end with the change in fair value being recorded in earnings for the period. The Company used a binomial model with Monte Carlo simulation to reflect different scenarios where reset may be triggered and to project the range of the additional shares to be issued on December 31, 2016 due to the 16.6% and 0.5% requirement. Trading price of common stock on measurement date $789,600 $924,000 Exercise price (1) $1.6 million Risk free interest rate (2) 1.80 % Warrant lives in years 5.50 Expected volatility (3) 215 % Expected dividend yield (4) (1) The exercise price of the Series D Warrants calculated by 120% of the arithmetic average of five weighted average price of the common stock on the five consecutive trading days prior to issuance date on December 30, 2015. (2) The risk-free interest rate was determined by management using the 5 (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. As of December 31, 2014: Balance at January 1, 2014 $ Issuance of warrants and option 2,487,726 Exercise of warrants (885,259) Change in fair value of warrant and option liability 8,396,169 Balance at December 31, 2014 $ 9,998,636 As of December 31, 2015: Balance at January 1, 2015 $ 9,998,636 Issuance of warrants, unit purchase option and convertible note 56,026,979 Exercise and expiration of warrants and unit purchase option (42,558,951) Change in fair value of warrant, option and conversion feature liability 19,714,808 Balance at December 31, 2015 $ 43,181,472 |
EMPLOYEE STOCK OPTIONS
EMPLOYEE STOCK OPTIONS | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
EMPLOYEE STOCK OPTIONS | NOTE 12 EMPLOYEE STOCK OPTIONS The Company has three stock based employee compensation plans pursuant to which stock option grants have been made. Under the Great Basin Scientific, Inc. 2014 Omnibus Plan, the 2014 Stock Option Plan and the 2006 Stock Option Plan certain employees and non-employee directors have been granted options to purchase common stock. The Company has 740,534 employee stock options exercisable into 73 shares of common stock outstanding as of September 30, 2016. All options vest in installments over a three to four year period and expire ten years from the date of grant. Any future employee stock option grants will be made pursuant to the 2014 Omnibus Plan. As of September 30, 2016, employee stock options exercisable into 19 shares of common stock have been granted pursuant to the 2014 Omnibus Plan and options exercisable into 159 shares of common stock remain available for issuance under that plan. Options Weighted Total Aggregate Weighted As of September 30, 2016: Options outstanding as of January 1, 2016 792,534 $ 2.84 88 $ 143.1 million 8.0 Granted Exercised Forfeited (52,000 ) $ 2.36 (15 ) $ 119.2 million Options outstanding as of September 30, 740,534 $ 2.88 73 $ 144.9 million 7.2 Options Outstanding Options Exercisable Number of Remaining Exercise Number of Exercise September 30, 2016 740,534 7.2 $ 2.88 437,772 $ 3.04 The estimated fair value of the Company’s stock options, less expected forfeitures, is amortized over the options vesting period on the straight-line basis. The Company recognized $111,133 in equity-based compensation expenses during the nine months ended September 30, 2016. There was $297,774 of total unrecognized compensation cost with a remaining vesting period of 1.96 years and $0 in intrinsic value of outstanding and vested stock options as of September 30, 2016. | NOTE 13 EMPLOYEE STOCK OPTIONS The Company has three stock based employee compensation plans, the 2006 Stock Option Plan, the 2014 Stock Option Plan, and the Omnibus Plan pursuant to which certain employees and non-employee directors have been granted options to purchase common stock. The Company had 792,534 and 703,034 employee stock options outstanding as of December 31, 2015 and 2014, respectively. All options vest in installments over a three to four year period and expire ten years from the date of grant. During the year ended December 31, 2014, the Company awarded 619,781 common stock options to certain employees and non-employee directors under the 2014 Stock Option and Omnibus Option plans. The options have an exercise price ranging from $2.00 to $7.00 per option expire ten years from date of issuance and vest over a period of three to four years. Pursuant to the reverse stock splits, the exchange ratio upon the exercise of the options was adjusted such that for every 50.4 million options exercised, one share of common stock would be issued. The Company accounts for employee stock options according to FASB ASC 718 which requires the Company to calculate the fair value of the stock options on the date of grant and amortize over the vesting period of the options. The Company determined the value of 483,000 options granted prior to our IPO in October 2014 to be nominal due to the fair value of the Company’s common stock as of the grant date being nominal as a result of the priority provisions of the preferred stock outstanding at the time. The Company determined the fair value of the remaining 136,784 stock options granted after our IPO in October 2014 to be $306,709 of which $54,394 was expensed in 2014 with the remainder to be expensed over the vesting term of the options. Also in the year ended December 31, 2014, the Company completed a tender offer to eligible employees to exchange 103,250 employee stock options under the 2006 Stock Option Plan for new options under the 2014 Stock Option Plan. The new options have an exercise price of $3.50 per option with all other terms the same as the original terms under the 2006 Option Plan. Pursuant to the reverse stock split on December 11, 2015, the exchange ratio upon the exercise of the options was adjusted such that for every 630,000 options exercised, one share of common stock would be issued. These transactions are accounted for under the provisions of FASB ASC 718 as a modification of a stock based compensation award and require the Company to record an expense for the incremental fair value based on the difference between the fair value of the modified award and the fair value of the original award immediately before it was modified. The Company used the Black-Scholes option valuation model to calculate the fair value of the stock options. The Company determined the incremental fair value of the options to be $223,031 which was expensed in 2014 as the options are fully vested. Fair market value of one share of common stock $249.0 million $266.1 million Aggregate exercise price of 50.4 million options $176.4 million $297.9 million Risk free rate 1.06% 1.70% Dividend yield 0.00% Expected volatility 46.31% 54.97% Expected term 2.74 6.06 years For the year ended December 31, 2015, the Company awarded 117,500 common stock options under the Omnibus Plan to certain employees and non-employee directors with an exercise price of $2.56 per option that expire in ten years and vest over a three and four year period. The Company determined the value of the 117,500 options granted during the year ended December 31, 2015 to be $268,202 of which $29,309 was expensed in 2015 with the remainder to be expensed over the vesting term of the options. Fair market value of one share of common stock $ 129.0 million Aggregate exercise price of 50.4 million options $ 129.0 million Risk free rate 1.71% Dividend yield 0.00% Expected volatility 127.52% Expected term 6.14 years Options Weighted Weighted Intrinsic As of December 31, 2014: Options outstanding as of January 1, 2014 115,750 $ 30.00 6.3 Granted 619,784 $ 2.86 9.4 Exercised Forfeited/expired (32,500 ) $ 8.92 5.7 Options outstanding as of December 31, 2014 703,034 $ 2.98 8.8 $ As of December 31, 2015: Options outstanding as of January 1, 2015 703,034 $ 2.98 8.8 Granted 117,500 $ 2.56 9.6 Exercised Forfeited/expired (28,000 ) $ 5.16 8.6 Options outstanding as of December 31, 2015 792,534 $ 2.84 8.0 $ Outstanding and exercisable stock options as of December 31, 2015 and 2014 are as follows: Options Outstanding Options Exercisable Number of Remaining Life Exercise Price Number of Exercise Price Intrinsic Value December 31, 2014 703,034 8.8 $ 2.98 117,404 $ 3.86 $ December 31, 2015 792,534 8.0 $ 2.84 328,445 $ 3.07 $ The estimated fair value of the Company stock options, less expected forfeitures, is amortized over the options vesting period on the straight-line basis. The Company recognized the following equity-based compensation expenses during the twelve months ended December 31, 2015 and 2014: December 31, 2015 2014 Stock based compensation expense $ 110,123 $ 297,244 As of December 31, 2015 and 2014, there were $408,907 and $252,315 of total unrecognized compensation cost with a remaining vesting period of 2.71 and 3.44 years, respectively. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | The Company’s obligations pursuant to its sale-leaseback agreements described in NOTE 6 LEASE COMMITMENTS are secured by letters of credit (Letters of Credit) in an aggregate amount of $3,000,000. The Letters of Credit were issued by a bank at the behest of a non-profit foundation (the “Foundation”) and Spring Forth Investments. The Company is obligated to reimburse the Foundation and Spring Forth Investments for any draws made under the Letters of Credit pursuant to two reimbursement agreements between the Company and the Foundation and Spring Forth Investments dated October 30, 2013. Mr. Spafford, one of our directors, and his wife, Susan Spafford, have been designated by the Foundation as “Founding Trustees” under its bylaws and have authority to control certain activities of the Foundation. Our obligations under the reimbursement agreements are secured by a security interest in all of our assets pursuant to a Security Agreement dated October 30, 2013. As of December 31, 2015, no draws on the line of credit had taken place. In February 2014, we issued a convertible promissory note with an 8% interest rate and 25,000 warrants to purchase common stock to Mr. Ashton. The consideration paid by Mr. Ashton for the note and warrants was $200,000. The maturity date for the promissory note was February 26, 2015, or upon or a qualified equity financing of at least $5 million. This financing was for general working capital purposes. The principal balance of this note, along with accrued interest of $6,751 converted to 8,270,027 Series D Units in July 2014 which separated into 8,270,027 shares of Series D Preferred Stock, 41,350 Class A warrants to purchase common stock exercisable at $4.92 per warrant which expire in July 2021 and 41,350 Class B warrants exercisable at $0.20 per warrant which expire in July 2021. Upon the closing of our IPO, the Series D Preferred Stock converted into 1 share of common stock. The exercise price of the Class A warrants and Class B warrants has been adjusted pursuant to the price protection feature in the warrants and is currently at $0.03 for both the Class A warrants and Class B warrants. The exchange ratio for the Class A warrants and Class B warrants upon the exercise of the options is such that for every 50.4 million options exercised, one share of common stock would be issued. In March 2014, we issued a convertible promissory note with an 8% interest rate and 12,500 warrants to purchase common stock to DRS, LLC, an entity controlled by Mr. Spafford. The consideration paid by DRS, LLC for the note and warrants was $100,000. The maturity date for the promissory note was March 10, 2015, or upon a qualified equity financing of at least $5 million. This financing was for general working capital purposes. The principal balance of this note, along with accrued interest of $3,112 converted to 4,124,493 Series D Units in July 2014 which separated into 4,124,493 shares of Series D Preferred Stock, 20,622 Class A warrants to purchase common stock exercisable at $4.92 per warrant which expire in July 2021 and 20,622 Series B warrants exercisable at $0.20 per warrant which expire in July 2021. Upon the closing of our IPO, the Series D Preferred Stock converted into 1 share of common stock. The exercise price of the Class A warrants and Class B warrants has been adjusted pursuant to the price protection feature in the warrants and is currently at $0.03 for both the Class A warrants and Class B warrants. The exchange ratio for the Class A warrants and Class B warrants upon the exercise of the options is such that for every 50.4 million options exercised, one share of common stock would be issued. In July 2014, the Company entered into a note agreement for $500,000 with Spring Forth Investments, LLC a company owned by Mr. Spafford. The maturity date for the note is July 18, 2015. The note pays interest at an annual rate of 20% and is paid monthly. The Company may extend the due date of the note to July 18, 2016 by giving notice no later than April 18, 2015 and paying an extension fee of $10,000. The Company prepaid the last three months of interest for a total of $25,000 at the time of issuance of the note. As additional consideration for the note, the Company issued 4,000,000 Series D preferred stock units at a value of $100,000 which separated into 4,000,000 shares of Series D preferred stock, 20,000 Class A warrants to purchase common stock exercisable at $4.92 per warrant and 20,000 Class B warrants to purchase common stock at $0.20 per warrant. The Series D preferred stock units were accounted as a debt discount to be amortized over the life of the note. As of December 31, 2015 the unamortized debt discount was $58,333. Upon the closing of our IPO, the 4,000,000 shares of Series D Preferred Stock converted into 1 share of common stock. The exercise price of the Class A warrants and Class B warrants has been adjusted pursuant to the price protection feature in the warrants and is currently at $0.03 for both the Class A warrants and Class B warrants. The exchange ratio for the Class A warrants and Class B warrants upon the exercise of the options is such that for every 50.4 million options exercised, one share of common stock would be issued. In April 2014, the Company entered into two Financial Advisory Agency Agreements with Rona Capital, LLC, an entity owned by Jeffrey A. Rona. Mr. Rona became our Chief Financial Officer in October 2014. The first agreement was for financial advisory services related to the Company’s ongoing financing activities prior to the filing of an S-1 registration with the SEC. The Company agreed to pay Rona Capital $15,000 per month plus reasonable out-or-pocket expenses. In addition, the Company issued warrants to Rona Capital to purchase 7,200,000 Series D units which separated into 7,200,000 Series D Preferred Shares, 36,000 Class A warrants to purchase common stock exercisable at $4.92 per warrant and 36,000 Class B warrants to purchase common stock exercisable at $0.20 per warrant pursuant to the initial S-1 filing with the SEC. The Company also indemnified Rona Capital for claims arising from the agreement, subject to certain exceptions. This agreement terminated upon the final closing of the Series D Preferred Stock financing. Upon the closing of our IPO, the 7,200,000 shares of Series D Preferred Stock converted into 1 share of common stock. The exercise price of the Class A warrants and Class B warrants has been adjusted pursuant to the price protection feature in the warrants and is currently at $0.03 for both the Class A warrants and Class B warrants. The exchange ratio for the Class A warrants and Class B warrants upon the exercise of the options is such that for every 50.4 million options exercised, one share of common stock would be issued. The Company also entered into a second Financial Advisory Agency Agreement with Rona Capital effective in June 2014, wherein Rona Capital provided the Company with financial advisory services related to the Company’s ongoing financing activities. The Company paid Rona Capital $15,000 per month and additional cash amounts on the achievement of specified milestones, including $50,000 upon the filing of an S-1 with the SEC and $100,000 upon the closing of an initial public offering. In relation to the convertible note financing on December 30, 2015, the Foundation and Spring Forth investments agreed to enter into subordination agreements with the collateral agent in the convertible note financing whereby each agreed to subordinate their debt to the notes issued in the convertible note financing. As consideration for their agreement the Company issued them Subordination Warrants exercisable for 1 share of common stock (see NOTE 11 WARRANTS). |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 15 INCOME TAXES The Company utilizes the asset and liability approach to measuring deferred tax assets and liabilities based on temporary differences existing at each balance sheet date using currently enacted tax rates in accordance with FASB ASC 740. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. 2015 2014 Current Federal $ $ State and Local 1,250 5,297 1,250 5,297 Deferred Federal State and Local $ 1,250 $ 5,297 The following is a reconciliation of the reported amount of income tax expense (benefit) for the years ended December 31, 2015 and 2014 to the amount of income tax expenses that would result from applying the statutory rate to pretax income. 2015 2014 Deferred tax assets: Net operating losses 4,194,990 18,229,887 Depreciation and amortization (182,903 ) 162,344 Allowance for doubtful accounts 6,324 2,035 Accrued vacation 112,892 85,081 Accrued personal property tax 4,083 4,048 Other 1,652 171 Total deferred tax assets 4,137,036 18,483,566 Less: Valuation allowance (4,137,036 ) (18,483,566 ) Net deferred tax assets $ $ 2015 2014 Benefit for income taxes computed at federal statutory rate $ (19,685,292 ) $ (7,385,656 ) State income taxes, net of federal tax benefit (1,998,974 ) (407,156 ) Non-deductible expenses 12,902,916 3,024,860 NOL write off due to Section 382 limitation 23,200,232 Increase (decrease) in valuation allowance (14,346,481 ) 4,622,286 Other, net (71,150 ) 150,963 Provision for income taxes $ 1,250 $ 5,297 Effective tax rate (0.01 )% (0.07 )% As of December 31, 2015 the Company has generated operating losses. As a result the Company has recorded a full valuation allowance against its net deferred tax assets as of December 31, 2015 and 2014. The valuation allowance decreased by $14,346,481 during the tax year ended December 31, 2015. During 2015, the Corporation had a change of ownership for Internal Revenue Code purposes. The amount of the NOLs for federal and state purposes was reduced to the amount that can be used considering those limitations. The amount presented is reduced based on the section 382 limitation and the carryforward period as provided by the federal and state tax laws. As of December 31, 2015 and 2014, the Company has a net operating loss carry forwards for Federal income tax purposes of $11.5 million and $51.8 million, respectively, which expire in varying amounts during the tax years 2025 and 2035. The Company has net operating loss carry forwards for State income tax purposes of $8.2 million and $32.5 million which expire in varying years from 2025 to 2035. Under FASB ASC 740, tax benefits are recognized only for tax positions that are more likely than not to be sustained upon examination by tax authorities. The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely to be realized upon ultimate settlement. Unrecognized tax benefits are tax benefits claimed in the Company’s tax returns that do not meet these recognition and measurement standards. As of December 31, 2015 and 2014, the Company has no liabilities for unrecognized tax benefits. The Company’s policy is to recognize potential interest and penalties accrued related to unrecognized tax benefits within income tax expense. For the years ended December 31, 2015, and 2014, the Company did not recognize any interest or penalties in its statement of operations, nor did it have any interest or penalties accrued in its balance sheet at December 31, 2015 and 2014 relating to unrecognized tax benefits. The tax years 2012 2015 remain open to examination for federal income tax purposes and by the other major taxing jurisdictions to which the Company is subject. |
LEGAL PROCEEDINGS
LEGAL PROCEEDINGS | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | ||
LEGAL PROCEEDINGS | NOTE 13 LEGAL PROCEEDINGS On April 5, 2016 and May 31, 2016, Great Basin Scientific, Inc., received notices from the Utah Labor Commission, Occupational Safety and Health Division (ULC) and/or the Occupational Safety and Health Administration (OSHA) that former employee Christina Steele filed a claim alleging retaliation in violation of the Utah Occupational Safety and Health Act as well as the Corporate and Criminal Fraud Accountability Act of 2002, the Sarbanes-Oxley Act and the Occupational Safety and Health Act, among other claims relating to her employment. Ms. Steele alleges that the Company retaliated against her by terminating her employment after she allegedly acted as a whistleblower by allegedly raising concerns with management. Ms. Steele seeks lost wages, future wages, consequential losses, emotional distress damages, interest, fees and costs. On June 15, 2016, Ms. Steele also filed a complaint against the Company in the United States District Court for the District of Utah alleging retaliation in violation of the False Claims Act based on similar alleged facts. Ms. Steele seeks back pay, special damages, consequential damages, compensatory damages, interest, fees and costs. On August 15, 2016, the Company filed a motion to dismiss Ms. Steele’s claims. The Company asserts that the claims are without merit and that the employee resigned and was not terminated. We are not currently a party to any other material pending legal proceeding or regulatory or government investigations. We may become involved in litigation from time to time relating to claims arising in the ordinary course of our business. We do not believe that the ultimate resolution of the investigation by the ULC or OSHA, the claim filed in the United States District Court or other claims in the ordinary course of business would have a material effect on our business, results of operations, financial condition or cash flows. However, the results of these matters cannot be predicted with certainty, and an unfavorable resolution of one or more of these matters could have a material effect on our business, results of operations, financial condition and cash flows. | NOTE 16 LEGAL PROCEEDINGS The Company is not currently a party to any pending or threatened legal proceeding or regulatory or government investigations. We may become involved in litigation from time to time relating to claims arising in the ordinary course of our business. We do not believe that the ultimate resolution of such claims would have a material effect on our business, results of operations, financial condition or cash flows. However, the results of these matters cannot be predicted with certainty, and an unfavorable resolution of one or more of these matters could have a material effect on our business, results of operations, financial condition and cash flows. |
GEOGRAPHIC INFORMATION
GEOGRAPHIC INFORMATION | 12 Months Ended |
Dec. 31, 2015 | |
Geographic Information [Abstract] | |
GEOGRAPHIC INFORMATION | NOTE 17 GEOGRAPHIC INFORMATION 2015 2014 Domestic sales $ 2,096,825 $ 1,559,614 International sales 45,215 46,640 Total sales $ 2,142,040 $ 1,606,254 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Subsequent Events [Abstract] | ||
SUBSEQUENT EVENTS | NOTE 14 SUBSEQUENT EVENTS On October 2, 2016, the Company entered into separate exchange agreements with each of the Buyers of the 2015 Notes, pursuant to which an alternate conversion price would be used during the period from October 3, 2016 through November 17, 2016 equal to 85% of the lowest daily weighted average price of our common stock during the five (5) consecutive trading days ending and including the date of conversion. If any of the 2015 Notes remain outstanding on November 18, 2016 (the “Exchange Date”), on the Exchange Date all such remaining 2105 Notes shall be exchanged into shares of our common at an exchange price equal to 85% of the lowest daily weighted average price of our common stock during the five (5) consecutive trading days ending and including the trading day immediately prior to the Exchange Date. The Buyers released all restrictions on the Company’s use of approximately $3.5 million of proceeds of the offering of Notes and, subject to the satisfaction of certain conditions, on November 1, 2016 the Buyers will release all restrictions on the Company’s use of the remaining approximately $3.6 million of proceeds of the offering of our 2015 Notes. In October 2016, certain holders of the 2015 Notes submitted notices to accelerate previously deferred amortization payments under the 2015 Notes and convert the accelerated payments on the 2015 Notes into shares of the Company’s common stock pursuant to Section 3(a)(9) of the United States Securities Act of 1933, as amended (the “Conversions”). In connection with the Conversions, the Company issued 308,489 shares of common stock upon the conversion of $5,714,805 principal amount of 2015 Notes at a conversion price between $84.00 and $6.00 per share. On October 24, 2016, the United States District Court for the District of Utah heard oral argument on the motion to dismiss Ms. Steele’s claims filed by the Company on August 15, 2016. The Court has not yet issued a ruling. On November 2, 2016, the Company filed a Certificate of Designation for Series E Preferred Stock to the Certificate of Incorporation. The Certificate of Designation reduced, pursuant to Section 151(g) of the Delaware General Corporation Law, the number of authorized Series E Preferred Shares from 2,860,200 Series E Preferred Shares to 74,380 Series E Preferred Shares, the number of Series E Preferred Shares issued and outstanding as of November 2, 2016. Pursuant to the provisions of Section 151(g) of the Delaware General Corporation Law, the 2,785,820 authorized Series E Preferred Shares eliminated pursuant to the reduction return to the available undesignated preferred stock of the Company and may be re-designated into another series of preferred stock. On November 2, 2016, the Company separately amended and restated the October 2, 2016 Exchange Agreements with each of the Buyers, pursuant to which on November 3, 2016 the Company exchanged all of the remaining 2015 Notes outstanding, approximately $8.4 million in aggregate principal amount thereof, for 8,436 shares of a new class of Series F Convertible Preferred Stock, par value $0.001 per share. In addition, on November 3, 2016, the Company mandatorily converted 2,098 of the Preferred Shares into approximately 349,667 shares of our common stock, at a conversion price of $6.00 per share. (or, if necessary to comply with the restrictions on beneficial ownership set forth in the Amended Exchange Agreement, with any shares of our common stock in excess of the beneficial ownership restriction held in abeyance until permitted to be received by such holder of Preferred Shares. The Company reserved approximately 349,667 shares of our common stock for issuance pursuant to the Certificate of Designations. Due to restrictions on beneficial ownership the Company converted 1,152 shares of Series F Preferred Stock into 192,000 shares of common stock pursuant to the mandatory conversion. The remaining 946 shares of Series F Preferred stock are held in abeyance and remain to be mandatorily converted for the issuance of 157,667 shares of common stock. In conjunction with the amendment, each Buyer waived certain existing requirements by the Company to reserve shares of our common stock with respect to the other securities of the Company held by such Buyer including but not limited to waiver of share reserve requirements pursuant to the Company’s 2016 Notes and Series H Warrants. Concurrent with the closing of the exchange, all restrictions on $3.6 million in cash held in restricted accounts of the Company were released which became available for use by the Company to fund its operations. After giving effect to such Exchange, all rights and obligations under the 2015 Notes were cancelled and there is no longer a first priority perfected security interest in the assets of the Company securing the 2015 Notes. On November 3, 2016, the Company filed a Certificate of Designation to its Seventh Amended and Restated Certificate of Incorporation, as amended, creating Series F Preferred Stock of the Company. Each share of Series F Preferred Stock shall have a stated value of $1,000 and a par value of $0.001 per share and shall be entitled to dividends, on an as converted basis, with the holders of our common stock, but will not accrue additional dividends unless a Triggering Event has occurred and is continuing, in which case dividends will accrue at a default rate of 10% per annum. The holders of Series F Preferred Stock shall have the right to vote with holders of shares of our common stock, voting together as one class on all matters, with each Preferred Share entitling the holder thereof to cast that number of votes per share as is equal to the aggregate number of shares of our common stock on an as converted basis, provided, that no holder (together with such holder’s attribution parties) shall be permitted to have a number of votes in excess of such aggregate number of votes granted to the holders of 9.99% of the shares our common stock then outstanding (including any votes with respect to any shares of our common stock and preferred stock beneficially owned by the holder or such holder’s attribution parties). The Series F Preferred Stock will be initially convertible at the election of the holder into shares of our common stock at a conversion price equal to $0.02, subject to adjustments. On November 3, 2016, in connection with the issuance of the Series F Preferred Stock, the exercise and conversion prices of certain outstanding securities were automatically adjusted to take into account the conversion price of the Series F Preferred Stock. Accordingly, the exercise price for our Series D, 2015 Subordination, Series H and 2106 Subordination Warrants were adjusted to $6.00 per share of common stock. The exercise price of our Series B Warrants was adjusted to $27.6 million per share of common stock. The conversion price of our 2016 Notes was adjusted to $300.00 per share of common stock. | NOTE 18 SUBSEQUENT EVENTS In January and February 2016, the Company issued 77 shares of common stock pursuant to the cashless exercise of 5,001,687 Series C Warrants, the conversion of 13,967 shares of Series E Preferred Stock and the exercise of 121,450 unit purchase options with the immediate conversion and exercise of the Series E Preferred Stock and Series C Warrants. In January 2016, the Company settled the cashless exercise of 138,158 Series C Warrants with cash in the amount of $304,017. On January 21, 2016 all outstanding Series C Warrants were mandatorily exercised utilizing the cashless provision of the warrants. As of March 1, 2016 there are 50,418 Series C Warrants that have yet to be delivered and upon delivery, the Company will issue 1 share of common stock. In February 2016, the Company entered into a settlement agreement with Dawson James Securities, Inc. (“Dawson James”) pursuant to a dispute related to an underwriting agreement. Dawson James has agreed to terminate its right of first refusal for a one time payment by the Company of $80,000. In addition, Dawson James has agreed to provide consulting services for a 12 month period in consideration of the Company paying them an aggregate consulting fee of $800,000 consisting of $200,000 paid upon execution of the agreement and $50,000 per month for 12 months. In February 2016, the Company entered into amendment agreements with holders of the Notes and Series D Warrants. The amendments (i) reduced the number of shares of common stock required to be reserved for issuance upon the conversion of the Notes and exercise of the Series D Warrants from 120,000,000 to 85,000,000. The reduction will expire on April 1, 2016, and (ii) extend the deadline for filing the initial registration statement to register the common stock issuable upon conversion of the Notes and exercise of the Series D Warrants. In February 2016 the Company completed a public offering of 39.2 million Units. Each 840,000 Units consists of one share of common stock and 1,260,000 Series E Warrants, each 840,000 Series E Warrants will purchase one share of our common stock at $0.25 per Series E Warrant. The Company received approximately $6.3 million of gross proceeds and approximately $5.6 million of net proceeds. The Series E Warrants expire six years from the date of issuance but were not exercisable for one year and were subject to a vote of the shareholders and an increase in the number of authorized common stock that the Company can issue. On April 4, 2016, we entered into certain warrant exchange agreements each by and between us and a holder of our outstanding Series E Warrants, pursuant to which we and each such holder agreed to exchange outstanding Series E Warrants for shares of common stock. All of the issued and outstanding Series E Warrants were exchanged for 27 shares of common stock. |
SUMMARY OF SIGNIFICANT ACCOUN27
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Accounting Policies [Abstract] | ||
Basis of Presentation | Basis of Presentation These condensed unaudited financial statements have been prepared to reflect the financial position, results of operations and cash flows of the Company as of September 30, 2016 and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. The accompanying condensed financial statements and notes are unaudited. In management’s opinion, the unaudited interim financial statements have been prepared on the same basis as the audited financial statements for the year ended December 31, 2015 and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of September 30, 2016, its results of operations for the three and nine months ended September 30, 2016 and 2015, and cash flows for the nine months ended September 30, 2016 and 2015. The results for the three and nine months ended September 30, 2016 are not necessarily indicative of the results expected for the full fiscal year or any other interim period. | Basis of Presentation These financial statements have been prepared to reflect the financial position, results of operations and cash flows of the Company and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). |
Net Income (Loss) per Common Share | Net Income (Loss) per Common Share Basic loss per share (“EPS”) is computed by dividing net loss (the numerator) by the weighted average number of common shares outstanding for the period (the denominator). Diluted EPS is computed by dividing net loss by the weighted average number of common shares and potential common shares outstanding (if dilutive) during each period. Potential common shares include convertible preferred stock, convertible notes, stock options and warrants. The number of potential common shares outstanding is computed using the treasury stock method. As the Company has incurred losses for the three months ended September 30, 2016 and the nine months ended September 30, 2016 and 2015, the potentially dilutive shares are anti-dilutive and are thus not added into the loss per share calculations. As of September 30, 2016 and 2015, there were 170,007 and 1 potentially dilutive shares, respectively. The Company had net income for the three months ended September 30, 2015 and therefore potentially dilutive shares must be added into the diluted net income (loss) per share calculations. Three Months Basic: Numerator: Net Income $ 13,056,359 Denominator: Weighted Average Common Shares 1 Net Income Per Common Share Basic $ 13,056,359.00 Diluted: Numerator: Net Income $ 13,056,359 Denominator: Weighted Average Common Shares 1 Series E Convertible Preferred Stock Warrants Employee Stock Options Denominator for Diluted Calculation 1 Net Income Per Common Share Diluted $ 13,056,359.00 | Loss per Common Share Basic loss per share (“EPS”) is computed by dividing net loss, less cumulative preferred stock dividends for the period, including undeclared or unpaid cumulative dividends (the numerator) by the weighted average number of common shares outstanding for the period (the denominator). Diluted EPS is computed by dividing net loss by the weighted average number of common shares and potential common shares outstanding (if dilutive) during each period. Potential common shares include convertible preferred stock, stock options and warrants. The number of potential common shares outstanding is computed using the treasury stock method. As the Company has incurred losses for the years ended December 31, 2015 and 2014, the potentially dilutive shares are anti-dilutive and are thus not added into the loss per share calculations. As of December 31, 2015 and 2014, there were 33 0 |
Reverse Stock Split | Reverse Stock Split On March 30, 2016, the Company effected a reverse stock split of the Company’s common stock whereby each thirty-five shares of common stock were replaced with one share of common stock (with no fractional shares issued). On September 16, 2016, the Company effected another reverse stock split of the Company’s common stock whereby each eighty shares of common stock were replaced with one share of common stock (with no fractional shares issued). The par value and the number of authorized shares of the common stock were not adjusted. All common share and per share amounts for all periods presented in these financial statements have been adjusted retroactively to reflect these reverse stock splits. The quantity of Series E Preferred Stock and all warrants and employee and other options were not included in the reverse stock split and their outstanding quantities have not been adjusted. However, the conversion and exchange ratios were adjusted for the effect of the reverse stock splits such that upon conversion each 168,000 shares of Series E Preferred Stock will now be converted into four shares of common stock and each 168,000 of Class A, Class B, Series B, common warrants and options will now be exercisable into one share of common stock. The Series D and 2015 Subordination Warrants conversion ratio has been adjusted such that each 2,800 of the Series D and Subordination Warrants will now be exercisable into one share of common stock. The Series G, Series H and 2016 Subordination Warrants conversion ratio has been adjusted such that each 80 of the Series G, Series H and 2016 Subordination Warrants will now be exercisable into one share of common stock (see NOTE 10 WARRANTS). On December 28, 2016, the Company effected another reverse stock split of the Company’s common stock whereby each three hundred shares of common stock was replaced with one share of common stock (with no fractional shares issued). The par value of the common stock was not adjusted, but the number of authorized shares of the common stock was increased to 1.5 billion. All common share and per share amounts for all periods presented in these financial statements have been adjusted retroactively to reflect the reverse stock split. The quantity of Series E Preferred Stock, Common Warrants, Class A, Class B, Series A, Series B, Series C Warrants, Series D and Subordination warrants as well as employee and other options were not included in the reverse stock split and their outstanding quantities have not been adjusted. However, the conversion and exchange ratios were adjusted for the cumulative effect of all reverse stock splits such that upon conversion each 12.6 million shares of Series E Preferred Stock will now be converted into one share of common stock and upon exercise each 50.4 million Common, Class A, Class B, Series A, Series B and Series C Warrants or options will now be converted into one share of common stock. The Series D and Subordination Warrants conversion ratio has been adjusted such that upon exercise each 840,000 of the Series D and Subordination Warrants will now be converted into one share of common stock (see NOTE 11 WARRANTS). | On December 11, 2015, the Company effected a reverse stock split of the Company’s common stock whereby each sixty shares of common stock was replaced with one share of common stock 0.001 0.0001 the conversion and exchange ratios were adjusted as a result of the reverse stock split such that upon conversion each 60 shares of Series E Preferred Stock will be converted into four shares of common stock and upon exercise each 60 warrants or options will be converted into one share of common stock. On March 30, 2016, the Company effected another reverse stock split of the Company’s common stock whereby each thirty-five shares of common stock was replaced with one share of common stock 2,100 2,100 35 On September 16, 2016, the Company effected another reverse stock split of the Company’s common stock whereby each eighty shares of common stock was replaced with one share of common stock (with no fractional shares issued). The par value and the number of authorized shares of the common stock were not adjusted. All common share and per share amounts for all periods presented in these financial statements have been adjusted retroactively to reflect the reverse stock split. The quantity of Series E Preferred Stock, Common Warrants, Class A, Class B, Series A, Series B, Series C Warrants, Series D and Subordination warrants as well as employee and other options were not included in the reverse stock split and their outstanding quantities have not been adjusted. However, the conversion and exchange ratios were adjusted for the cumulative effect of all reverse stock splits such that upon conversion each 42,000 On December 28, 2016, the Company effected another reverse stock split of the Company’s common stock whereby each three hundred shares of common stock was replaced with one share of common stock (with no fractional shares issued). The par value of the common stock was not adjusted, but the number of authorized shares of the common stock was increased to 1.5 12.6 50.4 840,000 |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and the accompanying notes. Such estimates include the warranty reserve, accounts receivable and inventory reserves, intangible assets and other long lived assets, legal and regulatory contingencies, income taxes, share based arrangements, the derivative liability and others. These estimates and assumptions are based on management’s best estimates and judgments. Actual amounts and results could differ from those estimates. | |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers highly liquid investments with insignificant interest rate risk and original maturities to the Company of three months or less to be cash equivalents. Cash equivalents consist primarily of interest and non-interest bearing bank accounts held in checking, savings and money market accounts. These assets are generally available on a daily or weekly basis and are highly liquid in nature. If the balances are greater than $ 250,000 | |
Restricted Cash | Restricted Cash Cash and cash equivalents that are restricted as to withdrawal or use under the terms of certain contractual agreements are recorded as restricted cash on our balance sheet. On December 30, 2015, the Company entered into a Securities Purchase Agreement pursuant to which the Company issued $ 22.1 18.4 4.6 13.8 | |
Accounts Receivable | Accounts Receivable Accounts receivable are generated from the sale of single use diagnostic test cartridges to end users in the United States and to a network of distributors outside the United States. These accounts receivable are recorded at the invoiced amount, net of allowances for doubtful amounts. The Company routinely reviews outstanding accounts receivable balances for estimated uncollectible accounts and establishes or adjusts the allowances for doubtful accounts receivable using the specific identification method and records a reserve for amounts not expected to be fully recovered. Actual balances are not applied against the reserve until substantially all collection efforts have been exhausted. The Company does not have customer acceptance provisions, but it does provide its customers a limited right of return for defective diagnostic test cartridges. The allowance for doubtful accounts at December 31, 2015 and 2014 was $ 16,892 5,482 | |
Inventories | Inventories Inventories are stated at the lower of cost or market with cost determined according to the average cost method. Manufactured inventory consists of raw material, direct labor and manufacturing overhead cost components. The Company reviews the components of its inventory on a regular basis for excess and obsolete inventory and makes appropriate adjustments when necessary. December 31, 2015 2014 Raw materials $ 758,870 $ 360,019 Work-in-process 277,827 91,153 Finished goods 96,445 5,922 Total inventories $ 1,133,142 $ 457,094 | |
Property and Equipment | Property and Equipment Property and equipment is recorded at cost and depreciated over the estimated useful lives of the assets (which range from three to ten years) using the straight-line method. Amortization of leasehold improvements is computed on the straight-line method over the shorter of the lease term or estimated useful lives of the assets. The analyzers that the Company manufactures and retains title over are placed with customers and are recorded in property and equipment under “Analyzers.” The materials used for the manufacture of the analyzers are recorded in property and equipment under “Construction in progress.” Major renewals and betterments are capitalized and depreciated over their estimated useful lives while minor expenditures for maintenance and minor repairs are charged to operations as incurred. The Company classifies assets to be sold as assets held for sale when (i) Company management has approved and commits to a plan to sell the asset, (ii) the asset is available for immediate sale in its present condition and is ready for sale, (iii) an active program to locate a buyer and other actions required to sell the asset have been initiated, (iv) the sale of the asset is probable, (v) the asset is being actively marketed for sale at a price that is reasonable in relation to its current fair value, and (vi) it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. Assets classified as held for sale are recorded at the lower of the carrying amount or fair value less the cost to sell and are a component of prepaid and other current assets in the balance sheets. The Company did not have any assets classified as held for sale as of December 31, 2015 and 2014. | |
Intangible Assets | Intangible Assets The Company records its intangible assets at cost which consist of two licensing and royalty agreements for certain intellectual property rights used in the development and manufacture of our products. These intangible assets are being amortized over an estimated useful life of seven years from the date that the technology licenses became effective. As of December 31, 2015 and 2014, intangible assets totaled $ 600,000 480,829 383,420 97,407 117,445 Years ended December 31, 2016 $ 76,580 2017 42,591 Total estimated amortization expense $ 119,171 | |
Impairment of Long Lived Assets | Impairment of Long Lived Assets Long-lived tangible assets, including property and equipment, and definite-lived intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. The Company regularly evaluates whether events or circumstances have occurred that indicate possible impairment and relies on a number of factors, including expected future operating results, business plans, economic projections, and anticipated future cash flows. The Company uses an estimate of the future undiscounted net cash flows and comparisons to like-kind assets, as appropriate, of the related asset over the remaining life in measuring whether the assets are recoverable. Measurement of the amount of impairment, if any, is based upon the difference between the asset’s carrying value and estimated fair value. Fair value is determined through various valuation techniques, including cost-based, market and income approaches as considered necessary. | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820 defines fair value, establishes a framework for measuring fair value under GAAP and enhances disclosures about fair value measurements. Fair value is defined under FASB ASC 820 as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value under FASB ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on three levels of inputs, with the first two inputs considered observable and the last input considered unobservable, that may be used to measure fair value as follows: • Level one • Level two • Level three Determining which category an asset or liability falls within the hierarchy requires significant judgment. The Company evaluates its hierarchy disclosures each quarter. The Company issued certain common stock warrants, employee stock options and convertible notes that are required to be recorded at fair value measured at the transaction date. In addition, certain other warrants to purchase common stock and convertible notes qualify as derivative liabilities and are therefore required to be recorded at fair value measured at the transaction date and again at each reporting period end. The fair value of these warrants and conversion was determined using estimates and assumptions that are not readily available in public markets and the Company has designated this liability as Level 3. The assumptions used for the fair value calculation as well as the changes in the value of the derivative liability are shown in NOTE 11 DERIVATIVE LIABILITY. | Fair Value of Financial Instruments The Company measures at fair value certain of its financial and non-financial assets and liabilities by using a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Fair value is 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, essentially an exit price, based on the highest and best use of the asset or liability. The levels of the fair value hierarchy are: Level 1 Quoted market prices in active markets for identical assets or liabilities; Level 2 Significant other observable inputs (e.g. quoted prices for similar items in active markets, quoted prices for identical or similar items in markets that are not active, inputs other than quoted prices that are observable, such as interest rate and yield curves, and market-corroborated inputs); and Level 3 Unobservable inputs in which there is little or no market data, which require the reporting unit to develop its own assumptions. Fair Value Measurements at December 31, 2015 Description Level 1 Level 2 Level 3 Total Derivative liability Common stock warrants $ $ $ 26,592,532 $ 26,592,532 Convertible notes payable $ $ $ 16,588,940 $ 16,588,940 Total derivative liability $ $ $ 43,181,472 $ 43,181,472 Fair Value Measurements at December 31, 2014 Description Level 1 Level 2 Level 3 Total Derivative liability Common stock warrants $ $ $ 9,998,636 $ 9,998,636 Total derivative liability $ $ $ 9,998,636 $ 9,998,636 The internal models used to determine fair value for these Level 3 instruments use certain significant unobservable inputs and their use requires determination of relevant inputs and assumptions. Accordingly, changes in these unobservable inputs may have a significant impact on fair value. Such inputs include risk free interest rate, expected average life, expected dividend yield, and expected volatility. These Level 3 liabilities would decrease (increase) in value based upon an increase (decrease) in risk free interest rate and expected dividend yield. Conversely, the fair value of these Level 3 liabilities would generally increase (decrease) in value if the expected average life or expected volatility were to increase (decrease). |
Derivative Instruments | Derivative Instruments The Company accounts for derivative instruments under the provisions of ASC 815 Derivatives and Hedging | Derivative Instruments The Company accounts for derivative instruments under the provisions of ASC 815 Derivatives and Hedging |
Revenue Recognition | Revenue Recognition The Company derives its product revenue from the sale of single use diagnostic test cartridges sold through our dedicated sales force, except in the European Union where the Company sells through a network of distributors. Product revenue is recognized when all four of the following criteria are met: (1) persuasive evidence that an arrangement exists; (2) delivery of the products has occurred; (3) the selling price of the product is fixed or determinable; and (4) collectability of that price is reasonably assured. Change in title to the product and recognition of revenue from sales of diagnostic test cartridges occurs at the time of shipment. Shipping and handling fees and related freight costs and supplies for test kits are billed to customers. Additional costs associated with shipping products to customers are included as a component of cost of sales. | |
Research and Development Costs | Research and Development Costs Research and development costs are charged to operations as incurred. Research and development costs include, among other things, salaries and wages for research scientists and staff (including stock-based compensation), materials and supplies used in the development of new products, developing and validating the manufacturing process, costs for clinical trials, and costs for research and development facilities and equipment. | |
Stock Based Compensation | Stock Based Compensation The Company has accounted for stock-based compensation under the provisions of Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) 718, “Compensation Stock Compensation” . | |
Financial Instruments and Concentration of Credit Risk | Financial Instruments and Concentration of Credit Risk The Company’s financial instruments include cash and cash equivalents, accounts receivable, and accounts payable. The carrying amount of cash and cash equivalents, accounts receivable, and accounts payable approximate fair value because of their immediate or short-term maturities. All of the Company’s accounts receivable result from sales in the normal course of business to its customers primarily throughout the United States. The Company attempts to limit its credit risk by performing credit evaluations of new customers and maintaining adequate allowances for potential credit losses. As of December 31, 2015, 17 30 The Company’s customers consist of hospitals, clinics, laboratories and other healthcare providers in the United States, the European Union and New Zealand. For the year ended December 31, 2015, there were no customers that accounted for more than 10% of revenues. For the year ended December 31, 2014, 11% of revenues resulted from one customer who accounted for more than 10% of revenues. | |
Income Taxes | Income Taxes The Company accounts for income taxes under FASB ASC 740, “Income Taxes”. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Accounting standards require the consideration of a valuation allowance for deferred tax assets if it is “more likely than not” that some component or all of the benefits of deferred tax assets will not be realized. The tax effects from an uncertain tax position can be recognized in the financial statements only if the position is more likely than not of being sustained if the position were to be challenged by a taxing authority. The Company has examined the tax positions taken in its tax returns and determined that there are no uncertain tax positions. As a result, the Company has recorded no uncertain tax liabilities in its balance sheet. | |
Reclassification | Reclassification During 2015, the Company’s auditors identified a clerical error made by the Company during the preparation of the 2014 cash flow statement, wherein the amount for a certain fixed asset that was included in accounts payable had the sign inadvertently switched. The Company has corrected the presentation of the 2014 cash flows for this clerical item and in doing so, the statement of cash flows for 2014 was adjusted to increase net cash used in operating activities by $ 786,238 | |
New Accounting Pronouncements | New Accounting Pronouncements From time to time, new accounting pronouncements are issued by the FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption. In February 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-02 Leases In July 2015, the FASB issued ASU 2015-11 Simplifying the Measurement of Inventory In April 2015, the FASB issued ASU No. 2015-03 Interest Imputation of Interest, Simplifying the Presentation of Debt Issuance Cost. In August 2014, the FASB issued ASU No. 2014-15 Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern In May 2014, the FASB issued ASU No. 2014-09 Revenue from Contracts with Custo | New Accounting Pronouncements From time to time, new accounting pronouncements are issued by the FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption. In November 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2015-17, “Balance Sheet Classification of Deferred Taxes,” that requires companies to classify all deferred tax assets and liabilities, along with any valuation allowance, as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts. The guidance does not change the existing requirement that only permits offsetting within a jurisdiction. The ASU is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. Early adoption is permitted. During the fourth quarter of 2015, the Company elected early adoption of this standard as it improved the efficiency of the year end financial reporting process for income taxes and applied the changes retrospectively to all prior periods presented in its financial statements. In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory,” that simplifies the subsequent measurement of inventories by replacing the current lower of cost or market test with a lower of cost or net realizable value test. The ASU is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. Early adoption is permitted. The Company is still evaluating the impact this standard will have on its financial statements and related disclosures. In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs,” which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of debt discounts or premiums. The ASU is effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. During the year 2015, the Company elected early adoption of this standard and applied the changes in its financial statements and related disclosures. In August 2014, the FASB issued ASU No. 2014-15 Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes nearly all existing revenue recognition guidance under GAAP. The core principle is that a company should recognize revenue 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. ASU 2014-09 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 GAAP. The standard is effective for annual periods beginning after December 15, 2016, and interim periods therein, and shall be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. In April 2015, the FASB deferred the effective date of ASU 2014-09 to fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. The Company is currently in the process of determining the impact of adoption of the provisions of ASU 2014-09 on its financial statements and related disclosures. |
SUMMARY OF SIGNIFICANT ACCOUN28
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Accounting Policies [Abstract] | ||
Schedule of Inventories | Inventories consisted of the following at December 31, 2015 and 2014: December 31, 2015 2014 Raw materials $ 758,870 $ 360,019 Work-in-process 277,827 91,153 Finished goods 96,445 5,922 Total inventories $ 1,133,142 $ 457,094 | |
Estimated Future Intangible Asset Amortization Expense | Estimated future intangible asset amortization expense for the next five years are as follows: Years ended December 31, 2016 $ 76,580 2017 42,591 Total estimated amortization expense $ 119,171 | |
Financial Liabilities Measured at Fair Value on a Recurring Basis | The following tables set forth the financial liabilities measured at fair value on a recurring basis by level within the fair value hierarchy at December 31, 2015 and 2014 (see NOTE 12 DERIVATIVE LIABILITIES): Fair Value Measurements at December 31, 2015 Description Level 1 Level 2 Level 3 Total Derivative liability Common stock warrants $ $ $ 26,592,532 $ 26,592,532 Convertible notes payable $ $ $ 16,588,940 $ 16,588,940 Total derivative liability $ $ $ 43,181,472 $ 43,181,472 Fair Value Measurements at December 31, 2014 Description Level 1 Level 2 Level 3 Total Derivative liability Common stock warrants $ $ $ 9,998,636 $ 9,998,636 Total derivative liability $ $ $ 9,998,636 $ 9,998,636 | |
Schedule of Basic and Diluted Net Income (Loss) Per Share | The components of basic and diluted net income (loss) per share for the three months ended September 30, 2015 are as follows: Three Months Basic: Numerator: Net Income $ 13,056,359 Denominator: Weighted Average Common Shares 1 Net Income Per Common Share Basic $ 13,056,359.00 Diluted: Numerator: Net Income $ 13,056,359 Denominator: Weighted Average Common Shares 1 Series E Convertible Preferred Stock Warrants Employee Stock Options Denominator for Diluted Calculation 1 Net Income Per Common Share Diluted $ 13,056,359.00 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | December 31, 2015 2014 Construction in progress $ 680,679 $ 1,133,654 Analyzers 5,045,481 1,139,352 Computers and office equipment 462,441 290,754 Machinery and equipment 2,372,558 1,060,993 Leasehold improvements 393,271 366,945 Furniture and fixtures 72,618 16,145 Equipment under capital lease 2,148,476 2,148,476 11,175,522 6,156,319 Less: accumulated depreciation and amortization (3,433,531 ) (1,918,852 ) Total property and equipment, net $ 7,741,991 $ 4,237,467 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | December 31, 2015 2014 Accrued payroll $ 1,094,666 $ 421,645 Royalties 75,642 166,540 Accrued interest 44,291 Accrued property and use tax 10,905 10,905 Other 87,645 13,269 Total accrued liabilities $ 1,313,149 $ 612,359 |
LEASE COMMITMENTS (Tables)
LEASE COMMITMENTS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Annual Future Minimum Lease Payments of Capital Leases | Years ended December 31, 2016 $ 1,694,006 2017 923,908 Total capital lease payments 2,617,914 Less amount representing interest (461,078 ) Total future minimum lease payments 2,156,836 Less current portion of capital leases (1,305,426 ) Long term portion of capital leases $ 851,410 |
Schedule of Operating Lease Commitments | Years ended December 31, 2016 $ 355,797 2017 246,255 2018 252,092 2019 259,132 2020 266,455 Total operating lease commitments $ 1,379,731 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Summary of Purchased Certain Machinery and Equipment under Two Note Payable Agreements | The Company purchased certain machinery and equipment under two note payable agreements which consist of the following as of December 31, 2015 and 2014: December 31, 2015 2014 Note payable, 15.2% interest, monthly payments of $1,328, due February 6, 2016, secured by equipment $ 2,607 $ 16,938 Note payable, 10.0% interest, monthly payments of $3,161, due January 1, 2016, secured by equipment 3,086 38,749 Total notes payable 5,693 55,687 Less: current portion of notes payable (5,693 ) (49,994 ) Long term portion of notes payable $ $ 5,693 |
CONVERTIBLE NOTES PAYABLE (Tabl
CONVERTIBLE NOTES PAYABLE (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Summary of Convertible Notes Outstanding | The following table summarizes the convertible notes outstanding at December 31, 2015: Convertible notes payable, principal $ 22,100,000 Debt discounts (19,936,283 ) Net convertible note payable 2,163,717 Less current portion (1,638,717 ) Convertible notes payable, long term $ 525,000 | |
Schedule of Extinguishment of Debt | A summary of the accounting for these extinguishments for the three months ended September 30, 2016 is as follows: Fair value of common stock issued $ 27,574,033 Less: 2015 Note principal extinguished 8,003,121 Debt discount related to extinguished 2015 Note (2,508,882 ) Derivative liability extinguished 4,787,331 Loss on extinguishment of debt $ 17,292,463 | |
Two thousand sixteen notes [Member] | ||
Summary of Convertible Notes Outstanding | The following table summarizes the 2016 Notes outstanding at September 30, 2016: Convertible notes payable, principal $ 75,000,000 Debt discounts (59,467,772 ) Net convertible note payable 15,532,228 Less current portion (15,532,228 ) Convertible notes payable, long term $ | |
Two thousand fifteen notes [Member] | ||
Summary of Convertible Notes Outstanding | The following table summarizes the 2015 Notes outstanding at September 30, 2016: Convertible notes payable, principal $ 14,096,879 Debt discounts (2,541,038 ) Net convertible note payable 11,555,841 Less current portion (11,555,841 ) Convertible notes payable, long term $ |
WARRANTS (Tables)
WARRANTS (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Schedule Of Warrants Outstanding and Exercisable | The following table outlines the warrants outstanding as of September 30, 2016 Outstanding Number of Total Shares Aggregate Exercise Price Expiration Class A 1,532,598 50.4 million 48 $ 561.00 April 2021 July 2021 Class B 1,310,956 50.4 million 29 $ 561.00 April 2021 July 2021 Series B 1,074,082 50.4 million 34 $84.1 million March 2021 July 2021 Series D 3,503,116 840,000 8 $37,920.00 June 2021 2015 Subordination 105,516 840,000 2 $37,920.00 June 2021 Series G 3,075,000 24,000 159 $ 561.00 June 2021 Series H 56,250,000 24,000 2,346 $49,920.00 December 2021 2016 Subordination 1,687,500 24,000 71 $49,920.00 December 2021 Common 372,331 50.4 million 19 $561.00 $1,612.8 million July 2016 July 2021 Total Warrants 68,911,099 2,697 | The following table outlines the warrants outstanding and exercisable as of December 31, 2014: Warrants Outstanding Warrant Common Stock Total Shares Aggregate Expiration Class A 2,041,239 $4.92 50.4 million: 1 1 $248.0 million April 2021 July 2021 Class B 1,645,845 $0.20 50.4 million: 1 1 $10.1 million April 2021 July 2021 Series A 1,322,500 $7.00 50.4 million: 1 1 $352.8 million October 2015 Common 438,356 $2.00 $32.00 50.4 million: 1 1 $100.8 million $1,612.8 million April 2016 July 2021 Total Warrants 5,447,940 4 The following table outlines the warrants outstanding and exercisable as of December 31, 2015: Warrants Outstanding Warrant Common Stock Total Shares Aggregate Expiration Class A 1,532,598 $0.03 50.4 million: 1 48 $1.6 million April 2021 July 2021 Class B 1,310,956 $0.03 50.4 million: 1 29 $1.6 million April 2021 July 2021 Series B 1,074,082 $8.75 50.4 million: 1 34 $441.0 million March 2021 July 2021 Series C 5,229,973 $2.55 50.4 million: 1 65 $128.5 million January 2017 Series D 3,503,116 $1.85 2,800: 1 8 $1.6 million June 2021 Subordination 105,516 $1.85 2,800: 1 2 $1.6 million June 2021 Common 463,356 $0.03 $32.00 168,000: 1 26 $1.6 million $1,612.8 million April 2016 July 2021 Total Warrants 13,219,597 212 |
Assumptions used in Calculating Fair Value of Warrants Granted | The following is the weighted average of the assumptions used in calculating the fair value of the warrants at an exchange ratio of 50.4 million warrants for one share of common stock after they were modified in September 2014 using the Black-Scholes method: Fair market value of one share of common stock $ 249.0 million Aggregate exercise price of 50.4 million warrants $ 504.0 million Risk free rate 0.61 % Dividend yield 0.00 % Expected volatility 37.23 % Remaining contractual term 1.97 years | |
Summary of Stock Option Activity | The following table summarizes the Company’s total option activity for the nine months ended September 30, 2016: Options Weighted Total Aggregate Weighted As of September 30, 2016: Options outstanding as of January 1, 2016 792,534 $ 2.84 88 $ 143.1 million 8.0 Granted Exercised Forfeited (52,000 ) $ 2.36 (15 ) $ 119.2 million Options outstanding as of September 30, 740,534 $ 2.88 73 $ 144.9 million 7.2 | The following table summarizes the Company’s total option activity for the years ended December 31, 2015 and 2014: Options Weighted Weighted Intrinsic As of December 31, 2014: Options outstanding as of January 1, 2014 115,750 $ 30.00 6.3 Granted 619,784 $ 2.86 9.4 Exercised Forfeited/expired (32,500 ) $ 8.92 5.7 Options outstanding as of December 31, 2014 703,034 $ 2.98 8.8 $ As of December 31, 2015: Options outstanding as of January 1, 2015 703,034 $ 2.98 8.8 Granted 117,500 $ 2.56 9.6 Exercised Forfeited/expired (28,000 ) $ 5.16 8.6 Options outstanding as of December 31, 2015 792,534 $ 2.84 8.0 $ |
Common Stock Warrants Activity | Common Weighted Weighted As of September 30, 2016: Warrants Outstanding as of January 1, 2016 13,219,597 $ 2.71 4.7 Granted 119,897,500 $ 1.18 5.3 Exercised (5,314,973 ) $ 2.53 Expired (91,025 ) $ 10.00 Extinguished (58,800,000 ) $ 0.25 Warrants outstanding as of September 30, 2016 68,911,099 $ 1.80 5.1 | The following table summarizes the common stock warrant activity during the years ended December 31, 2015 and 2014: Common Weighted Weighted As of December 31, 2014: Warrants outstanding as of January 1, 2014 274,420 8.00 4.2 Granted 5,331,520 3.91 5.5 Exercised (158,000 ) 0.20 6.6 Expired Warrants outstanding as of December 31, 2014 5,447,940 4.17 4.9 As of December 31, 2015: Warrants outstanding as of January 1, 2015 5,447,940 4.17 4.9 Granted 26,617,714 2.71 4.3 Exercised (17,547,639 ) 2.47 4.0 Expired (1,298,418 ) 2.48 3.4 Warrants outstanding as of December 31, 2015 13,219,597 2.71 4.7 |
Preferred A Stock Warrants | ||
Summary of Stock Option Activity | The following table summarizes the Preferred A stock warrant activity during the year ended December 31, 2014: Preferred A Weighted Weighted As of December 31, 2014: Warrants outstanding as of January 1, 2014 2,231,727 $ 0.16 3.1 Granted Converted (2,231,727 ) 0.16 2.3 Expired Warrants outstanding as of December 31, 2014 $ | |
Preferred D Stock Warrants | ||
Summary of Stock Option Activity | The following table summarizes the preferred D stock warrant activity during the year ended December 31, 2014: Preferred D Weighted Weighted As of December 31, 2014: Warrants outstanding as of January 1, 2014 Granted 7,200,000 $ 0.025 6.8 Converted (7,200,000 ) $ 0.025 6.7 Expired Warrants outstanding as of December 31, 2014 $ |
DERIVATIVE LIABILITIES (Tables)
DERIVATIVE LIABILITIES (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Derivatives, Fair Value [Line Items] | ||
Summary of Assumptions for Fair Value Measurement Model | The fair value of the derivative was calculated at the various extinguishment dates using a modified binomial model to reflect different scenarios where reset may be triggered using the following range of assumptions: Trading price of common stock on measurement date $ 687.00 37,200.00 Conversion price (1) $ 594.00 29,280.00 Risk free interest rate (2) 0.29 0.47 % Conversion notes lives in years 0.60 0.81 Expected volatility (3) 224.7 228.2 % Expected dividend yield (4) (1) The conversion price was calculated based on the formula in the 2015 Notes agreement as of the respective measurement dates. (2) The risk-free interest rate was determined by management using the average of the 6 month and 1-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. The Company determined the fair value of the remaining conversion feature to be $2,706,796 at September 30, 2016 using a modified binomial model to reflect different scenarios where reset may be triggered using the following assumptions: Trading price of common stock on measurement date $ 687.00 Conversion price (1) $ 594.00 Risk free interest rate (2) 0.37 % Conversion notes lives in years 0.60 Expected volatility (3) 225.4 % Expected dividend yield (4) (1) The conversion price was calculated based on the formula in the 2015 Notes agreement as of the respective measurement date (2) The risk-free interest rate was determined by management using the average of the 6 month and 1-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. The Company determined the fair value of the Series D Warrants and 2015 Subordination Warrants to be $22,590,296 at September 30, 2016 using a binomial model with a Monte Carlo simulation to reflect different scenarios where reset may be triggered and to project the range of the additional shares to be issued on December 31, 2016 using the following assumptions: Trading price of common stock on measurement date $ 687.00 Exercise price (1) $ 37,920.00 Risk free interest rate (2) 1.14 % Warrant lives in years 4.75 Expected volatility (3) 225.1 % Expected dividend yield (4) Expected reset occurrence Q4 2016 (1) The exercise price of the Series D and Subordination Warrants was calculated based on the terms in the warrant agreement. (2) The risk-free interest rate was determined by management using the 5-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. The Company determined the fair value of the Series E Warrants to be $6,800,927 at April 7, 2016 using a binomial model with a Monte Carlo simulation model using the following assumptions: April 7, Trading price of common stock on measurement date $ 98,160.00 Exercise price (1) $ 96,240.00 Risk free interest rate (2) 1.30 % Warrant lives in years 5.89 Expected volatility (3) 228.1 % Expected dividend yield (4) (1) The exercise price of the Series E Warrants was calculated based on the terms in the warrant agreement. (2) The risk-free interest rate was determined by management using an average of the 5-year and 7-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. The fair value of the Series G Warrants was calculation using a Black Scholes model with the following inputs: July 11, Trading price of common stock on measurement date $ 33,840.00 Exercise price (1) $ 32,160.00 Risk free interest rate (2) 1.03 % Warrant lives in years 4.89 Expected volatility (3) 225.8 % Expected dividend yield (4) (1) The exercise price of the Series G Warrants was calculated based on the terms in the warrant agreement. (2) The risk-free interest rate was determined by management using the average of the 5-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. The Company determined the fair value of the remaining 3,075,000 Series G Warrants to be $86,844 on September 30, 2016 using a Black Scholes valuation model with the following assumptions: September 30, Trading price of common stock on measurement date $ 687.00 Exercise price (1) $ 561.00 Risk free interest rate (2) 1.14 % Warrant lives in years 4.66 Expected volatility (3) 224.8 % Expected dividend yield (4) (1) The exercise price of the Series G Warrants as defined in the warrant agreement at June 1, 2016. The reset provision at July 1, 2016 that was known at June 30, 2016. (2) The risk-free interest rate was determined by management using the 5-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. The Company determined the fair value of the conversion feature to be $80,599,528 and $78,549,907 at inception (July 1, 2016) and September 30, 2016, respectively. The Company determined fair value using a modified binomial model to reflect different scenarios where reset may be triggered using the following assumptions: July 1, Sept 30, Trading price of common stock on measurement date $ 42,480.00 $ 687.00 Exercise price (1) $ 32,160.00 $ 561.00 Risk free interest rate (2) 0.59 % 0.68 % Term 1.84 1.58 Expected volatility (3) 228.1 % 225.1 % Expected dividend yield Expected reset occurrence Q4 2016 Q4 2016 (1) The conversion price was calculated based on the formula in the 2016 Notes agreement as of the respective measurement date (2) The risk-free interest rate was determined by management using the average of the 1-year and 2-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history The Company determined the fair value of the Series H Warrants and 2016 Subordination Warrants to be $101,644,520 and $1,637,959 at inception (July 1, 2016) and September 30, 2016, respectively. The Company determined the fair value using a modified binomial model to reflect different scenarios where reset may be triggered using the following assumptions: July 1, Sept 30, Trading price of common stock on measurement date $ 42,480.60 $ 687.00 Exercise price (1) $ 49,920.00 $ 49,920.00 Risk free interest rate (2) 1.01 % 1.78 % Term 5.00 4.75 Expected volatility (3) 228.1 % 225.1 % Expected dividend yield Expected reset occurrence Q4 2016 Q4 2016 (1) The exercise price of the Series H and Subordination Warrants was calculated based on the terms in the warrant agreement. (2) The risk-free interest rate was determined by management using the 5-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. | The Company determined the fair value of the conversion feature using a binomial model with Monte Carlo simulation to reflect different scenarios where reset may be triggered using the following assumptions: Trading price of common stock on measurement date $789,600 $924,000 Conversion price (1) $730,800 $865,200 Risk free interest rate (2) 0.86 % Conversion notes lives in years 1.33 Expected volatility (3) 215 % Expected dividend yield (4) Expected probability of shareholder approval (5) 85 % (1) The conversion price of the convertible notes was calculated based the formula in the Notes agreement as of the respective measurement date (2) The risk-free interest rate was determined by management using the 1.5-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. (5) Management has estimated a probability of 85% that shareholder approval will be obtained for the removal of the 19.9% conversion cap. This is based on past shareholder voting history and discussions with current shareholders and consultants. The fair values of the Series D Warrants and Subordination Warrants were determined using a binomial valuation model which included additional warrants to be issued on December 31, 2016 and the following assumptions: Trading price of common stock on measurement date $789,600 $924,000 Exercise price (1) $1.6 million Risk free interest rate (2) 1.80 % Warrant lives in years 5.50 Expected volatility (3) 215 % Expected dividend yield (4) (1) The exercise price of the Series D Warrants calculated by 120% of the arithmetic average of five weighted average price of the common stock on the five consecutive trading days prior to issuance date on December 30, 2015. (2) The risk-free interest rate was determined by management using the 5-year Treasury Bill as of the respective measurement date. (3) The volatility factor was estimated by using the historical volatilities of the Company’s trading history. (4) Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. |
Summary of Change in the Value of the Derivative Liabilities | The following summarizes the total change in the value of the derivative liabilities during the years ended December 31, 2015 and 2014: As of December 31, 2014: Balance at January 1, 2014 $ Issuance of warrants and option 2,487,726 Exercise of warrants (885,259) Change in fair value of warrant and option liability 8,396,169 Balance at December 31, 2014 $ 9,998,636 As of December 31, 2015: Balance at January 1, 2015 $ 9,998,636 Issuance of warrants, unit purchase option and convertible note 56,026,979 Exercise and expiration of warrants and unit purchase option (42,558,951) Change in fair value of warrant, option and conversion feature liability 19,714,808 Balance at December 31, 2015 $ 43,181,472 | |
Fair Value, Inputs, Level 3 [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Summary of Change in the Value of the Derivative Liabilities | The following table presents a reconciliation of the derivative liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the nine months ended September 30, 2016: As of September 30, 2016: Balance at January 1, 2016 $ 43,181,472 Issuance of warrants, options and convertible notes 193,370,459 Exercise of warrants (24,091,534 ) Change in fair value of warrant and option liability (106,888,362 ) Balance at September 30, 2016 $ 105,572,035 | |
Series E Warrants [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Schedule Of Gain Loss On Exchange And Issuance Of Warrants [Table Text Block] | The difference between the fair value of the liability extinguished and the fair value of the consideration provided on April 7, 2016 was recorded as a gain in the statement of operations as follows: Fair value of Series E Warrants exchanged $ 6,800,927 Fair value of common stock issued 2,659,154 Gain on exchange of warrants $ 4,141,773 |
EMPLOYEE STOCK OPTIONS (Tables)
EMPLOYEE STOCK OPTIONS (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Schedule of Assumptions Used in Calculation of Fair Value of the Options Exchanged | The following is the range of the weighted average of the assumptions used in calculating the fair value of the options granted after our IPO in October 2014 and the options modified in 2014 using the Black-Scholes method: Fair market value of one share of common stock $249.0 million $266.1 million Aggregate exercise price of 50.4 million options $176.4 million $297.9 million Risk free rate 1.06% 1.70% Dividend yield 0.00% Expected volatility 46.31% 54.97% Expected term 2.74 6.06 years The following is the weighted average of the assumptions used in calculating the fair value of the options granted in 2015 using the Black-Scholes method: Fair market value of one share of common stock $ 129.0 million Aggregate exercise price of 50.4 million options $ 129.0 million Risk free rate 1.71% Dividend yield 0.00% Expected volatility 127.52% Expected term 6.14 years | |
Summary of Stock Option Activity | The following table summarizes the Company’s total option activity for the nine months ended September 30, 2016: Options Weighted Total Aggregate Weighted As of September 30, 2016: Options outstanding as of January 1, 2016 792,534 $ 2.84 88 $ 143.1 million 8.0 Granted Exercised Forfeited (52,000 ) $ 2.36 (15 ) $ 119.2 million Options outstanding as of September 30, 740,534 $ 2.88 73 $ 144.9 million 7.2 | The following table summarizes the Company’s total option activity for the years ended December 31, 2015 and 2014: Options Weighted Weighted Intrinsic As of December 31, 2014: Options outstanding as of January 1, 2014 115,750 $ 30.00 6.3 Granted 619,784 $ 2.86 9.4 Exercised Forfeited/expired (32,500 ) $ 8.92 5.7 Options outstanding as of December 31, 2014 703,034 $ 2.98 8.8 $ As of December 31, 2015: Options outstanding as of January 1, 2015 703,034 $ 2.98 8.8 Granted 117,500 $ 2.56 9.6 Exercised Forfeited/expired (28,000 ) $ 5.16 8.6 Options outstanding as of December 31, 2015 792,534 $ 2.84 8.0 $ |
Summary of Stock Options Outstanding and Exercisable | Outstanding and exercisable stock options as of September 30, 2016 are as follows: Options Outstanding Options Exercisable Number of Remaining Exercise Number of Exercise September 30, 2016 740,534 7.2 $ 2.88 437,772 $ 3.04 | Outstanding and exercisable stock options as of December 31, 2015 and 2014 are as follows: Options Outstanding Options Exercisable Number of Remaining Exercise Number of Exercise Intrinsic December 31, 2014 703,034 8.8 $ 2.98 117,404 $ 3.86 $ December 31, 2015 792,534 8.0 $ 2.84 328,445 $ 3.07 $ |
Schedule of Equity-Based Compensation Expenses | The estimated fair value of the Company stock options, less expected forfeitures, is amortized over the options vesting period on the straight-line basis. The Company recognized the following equity-based compensation expenses during the twelve months ended December 31, 2015 and 2014: December 31, 2015 2014 Stock based compensation expense $ 110,123 $ 297,244 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Tax Expense | 2015 2014 Current Federal $ $ State and Local 1,250 5,297 1,250 5,297 Deferred Federal State and Local $ 1,250 $ 5,297 |
Components of Deferred Tax Assets | 2015 2014 Deferred tax assets: Net operating losses 4,194,990 18,229,887 Depreciation and amortization (182,903 ) 162,344 Allowance for doubtful accounts 6,324 2,035 Accrued vacation 112,892 85,081 Accrued personal property tax 4,083 4,048 Other 1,652 171 Total deferred tax assets 4,137,036 18,483,566 Less: Valuation allowance (4,137,036 ) (18,483,566 ) Net deferred tax assets $ $ |
Reconciliation of Reported Amount of Income Tax Expense | Reconciliation of reported amount of income tax expense for the years ended December 31, 2015 and 2014 consists of the following: 2015 2014 Benefit for income taxes computed at federal statutory rate $ (19,685,292 ) $ (7,385,656 ) State income taxes, net of federal tax benefit (1,998,974 ) (407,156 ) Non-deductible expenses 12,902,916 3,024,860 NOL write off due to Section 382 limitation 23,200,232 Increase (decrease) in valuation allowance (14,346,481 ) 4,622,286 Other, net (71,150 ) 150,963 Provision for income taxes $ 1,250 $ 5,297 Effective tax rate (0.01 )% (0.07 )% |
GEOGRAPHIC INFORMATION (Tables)
GEOGRAPHIC INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Geographic Information [Abstract] | |
Schedule of Domestic and International Customers Products Sales | 2015 2014 Domestic sales $ 2,096,825 $ 1,559,614 International sales 45,215 46,640 Total sales $ 2,142,040 $ 1,606,254 |
Description of Business - Addit
Description of Business - Additional Information (Detail) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Description Of Business [Line Items] | ||
Date of incorporation | Jun. 27, 2003 | |
Nevada Corporation | ||
Description Of Business [Line Items] | ||
Date of merger | Aug. 29, 2008 | Aug. 29, 2008 |
Summary of Significant Accoun40
Summary of Significant Accounting Policies - Additional Information (Detail) | Jul. 11, 2016shares | Dec. 30, 2015USD ($) | Dec. 28, 2016shares | Sep. 16, 2016shares | Jun. 01, 2016shares | Mar. 30, 2016shares | Oct. 31, 2014 | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($)shares | Dec. 31, 2015USD ($)AgreementCustomer$ / sharesshares | Dec. 31, 2014USD ($)Customer$ / sharesshares | Dec. 11, 2015$ / shares |
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Common Stock Per Share | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||
Conversion and Exchange Ratio | the conversion and exchange ratios were adjusted for the effect of the reverse stock splits such that upon conversion each 168,000 shares of Series E Preferred Stock will now be converted into four shares of common stock and each 168,000 of Class A, Class B, Series B, common warrants and options will now be exercisable into one share of common stock. The Series D and 2015 Subordination Warrants conversion ratio has been adjusted such that each 2,800 of the Series D and Subordination Warrants will now be exercisable into one share of common stock. The Series G, Series H and 2016 Subordination Warrants conversion ratio has been adjusted such that each 80 of the Series G, Series H and 2016 Subordination Warrants will now be exercisable into one share of common stock | the conversion and exchange ratios were adjusted as a result of the reverse stock split such that upon conversion each 60 shares of Series E Preferred Stock will be converted into four shares of common stock and upon exercise each 60 warrants or options will be converted into one share of common stock. | ||||||||||
Cash, FDIC Insured Amount | $ | $ 250,000 | |||||||||||
Convertible notes payable, principal | $ | $ 22,100,000 | |||||||||||
Proceeds from issuance of convertible notes payable | $ | $ 5,451,163 | $ 0 | 4,135,000 | $ 100,000 | ||||||||
Cash, Restricted | $ | $ 44,859,005 | 13,800,000 | 0 | |||||||||
Allowance for doubtful accounts receivable, current | $ | $ 16,892 | 5,482 | ||||||||||
Number of licensing and royalty agreements | Agreement | 2 | |||||||||||
Intangible assets amortization period | 7 years | |||||||||||
Total intangible assets | $ | $ 600,000 | 600,000 | ||||||||||
Accumulated amortization | $ | 480,829 | 383,420 | ||||||||||
Amortization of intangible assets | $ | $ 97,407 | $ 117,445 | ||||||||||
Dilutive shares excluded from computation of earnings per share | 170,007 | 1 | 33 | 0 | ||||||||
Net cash used in operating activities | $ | $ (24,138,118) | $ (14,847,494) | $ (20,669,754) | $ (12,397,418) | ||||||||
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 | 50,000,000 | |||||||||
Options | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 168,000 | |||||||||||
Subsequent Event | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion and Exchange Ratio | the conversion and exchange ratios were adjusted for the cumulative effect of all reverse stock splits such that upon conversion each 12.6 million shares of Series E Preferred Stock will now be converted into one share of common stock and upon exercise each 50.4 million Common, Class A, Class B, Series A, Series B and Series C Warrants or options will now be converted into one share of common stock. The Series D and Subordination Warrants conversion ratio has been adjusted such that upon exercise each 840,000 of the Series D and Subordination Warrants will now be converted into one share of common stock | |||||||||||
Conversion of Stock, Shares Converted | 2,100 | |||||||||||
Series D Preferred Stock [Member] | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion Of Preferred Stock To Common Stock Conversion Ratio | 200 | 10,080,000,000 | ||||||||||
Series E Preferred Stock [Member] | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 168,000 | 13,967 | 2,650,403 | |||||||||
March 30, 2016 | Series E Preferred Stock [Member] | Subsequent Event | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 2,100 | |||||||||||
September 16, 2016 | Series E Preferred Stock [Member] | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion and Exchange Ratio | the conversion and exchange ratios were adjusted for the cumulative effect of all reverse stock splits such that upon conversion each 42,000 shares of Series E Preferred Stock will now be converted into one share of common stock and upon exercise each 168,000 Common, Class A, Class B, Series A, Series B and Series C Warrants or options will now be converted into one share of common stock. The Series D and Subordination Warrants conversion ratio has been adjusted such that upon exercise each 2,800 of the Series D and Subordination Warrants will now be converted into one share of common stock | |||||||||||
Conversion of Stock, Shares Converted | 42,000 | |||||||||||
December 28, 2016 | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion and Exchange Ratio | However, the conversion and exchange ratios were adjusted for the cumulative effect of all reverse stock splits such that upon conversion each 12.6 million shares of Series E Preferred Stock will now be converted into one share of common stock and upon exercise each 50.4 million Common, Class A, Class B, Series A, Series B and Series C Warrants or options will now be converted into one share of common stock. The Series D and Subordination Warrants conversion ratio has been adjusted such that upon exercise each 840,000 of the Series D and Subordination Warrants will now be converted into one share of common stock (see NOTE 11 WARRANTS). | |||||||||||
Common Stock, Shares Authorized | 1,500,000,000 | |||||||||||
December 28, 2016 | Series E Preferred Stock [Member] | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 12,600,000 | |||||||||||
Accounts Receivable | Customer Concentration Risk | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Concentration risk percentage | 17.00% | 30.00% | ||||||||||
Number of customers | Customer | 1 | 1 | ||||||||||
Sales Revenue | Customer Concentration Risk | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Concentration risk percentage | 11.00% | |||||||||||
Number of customers | Customer | 0 | 1 | ||||||||||
Senior Secured Convertible Note | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Convertible notes payable, principal | $ | $ 22,100,000 | |||||||||||
Series D Warrant | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 2,800 | 840,000 | 2,800,000,000 | |||||||||
Series D Warrant | December 28, 2016 | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion Of Preferred Stock To Common Stock Conversion Ratio | 840,000 | |||||||||||
Class A Warrant | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 168,000 | 50,400,000 | 50,400,000 | 50,400,000 | ||||||||
Class A Warrant | December 28, 2016 | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 50,400,000 | |||||||||||
Class B Warrant | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 168,000 | 50,400,000 | 50,400,000 | 50,400,000 | ||||||||
Class B Warrant | December 28, 2016 | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 50,400,000 | |||||||||||
Series A Warrants | December 28, 2016 | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 50,400,000 | |||||||||||
Series B Warrant | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 168,000 | 50,400,000 | 50,400,000 | |||||||||
Series B Warrant | December 28, 2016 | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 50,400,000 | |||||||||||
Class C Warrants | December 28, 2016 | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 50,400,000 | |||||||||||
Common Warrants | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 168,000 | 50,400,000 | 168,000,000,000 | 50,400,000 | ||||||||
Series G Warrant [Member] | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 85,000 | 80 | 24,000 | 24,000 | ||||||||
Series H Warrant [Member] | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 80 | 24,000 | ||||||||||
2016 Subordination Warrants | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 80 | 24,000 | ||||||||||
Securities Purchase Agreement | Senior Secured Convertible Note | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Convertible notes payable, principal | $ | 22,100,000 | |||||||||||
Note agreement carrying value | $ | 18,400,000 | |||||||||||
Subordination Warrants | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 2,800 | |||||||||||
Subordination Warrants | March 30, 2016 | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 35 | |||||||||||
Subordination Warrants | December 28, 2016 | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion Of Preferred Stock To Common Stock Conversion Ratio | 840,000 | |||||||||||
Subordination Warrants | Series D Warrant | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Proceeds from issuance of convertible notes payable | $ | 4,600,000 | $ 4,600,000 | ||||||||||
Cash, Restricted | $ | $ 13,800,000 | |||||||||||
Common Stock | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Reverse stock split ratio, Description | each sixty shares of common stock was replaced with one share of common stock | |||||||||||
Common Stock, Shares Authorized | 1,500,000,000 | |||||||||||
Common Stock | Options | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 1 | |||||||||||
Common Stock | Series E Preferred Stock [Member] | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 13,967 | 2,650,403 | ||||||||||
Common Stock | March 30, 2016 | Series D Preferred Stock [Member] | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion Of Preferred Stock To Common Stock Conversion Ratio | 35 | |||||||||||
Common Stock | September 16, 2016 | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Reverse stock split ratio, Description | each eighty shares of common stock was replaced with one share of common stock | |||||||||||
Common Stock | December 28, 2016 | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Reverse stock split ratio, Description | each three hundred shares of common stock was replaced with one share of common stock | |||||||||||
Conversion of Stock, Shares Converted | 50,400,000 | |||||||||||
Common Stock | Debt Instrument, Redemption, Period Two [Member] | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Reverse stock split ratio, Description | each thirty-five shares of common stock was replaced with one share of common stock | |||||||||||
Common Stock | Series D Warrant | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 1 | |||||||||||
Common Stock | Class A Warrant | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 1 | |||||||||||
Common Stock | Class B Warrant | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 1 | |||||||||||
Common Stock | Series B Warrant | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 1 | |||||||||||
Common Stock | Common Warrants | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 1 | |||||||||||
Common Stock | Series G Warrant [Member] | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 1 | |||||||||||
Common Stock | Series H Warrant [Member] | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 1 | |||||||||||
Common Stock | 2016 Subordination Warrants | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 1 | |||||||||||
Common Stock | Subordination Warrants | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Conversion of Stock, Shares Converted | 1 | |||||||||||
Scenario, Previously Reported | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Common Stock Per Share | $ / shares | $ 0.001 | |||||||||||
Restatement Adjustment [Member] | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Net cash used in operating activities | $ | $ 786,238 | |||||||||||
Minimum | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Estimated useful lives of assets | 3 years | |||||||||||
Maximum | ||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||
Estimated useful lives of assets | 10 years |
Summary of Significant Accoun41
Summary of Significant Accounting Policies - Schedule of Basic and Diluted Net Income (Loss) Per Share (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Numerator: | ||||||
Net loss | $ (29,047,775) | $ 13,056,359 | $ (82,977,298) | $ (38,956,582) | $ (57,899,169) | $ (21,727,818) |
Denominator: | ||||||
Weighted Average Common Shares | 1,923 | 1 | 745 | 1 | ||
Net Income Per Common Share - Basic | $ (15,105.45) | $ 13,056,359 | $ (111,378.92) | $ (38,956,582) | ||
Series E Convertible Preferred Stock | 0 | |||||
Warrants | 0 | |||||
Employee Stock Options | 0 | |||||
Denominator for Diluted Calculation | 1,923 | 1 | 745 | 1 | ||
Net income (loss) per common share - diluted | $ (15,105.45) | $ 13,056,359 | $ (111,378.92) | $ (38,956,582) |
Schedule of Inventories (Detail
Schedule of Inventories (Detail) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | |||
Raw materials | $ 758,870 | $ 360,019 | |
Work-in-process | 277,827 | 91,153 | |
Finished goods | 96,445 | 5,922 | |
Total inventories | $ 1,526,871 | $ 1,133,142 | $ 457,094 |
Estimated Future Intangible Ass
Estimated Future Intangible Asset Amortization Expense (Detail) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Indefinite-lived Intangible Assets [Line Items] | |||
2,016 | $ 76,580 | ||
2,017 | 42,591 | ||
Total estimated amortization expense | $ 56,113 | $ 119,171 | $ 216,580 |
Financial Liabilities Measured
Financial Liabilities Measured at Fair Value on a Recurring Basis (Detail) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | $ 105,572,035 | $ 43,181,472 | $ 9,998,636 |
Convertible Notes Payable | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | 16,588,940 | ||
Common Stock Warrants | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | 26,592,532 | 9,998,636 | |
Fair Value, Inputs, Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | 0 | 0 | 0 |
Fair Value, Inputs, Level 1 | Convertible Notes Payable | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | 0 | ||
Fair Value, Inputs, Level 1 | Common Stock Warrants | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | 0 | 0 | |
Fair Value, Inputs, Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | 0 | 0 | 0 |
Fair Value, Inputs, Level 2 | Convertible Notes Payable | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | 0 | ||
Fair Value, Inputs, Level 2 | Common Stock Warrants | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | 0 | 0 | |
Fair Value, Inputs, Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | $ 105,572,035 | 43,181,472 | 9,998,636 |
Fair Value, Inputs, Level 3 | Convertible Notes Payable | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | 16,588,940 | ||
Fair Value, Inputs, Level 3 | Common Stock Warrants | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | $ 26,592,532 | $ 9,998,636 |
Going Concern - Additional Info
Going Concern - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2016 | Aug. 31, 2016 | Jul. 31, 2016 | Jun. 30, 2016 | May 31, 2016 | Feb. 29, 2016 | Feb. 28, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Net loss for the year | $ (29,047,775) | $ 13,056,359 | $ (82,977,298) | $ (38,956,582) | $ (57,899,169) | $ (21,727,818) | |||||||
Accumulated deficit | $ (204,881,163) | $ (204,881,163) | (204,881,163) | (121,903,865) | (64,004,696) | ||||||||
Proceeds from Issuance of Convertible Preferred Stock | $ 5,300,000 | $ 5,000,000 | $ 21,800,000 | 0 | 6,569,886 | ||||||||
Increase (Decrease) in Restricted Cash for Operating Activities | $ 4,700,000 | $ 4.7 | $ 2,000,000 | ||||||||||
Proceeds from Convertible Debt | $ 5,451,163 | $ 0 | $ 4,135,000 | $ 100,000 | |||||||||
Senior Secured Convertible Notes Two Thousand Sixteen Notes [Member] | Convertible Note One [Member] | Securities Purchase Agreement [Member] | |||||||||||||
Long-term Debt, Gross | $ 68,000,000 | ||||||||||||
Proceeds from Convertible Debt | 5,400,000 | ||||||||||||
Proceeds from Conditional liability | $ 62,000,000 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization | $ 1,858,357 | $ 1,130,826 | $ 1,612,086 | $ 1,157,976 |
Leasehold Improvements | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization | 1,514,679 | 1,040,531 | ||
Equipment under capital lease | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization | $ 1,199,183 | $ 601,947 |
Schedule of Property and Equipm
Schedule of Property and Equipment (Detail) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, gross | $ 11,175,522 | $ 6,156,319 | |
Less: accumulated depreciation and amortization | (3,433,531) | (1,918,852) | |
Total property and equipment, net | $ 9,536,557 | 7,741,991 | 4,237,467 |
Construction in Progress | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, gross | 680,679 | 1,133,654 | |
Analyzers | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, gross | 5,045,481 | 1,139,352 | |
Computers and office equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, gross | 462,441 | 290,754 | |
Machinery and Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, gross | 2,372,558 | 1,060,993 | |
Leasehold Improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, gross | 393,271 | 366,945 | |
Furniture and Fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, gross | 72,618 | 16,145 | |
Equipment under capital lease | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, gross | $ 2,148,476 | $ 2,148,476 |
Schedule of Accrued Liabilities
Schedule of Accrued Liabilities (Detail) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | |||
Accrued payroll | $ 1,094,666 | $ 421,645 | |
Royalties | 75,642 | 166,540 | |
Accrued interest | 44,291 | 0 | |
Accrued property and use tax | 10,905 | 10,905 | |
Other | 87,645 | 13,269 | |
Total accrued liabilities | $ 5,049,228 | $ 1,313,149 | $ 612,359 |
Lease Commitments - Additional
Lease Commitments - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Jul. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)ft² | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($)ft² | Dec. 31, 2014USD ($) | |
Operating Leased Assets [Line Items] | |||||||
Proceeds from sale leaseback | $ 0 | $ 1,500,000 | |||||
Capital lease obligations | $ 500,000 | ||||||
Sale-leaseback transaction lease term | At the end of each lease term, the leases shall automatically renew for twelve additional months unless certain conditions are met. | At the end of each lease term, the leases shall automatically renew for twelve additional months at the current monthly rate unless the Company gives written notice 150 days prior to the end of the lease. | |||||
Amounts charged to expense under operating leases | $ 237,376 | $ 66,514 | $ 640,741 | $ 210,416 | $ 279,296 | $ 293,773 | |
Equipment [Member] | |||||||
Operating Leased Assets [Line Items] | |||||||
Capital lease obligations | $ 80,138 | ||||||
Capital Lease Obligations Monthly Rental Payments | $ 1,543 | ||||||
Lessee Leasing Arrangements Capital Leases Term Of Contract | 5 years | ||||||
Second Agreement | |||||||
Operating Leased Assets [Line Items] | |||||||
Sale-leaseback transaction agreement date | Apr,30, 2014 | April 30 2014 | |||||
Proceeds from sale leaseback | $ 1,500,000 | $ 1,500,000 | |||||
Sale-leaseback transaction renewal period | 24 months | 24 months | |||||
Sale-leaseback transaction monthly payments | $ 64,665 | $ 64,665 | |||||
Amortizing of capital lease | 36 months | 36 months | |||||
Period of future expense | 12 months | ||||||
First Agreement | |||||||
Operating Leased Assets [Line Items] | |||||||
Proceeds from sale leaseback | $ 2,500,000 | $ 2,500,000 | |||||
Sale-leaseback transaction renewal period | 36 months | 36 months | |||||
Sale-leaseback transaction monthly payments | $ 74,875 | $ 74,875 | |||||
Amortizing of capital lease | 48 months | 48 months | |||||
Building Space Lease | |||||||
Operating Leased Assets [Line Items] | |||||||
Area Of Leased Space | ft² | 33,000 | 33,000 | |||||
Operating Leases Monthly Base Rent Expense | 21,226 | $ 21,226 | $ 21,226 | ||||
Lease Expiration Date | Apr. 30, 2017 | Apr. 30, 2016 | |||||
Renewal Term | 3 years | ||||||
Office Space Lease | |||||||
Operating Leased Assets [Line Items] | |||||||
Area Of Leased Space | ft² | 35,540 | 13,399 | |||||
Operating Leases Monthly Base Rent Expense | $ 8,437 | ||||||
Aggregate lease, base | $ 3,472,875 | $ 3,472,875 | $ 1,231,526 | ||||
Term of Contract | 65 months | 65 months | |||||
Lessee Leasing Arrangements Capital Leases Term Of Contract | 65 years |
Schedule of Annual Maturities o
Schedule of Annual Maturities of Capital Leases (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Sep. 30, 2016 | Dec. 31, 2014 | |
Operating Leased Assets [Line Items] | |||
2,016 | $ 1,694,006 | ||
2,017 | 923,908 | ||
Total capital lease payments | 2,617,914 | ||
Less amount representing interest | (461,078) | ||
Total future minimum lease payments | 2,156,836 | ||
Less current portion of capital leases | (1,305,426) | ||
Long term portion of capital leases | $ 851,410 | $ 129,185 | $ 2,156,837 |
Schedule of Operating Lease Com
Schedule of Operating Lease Commitments (Detail) | Dec. 31, 2015USD ($) |
Operating Leased Assets [Line Items] | |
2,016 | $ 355,797 |
2,017 | 246,255 |
2,018 | 252,092 |
2,019 | 259,132 |
2,020 | 266,455 |
Total operating lease commitments | $ 1,379,731 |
Notes Payable - Additional Info
Notes Payable - Additional Information (Detail) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Repayments of Notes Payable | $ 5,693 | $ 36,955 | $ 49,994 | $ 44,644 |
Notes Payable - Summary of Purc
Notes Payable - Summary of Purchased Certain Machinery and Equipment under Two Note Payable Agreements (Detail) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | |||
Total notes payable | $ 5,693 | $ 55,687 | |
Less: current portion of notes payable | $ 0 | (5,693) | (49,994) |
Long term portion of notes payable | 0 | 5,693 | |
Note Payable, 15.2% Interest | |||
Debt Instrument [Line Items] | |||
Total notes payable | 2,607 | 16,938 | |
Note Payable, 10.0% Interest | |||
Debt Instrument [Line Items] | |||
Total notes payable | $ 3,086 | $ 38,749 |
Notes Payable - Summary of Pu54
Notes Payable - Summary of Purchased Certain Machinery and Equipment under Two Note Payable Agreements (Parenthetical) (Detail) | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Note Payable, 15.2% Interest | |
Debt Instrument [Line Items] | |
Notes payable, interest rate | 15.20% |
Notes payable, monthly payments | $ 1,328 |
Maturity date of notes | Feb. 6, 2016 |
Note Payable, 10.0% Interest | |
Debt Instrument [Line Items] | |
Notes payable, interest rate | 10.00% |
Notes payable, monthly payments | $ 3,161 |
Maturity date of notes | Jan. 1, 2016 |
Convertible Notes Payable - Add
Convertible Notes Payable - Additional Information (Detail) | Dec. 30, 2015USD ($)$ / shares$ / Warrantshares | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 16, 2016shares | Aug. 31, 2016USD ($) | Jul. 31, 2016USD ($)$ / sharesshares | May 31, 2016USD ($) | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($)$ / shares$ / Warrantshares | Dec. 31, 2014USD ($)shares | Jul. 02, 2016USD ($) | Feb. 28, 2015$ / sharesshares |
Debt Instrument [Line Items] | ||||||||||||||
Convertible notes payable, principal | $ 22,100,000 | |||||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | shares | 120,000,000 | |||||||||||||
Warrants Exercisable | shares | 13,219,597 | 5,447,940 | ||||||||||||
Proceeds from issuance of convertible notes payable | $ 5,451,163 | $ 0 | $ 4,135,000 | $ 100,000 | ||||||||||
Warrant, Fair Value Disclosures | $ 105,572,035 | $ 105,572,035 | 105,572,035 | 43,181,472 | 9,998,636 | |||||||||
Interest expense | 138,214,061 | $ 253,220 | 150,685,479 | 868,587 | 11,757,445 | 1,136,054 | ||||||||
Amortization of Discount costs | 30,418,591 | 58,333 | 122,050 | 41,667 | ||||||||||
Loss on extinguishment of warrants | (17,292,463) | 0 | (17,292,463) | 0 | (4,038,063) | 0 | ||||||||
Gain (Loss) on Extinguishment of Debt | $ (17,292,463) | $ 0 | $ (17,292,463) | $ 0 | $ (4,038,063) | $ 0 | ||||||||
Increase (Decrease) in Restricted Cash for Operating Activities | $ 4,700,000 | $ 4.7 | $ 2,000,000 | |||||||||||
Series D Warrant | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Conversion of stock, shares converted | shares | 2,800 | 840,000 | 2,800,000,000 | |||||||||||
Exercise price | $ / shares | $ 1,554,000 | |||||||||||||
Warrants Exercisable | shares | 3,503,116 | |||||||||||||
Debt Instrument, Convertible, Terms of Conversion Feature | The exercise price of the Series D Warrants calculated by 120% of the arithmetic average of five weighted average price of the common stock on the five consecutive trading days prior to issuance date on December 30, 2015. | |||||||||||||
Series C Warrant | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Conversion of stock, shares converted | shares | 138,158 | 50,400,000 | ||||||||||||
Exercise price | $ / shares | $ 2.55 | $ 2.55 | ||||||||||||
Warrants Exercisable | shares | 5,229,973 | 1 | ||||||||||||
Series H Warrant [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Conversion of stock, shares converted | shares | 80 | 24,000 | ||||||||||||
Securities Purchase Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Exercise price | $ / shares | $ 49,920 | $ 49,920 | $ 49,920 | |||||||||||
Note tranche receivable terms | The remaining cash proceeds of $13.8 million are being held in a restricted account and will be released to the Company from the Companys restricted accounts in subsequent equal tranches subject to certain equity conditions and the following terms and conditions: (1) 25% will be released 30 trading days following the later of (i) the Control Account Release Eligibility Date and (ii) the first installment date under the Note, (2) 25% will be released 90 trading days following the Control Account Release Eligibility Date and (3) 25% will be released 120 trading days following the Control Account Release Eligibility Date. | |||||||||||||
Securities Purchase Agreement | Series H Warrant [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Exercise price | $ / shares | $ 49,920 | $ 49,920 | $ 49,920 | |||||||||||
Warrants Exercisable | shares | 2,344 | 2,344 | 2,344 | |||||||||||
Securities Purchase Agreement | Series H and 2016 Subordination Warrants [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Class Of Warrant Or Right Exercisable Period Description | The Series H and 2016 Subordination Warrants become exercisable by the holder beginning six months after July 1, 2016 and continues for a period five years thereafter. | |||||||||||||
Subordination Warrants | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Conversion of stock, shares converted | shares | 2,800 | |||||||||||||
Subordination Warrants | Series D Warrant | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Proceeds from issuance of convertible notes payable | 4,600,000 | $ 4,600,000 | ||||||||||||
Remaining proceed from issuance of debt | 13,800,000 | |||||||||||||
2016 Subordination Warrants | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Conversion of stock, shares converted | shares | 24,000 | |||||||||||||
2016 Subordination Warrants | Series H Warrant [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrants Exercisable | shares | 71 | 71 | 71 | |||||||||||
Senior Secured Convertible Note | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Convertible notes payable, principal | 22,100,000 | |||||||||||||
Debt instrument, original issue discount | $ 19,936,283 | |||||||||||||
Debt Instrument Frequency Of Periodic Payment | The Company has agreed to make amortization payments with respect to the Notes in twelve (12) equal installments beginning four (4) months after the original date of issuance of December 30, 2015 (each, an “Installment Date”). On each installment date, assuming certain equity conditions are met, the installment payment shall automatically be converted into shares of Common Stock at (i) at 80% of the five day volume weighted average price of the common stock for the first four payments and (ii) at 85% of the five day volume weighted average price of the common stock for the last 8 payments with both conversion rates being subject to a floor conversion price of $0.20. | |||||||||||||
Senior Secured Convertible Note | Securities Purchase Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Convertible notes payable, principal | $ 22,100,000 | |||||||||||||
Debt instrument, number shares to be issued upon conversion | shares | 15 | |||||||||||||
Price adjustment percentage | 19.90% | 19.90% | ||||||||||||
Note agreement carrying value | $ 18,400,000 | |||||||||||||
Senior Secured Convertible Note | Securities Purchase Agreement | Notes issued for cash | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Convertible notes payable, principal | 20,000,000 | $ 20,000,000 | ||||||||||||
Note agreement carrying value | 18,400,000 | |||||||||||||
Debt instrument, original issue discount | $ 1,600,000 | |||||||||||||
Notes payable, interest rate | 6.00% | |||||||||||||
Debt Issuance cost incurred | $ 568,685 | |||||||||||||
Interest expense | 10,594,182 | |||||||||||||
Amortization of Discount costs | 63,717 | |||||||||||||
Senior Secured Convertible Note | Securities Purchase Agreement | Notes issued for cash | Embedded Derivative Financial Instruments [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Convertible Debt, Fair Value Disclosures | 14,788,365 | |||||||||||||
Senior Secured Convertible Note | Securities Purchase Agreement | Notes issued upon exchange of outstanding Series C Warrants | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Convertible notes payable, principal | $ 2,100,000 | |||||||||||||
Conversion of stock, shares converted | shares | 1,050,000 | |||||||||||||
Exercise price | $ / shares | $ 2 | |||||||||||||
Senior Secured Convertible Note | Securities Purchase Agreement | Notes issued upon exchange of outstanding Series C Warrants | Embedded Derivative Financial Instruments [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Convertible Debt, Fair Value Disclosures | $ 1,865,729 | |||||||||||||
Senior Secured Convertible Note | Securities Purchase Agreement | Series D Warrant | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Exercise price | $ / shares | $ 1,554,000 | |||||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | shares | 120,000,000 | |||||||||||||
Warrants Exercisable | shares | 8 | |||||||||||||
Conversion feature, floor price | $ / Warrant | 1.16 | 1.16 | ||||||||||||
Senior Secured Convertible Note | Securities Purchase Agreement | Series D Warrant | Notes issued for cash | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrant, Fair Value Disclosures | $ 13,637,132 | |||||||||||||
Senior Secured Convertible Note | Securities Purchase Agreement | Series D Warrant | Notes issued upon exchange of outstanding Series C Warrants | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrant, Fair Value Disclosures | 2,412,574 | |||||||||||||
Senior Secured Convertible Note | Securities Purchase Agreement | Series C Warrant | Notes issued upon exchange of outstanding Series C Warrants | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrant, Fair Value Disclosures | $ 2,340,240 | |||||||||||||
2015 Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Convertible notes payable, principal | $ 14,096,879 | $ 14,096,879 | $ 14,096,879 | |||||||||||
Debt instrument, number shares to be issued upon conversion | shares | 7,065 | |||||||||||||
Debt instrument, original issue discount | 2,541,038 | $ 2,541,038 | 2,541,038 | |||||||||||
Loss on extinguishment of warrants | 17,292,463 | |||||||||||||
Extinguishment of Debt, Amount | 8,003,121 | |||||||||||||
Debt Instrument Remaining Convertible Notes | $ 14,100,000 | 14,100,000 | $ 14,100,000 | |||||||||||
Gain (Loss) on Extinguishment of Debt | $ 17,292,463 | |||||||||||||
2015 Notes | Securities Purchase Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, number shares to be issued upon conversion | shares | 25,158 | |||||||||||||
Convertible debt, conversion price | $ / shares | $ 561 | $ 561 | $ 561 | |||||||||||
Exercise price | $ / shares | $ 37,920 | $ 37,920 | $ 37,920 | |||||||||||
Warrants Exercisable | shares | 8 | 8 | 8 | |||||||||||
Debt Instrument, Convertible, Terms of Conversion Feature | The Company has a conversion right related to the required installment payments where the Company can convert the installment payments at the lower of 80% of the arithmetic average of the lower of: (A) the 3 lowest volume weighted average price (VWAP) days in the prior 20 days or (B) the VWAP of the common stock on the trading day preceding the applicable date of determination. Both the conversion right of the holder and the Company is subject to a reset clause if the Company issues or sells common stock at a lower price than the applicable conversion rate at such time with both conversion features being subject to a $0.20 floor. | |||||||||||||
2015 Notes | Securities Purchase Agreement | Notes issued for cash | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Convertible notes payable, principal | $ 20,000,000 | |||||||||||||
Note agreement carrying value | 18,400,000 | |||||||||||||
Debt instrument, original issue discount | $ 1,600,000 | $ 20,000,000 | $ 20,000,000 | $ 20,000,000 | ||||||||||
Notes payable, interest rate | 6.00% | |||||||||||||
Amortization of Discount costs | 14,950,080 | |||||||||||||
Extinguishment of Debt, Amount | $ 2,508,882 | |||||||||||||
2015 Notes | Securities Purchase Agreement | Notes issued upon exchange of outstanding Series C Warrants | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Convertible notes payable, principal | $ 2,100,000 | |||||||||||||
Conversion of stock, shares converted | shares | 1,050,000 | |||||||||||||
Exercise price | $ / shares | $ 2 | |||||||||||||
2015 Notes | Securities Purchase Agreement | Series D Warrant | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Conversion of stock, shares converted | shares | 840,000 | |||||||||||||
Exercise price | $ / shares | $ 37,920 | $ 37,920 | $ 37,920 | |||||||||||
Warrants Exercisable | shares | 2 | 2 | 2 | |||||||||||
Exercise period | 5 years | |||||||||||||
2015 Notes | Securities Purchase Agreement | Series D and 2015 Subordination Warrants [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Class Of Warrant Or Right Exercisable Period Description | Each Series D and 2015 Subordination Warrant became exercisable by the holder beginning six months after December 30, 2015 and continues for a period five years thereafter. | |||||||||||||
2015 Notes | 2015 Subordination Warrants | Series D Warrant | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Proceeds from issuance of convertible notes payable | $ 4,600,000 | |||||||||||||
Remaining proceed from issuance of debt | $ 7,100,000 | 13,800,000 | ||||||||||||
2016 Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Convertible notes payable, principal | 75,000,000 | $ 75,000,000 | $ 75,000,000 | 75,000,000 | ||||||||||
Debt instrument, original issue discount | 59,467,772 | 59,467,772 | 59,467,772 | |||||||||||
Convertible Debt, Fair Value Disclosures | 2,706,796 | 2,706,796 | 2,706,796 | $ 80,599,528 | ||||||||||
2016 Notes | Series H and 2016 Subordination Warrants [Member] | Embedded Derivative Financial Instruments [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrant, Fair Value Disclosures | $ 101,600,000 | $ 101,600,000 | $ 101,600,000 | |||||||||||
2016 Notes | Securities Purchase Agreement | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Convertible notes payable, principal | $ 75,000,000 | |||||||||||||
Debt instrument, number shares to be issued upon conversion | shares | 1,563 | 133,848 | ||||||||||||
Convertible debt, conversion price | $ / shares | $ 561 | $ 561 | $ 561 | |||||||||||
Exercise price | $ / shares | $ 48,000 | $ 48,000 | $ 48,000 | $ 48,000 | ||||||||||
Debt Instrument, Convertible, Terms of Conversion Feature | The Company has a conversion right related to the required installment payments where the Company can convert the installments payments (subject to a floor of $1.00) at: (a) the prevailing holder conversion price; (b) 80% of the arithmetic average of the 3 lowest volume weighted average price (VWAP) days in the prior 20 days; and (c) the weighted average value of the common stock on the trading day preceding the installment payment date. Both the conversion right of the holder and the Company is subject to a reset clause if the Company issues or sells common stock at a lower price than the applicable conversion rate at such time (not subject to the $1.00 floor). | |||||||||||||
2016 Notes | Securities Purchase Agreement | Embedded Derivative Financial Instruments [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Convertible Debt, Fair Value Disclosures | $ 80,600,000 | $ 80,600,000 | $ 80,600,000 | |||||||||||
Interest expense | 119,200,000 | |||||||||||||
2016 Notes | Securities Purchase Agreement | Notes issued for cash | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Note agreement carrying value | $ 68,000,000 | |||||||||||||
Debt instrument, original issue discount | 7,000,000 | |||||||||||||
Remaining proceed from issuance of debt | $ 62,000,000 | |||||||||||||
2016 Notes | 2016 Subordination Warrants | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Amortization of Discount costs | $ 15,532,228 | |||||||||||||
2016 Notes | 2016 Subordination Warrants | Series H Warrant [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Proceeds from issuance of convertible notes payable | 6,000,000 | |||||||||||||
Remaining proceed from issuance of debt | $ 62,000,000 |
Convertible Notes Payable - Sum
Convertible Notes Payable - Summary of Convertible Notes Outstanding (Detail) - USD ($) | Sep. 30, 2016 | Jul. 31, 2016 | Dec. 31, 2015 | Dec. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | |||||
Convertible notes payable, principal | $ 22,100,000 | ||||
Less current portion | $ (27,088,069) | $ (1,638,717) | $ 0 | ||
Convertible notes payable, long term | 0 | 525,000 | $ 0 | ||
Senior Secured Convertible Note | |||||
Debt Instrument [Line Items] | |||||
Convertible notes payable, principal | 22,100,000 | ||||
Debt discounts | (19,936,283) | ||||
Net convertible note payable | 2,163,717 | ||||
Less current portion | (1,638,717) | ||||
Convertible notes payable, long term | $ 525,000 | ||||
Senior Secured Convertible Note 2016 | |||||
Debt Instrument [Line Items] | |||||
Convertible notes payable, principal | 75,000,000 | $ 75,000,000 | |||
Debt discounts | (59,467,772) | ||||
Net convertible note payable | 15,532,228 | ||||
Less current portion | (15,532,228) | ||||
Convertible notes payable, long term | 0 | ||||
Senior Secured Convertible Note 2015 | |||||
Debt Instrument [Line Items] | |||||
Convertible notes payable, principal | 14,096,879 | ||||
Debt discounts | (2,541,038) | ||||
Net convertible note payable | 11,555,841 | ||||
Less current portion | (11,555,841) | ||||
Convertible notes payable, long term | $ 0 |
Convertible Notes Payable - Sch
Convertible Notes Payable - Schedule of Accounting Extinguishments (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | ||||||
Loss on extinguishment of debt | $ (17,292,463) | $ 0 | $ (17,292,463) | $ 0 | $ (4,038,063) | $ 0 |
2015 Notes | ||||||
Debt Instrument [Line Items] | ||||||
Fair value of common stock issued | 27,574,033 | |||||
2015 Note principal extinguished | 8,003,121 | |||||
Debt discount related to extinguished 2015 Note | (2,508,882) | |||||
Derivative liability extinguished | 4,787,331 | |||||
Loss on extinguishment of debt | $ 17,292,463 |
Notes Payable _ Related Party -
Notes Payable Related Party - Additional Information (Detail) | Oct. 08, 2014$ / sharesshares | Sep. 16, 2016shares | Apr. 30, 2015USD ($) | Feb. 28, 2015USD ($)$ / shares | Oct. 31, 2014 | Jul. 31, 2014USD ($)$ / sharesshares | Sep. 30, 2016shares | Dec. 31, 2015$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 30, 2015USD ($)$ / shares | Mar. 31, 2015$ / shares |
Related Party Transaction [Line Items] | |||||||||||
Convertible notes payable, principal | $ | $ 22,100,000 | ||||||||||
Warrants Exercisable | 13,219,597 | 5,447,940 | |||||||||
IPO | Common Stock | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Conversion of stock, shares issued | 22 | ||||||||||
Series D Convertible Preferred Stock | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Conversion of stock, shares issued | 1 | ||||||||||
Conversion of preferred stock to common stock, conversion ratio | 200 | 10,080,000,000 | |||||||||
Class A Warrant | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 4.92 | $ 0.03 | $ 4.92 | $ 0.03 | $ 2.20 | ||||||
Warrants Exercisable | 1,532,598 | 2,041,239 | |||||||||
Conversion of stock, shares converted | 168,000 | 50,400,000 | 50,400,000 | 50,400,000 | |||||||
Conversion of stock, shares issued | 1 | ||||||||||
Class A Warrant | Common Stock | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Conversion of stock, shares converted | 1 | ||||||||||
Class A Warrant | IPO | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 7 | ||||||||||
Class B Warrant | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 0.03 | $ 0.20 | $ 0.03 | ||||||||
Warrants Exercisable | 1,310,956 | 1,645,845 | |||||||||
Conversion of stock, shares converted | 168,000 | 50,400,000 | 50,400,000 | 50,400,000 | |||||||
Class B Warrant | Common Stock | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Conversion of stock, shares converted | 1 | ||||||||||
Conversion of stock, shares issued | 1 | ||||||||||
Notes Payable To Related Party | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Convertible notes payable, principal | $ | $ 500,000 | ||||||||||
Notes payable, interest rate | 20.00% | ||||||||||
Note extension fee amount | $ | $ 10,000 | ||||||||||
Prepaid interest | $ | $ 25,000 | ||||||||||
Number of preferred units issued as consideration | 4,000,000 | 4,000,000 | |||||||||
Value of preferred units issued as consideration | $ | $ 100,000 | $ 100,000 | |||||||||
Preferred units issued as consideration, series D preferred shares | 4,000,000 | ||||||||||
Preferred units issued as consideration, price per share | $ / shares | $ 0.025 | ||||||||||
Notes Payable To Related Party | Series D Convertible Preferred Stock | IPO | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Conversion of stock, shares converted | 4,000,000 | ||||||||||
Notes Payable To Related Party | Class A Warrant | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | 4.92 | ||||||||||
Warrants Exercisable | 20,000 | ||||||||||
Notes Payable To Related Party | Class B Warrant | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 0.20 | ||||||||||
Warrants Exercisable | 20,000 | ||||||||||
Spring Forth Investments, LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Convertible notes payable, principal | $ | $ 250,000 | ||||||||||
Notes payable, interest rate | 12.00% | ||||||||||
Note maturity date description | The loan had an interest rate of twelve percent (12%) per year and matured the earlier of (i) 90 days from the date of the loan agreement, or (ii) five days after the closing of a registered public offering of securities of the Company. | ||||||||||
Debt instrument maturity period after loan agreement | 90 days | ||||||||||
Debt instrument maturity period after closing of registered public offering | 5 days | ||||||||||
Notes payable, interest rate | $ | $ 4,192 | ||||||||||
Termination Fee | $ | $ 12,500 | ||||||||||
Spring Forth Investments, LLC | Notes Payable To Related Party | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Convertible notes payable, principal | $ | $ 500,000 | ||||||||||
Notes payable, interest rate | 20.00% | ||||||||||
Debt Instrument Frequency Of Periodic Payment | monthly | Monthly | |||||||||
Note maturity date description | The original maturity date for the note was July 18, 2015, which was extended by the Company to July 18, 2016 by giving notice and paying an extension fee of $10,000. The note was again extended by the Company to July 18, 2017. | The original maturity date for the note was July 18, 2015, which was extended by the Company to July 18, 2016 by giving notice and paying an extension fee of $10,000. | |||||||||
Note extension fee amount | $ | $ 10,000 | ||||||||||
Notes, maturity date | Jul. 18, 2015 | Jul. 18, 2016 | |||||||||
Prepaid interest | $ | $ 25,000 | ||||||||||
Number of preferred units issued as consideration | 4,000,000 | ||||||||||
Value of preferred units issued as consideration | $ | $ 4,000,000 | ||||||||||
Preferred units issued as consideration, series D preferred shares | 4,000,000 | ||||||||||
Preferred units issued as consideration, price per share | $ / shares | $ 0.025 | ||||||||||
Spring Forth Investments, LLC | Notes Payable To Related Party | IPO | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Conversion of preferred stock to common stock, conversion ratio | 10,080,000,000 | ||||||||||
Spring Forth Investments, LLC | Notes Payable To Related Party | IPO | Common Stock | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Conversion of stock, shares converted | 1 | ||||||||||
Spring Forth Investments, LLC | Notes Payable To Related Party | Series D Convertible Preferred Stock | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Conversion of stock, shares converted | 4,000,000 | ||||||||||
Spring Forth Investments, LLC | Notes Payable To Related Party | Class A Warrant | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Preferred units issued as consideration, price per share | $ / shares | $ 134,400 | ||||||||||
Warrants issued | 20,000 | ||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 247,968,000 | ||||||||||
Warrants Exercisable | 20,000 | ||||||||||
Conversion of stock, shares converted | 50,400,000 | ||||||||||
Spring Forth Investments, LLC | Notes Payable To Related Party | Class B Warrant | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Preferred units issued as consideration, price per share | $ / shares | $ 10,080,000 | ||||||||||
Warrants issued | 20,000 | ||||||||||
Warrants Exercisable | 20,000 |
Preferred Stock - Additional In
Preferred Stock - Additional Information (Detail) | Aug. 25, 2015shares | Oct. 08, 2014$ / sharesshares | Sep. 16, 2016shares | Jun. 30, 2016USD ($) | Feb. 29, 2016USD ($) | Jun. 30, 2015USD ($)shares | Feb. 28, 2015USD ($)$ / sharesshares | Oct. 31, 2014 | Jul. 31, 2014USD ($)shares | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 30, 2015$ / shares | Mar. 31, 2015$ / shares |
Class Of Stock [Line Items] | |||||||||||||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | ||||||||||||
Preferred stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||
Preferred stock, shares issued | 74,380 | 88,347 | 0 | ||||||||||||
Preferred Stock, Shares Outstanding | 74,380 | 88,347 | 0 | ||||||||||||
Issuance of stock | 2,724,000 | ||||||||||||||
Proceeds from issuance of convertible preferred stock value | $ | $ 5,300,000 | $ 5,000,000 | $ 21,800,000 | $ 0 | $ 6,569,886 | ||||||||||
Preferred shares issued, price per share | $ / shares | $ 8.80 | ||||||||||||||
Warrants Exercisable | 13,219,597 | 5,447,940 | |||||||||||||
Conversion of preferred stock to common stock | $ | $ 2,651 | $ 18,846,539 | |||||||||||||
Separation description | The original terms of the Units provided that shares of Series E Convertible Preferred Stock and the Series C Warrants would automatically separate on August 25, 2015. However, the shares of Series E Convertible Preferred Stock and the Series C Warrants would separate prior to August 25, 2015 if at any time after 30 days from February 25, 2015 the closing price of our common stock was greater than $201,600,000 per share for 20 consecutive trading days (the “Separation Trigger Date”). The Company refers to this separation herein as Early Separation. In the event of Early Separation, the shares of Series E Convertible Preferred Stock and the Series C Warrants would separate 15 days after the Separation Trigger Date. In June 2015, the above terms of the Series E Convertible Preferred Stock and Series C Warrants were each modified to allow for an optional early separation and conversion upon the cash exercise of all eight of the Series C Warrants within the Unit. | ||||||||||||||
Proceeds from exercise of warrants | $ | $ 1,449,850 | $ 3,166,394 | $ 3,161,220 | $ 31,600 | |||||||||||
Notes Payable To Related Party | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Number of preferred units issued as consideration | 4,000,000 | 4,000,000 | |||||||||||||
Value of preferred units issued as consideration | $ | $ 100,000 | $ 100,000 | |||||||||||||
Preferred units issued as consideration, price per share | $ / shares | $ 0.025 | ||||||||||||||
Series C Warrant | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Issuance of stock | 1 | 118,000 | |||||||||||||
Warrants Exercisable | 1 | 5,229,973 | |||||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 2.55 | $ 2.55 | |||||||||||||
Conversion of stock, shares converted | 138,158 | 50,400,000 | |||||||||||||
Number of preferred units separated | 2,676,000 | 48,000 | |||||||||||||
Warrants exercised | 384,000 | ||||||||||||||
Common shares issued upon exercise of warrants | 1 | ||||||||||||||
Proceeds from exercise of warrants | $ | $ 979,200 | ||||||||||||||
Warrants Issued During Period | 21,408,000 | 21,408,000 | |||||||||||||
Class A Warrant | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Warrants Exercisable | 1,532,598 | 2,041,239 | |||||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 4.92 | $ 0.03 | $ 4.92 | $ 0.03 | $ 2.20 | ||||||||||
Conversion of stock, shares converted | 168,000 | 50,400,000 | 50,400,000 | 50,400,000 | |||||||||||
Conversion of stock, shares issued | 1 | ||||||||||||||
Class A Warrant | Convertible Notes Payable | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Warrants Exercisable | 82,625 | ||||||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 4.92 | ||||||||||||||
Class A Warrant | Notes Payable To Related Party | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Warrants Exercisable | 20,000 | ||||||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 4.92 | ||||||||||||||
Preferred units issued as consideration, warrants | 20,000 | ||||||||||||||
Class B Warrant | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Warrants Exercisable | 1,310,956 | 1,645,845 | |||||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 0.03 | $ 0.20 | $ 0.03 | ||||||||||||
Conversion of stock, shares converted | 168,000 | 50,400,000 | 50,400,000 | 50,400,000 | |||||||||||
Warrants exercised | 158,000 | ||||||||||||||
Common shares issued upon exercise of warrants | 1 | ||||||||||||||
Proceeds from exercise of warrants | $ | $ 31,600 | ||||||||||||||
Class B Warrant | Convertible Notes Payable | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Warrants Exercisable | 82,625 | ||||||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 0.20 | ||||||||||||||
Class B Warrant | Notes Payable To Related Party | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Warrants Exercisable | 20,000 | ||||||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 0.20 | ||||||||||||||
Preferred units issued as consideration, warrants | 20,000 | ||||||||||||||
IPO | Class A Warrant | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 7 | ||||||||||||||
Warrants Issued During Period | 1,150,000 | ||||||||||||||
Underwriters Warrants | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Exercised | 14,750 | ||||||||||||||
Proceeds from Options Exercised | $ | $ 162,250 | ||||||||||||||
Options Exercisable , Exercise Price | $ / shares | $ 11 | ||||||||||||||
Common Stock | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Issuance of stock | 0 | 0 | |||||||||||||
Common shares issued upon exercise of warrants | 0 | ||||||||||||||
Exercised | 0 | ||||||||||||||
Common Stock | Series C Warrant | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Issuance of stock | 1 | ||||||||||||||
Common shares issued upon exercise of warrants | 0 | ||||||||||||||
Exercised | 64 | ||||||||||||||
Common Stock | Class A Warrant | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Conversion of stock, shares converted | 1 | ||||||||||||||
Common Stock | Class B Warrant | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Conversion of stock, shares converted | 1 | ||||||||||||||
Conversion of stock, shares issued | 1 | ||||||||||||||
Common Stock | IPO | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Issuance of stock | 1 | ||||||||||||||
Conversion of stock, shares issued | 22 | ||||||||||||||
Convertible Preferred Stock | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | ||||||||||||
Preferred stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||
Series E Convertible Preferred Stock | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Preferred stock, shares issued | 74,380 | 88,347 | |||||||||||||
Preferred Stock, Shares Outstanding | 74,380 | 88,347 | |||||||||||||
Issuance of stock | 14,750 | ||||||||||||||
Conversion of stock, shares converted | 168,000 | 13,967 | 2,650,403 | ||||||||||||
Conversion of stock, shares issued | 1 | ||||||||||||||
Number of preferred units separated | 2,676,000 | ||||||||||||||
Common shares issued upon exercise of warrants | 1 | ||||||||||||||
Convertible Preferred Stock Into Common Stock Upon Option Of Holders | 100 | ||||||||||||||
Series E Convertible Preferred Stock | Series C Warrant | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Issuance of stock | 2,676,000 | 2,676,000 | |||||||||||||
Series E Convertible Preferred Stock | Common Stock | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Conversion of stock, shares converted | 13,967 | 2,650,403 | |||||||||||||
Conversion of stock, shares issued | 1 | 1 | |||||||||||||
Warrants Issued During Period | 50,400,000 | ||||||||||||||
Series C Convertible Preferred Stock | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Issuance of stock | 285,566,560 | ||||||||||||||
Series C Convertible Preferred Stock | Convertible Preferred Stock | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Issuance of stock | 14,888,211 | ||||||||||||||
Proceeds from issuance of convertible preferred stock value | $ | $ 366,250 | ||||||||||||||
Preferred shares issued, price per share | $ / shares | $ 0.0246 | ||||||||||||||
Series D Convertible Preferred Stock | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Proceeds from issuance of convertible preferred stock value | $ | $ 6,203,636 | ||||||||||||||
Preferred shares issued, price per share | $ / shares | $ 0.025 | ||||||||||||||
Gross proceeds from issuance of convertible preferred stock value | $ | $ 7,139,164 | ||||||||||||||
Convertible debt, amount converted | $ | 400,000 | ||||||||||||||
Conversion of notes payable to preferred stock, accrued interest | $ | $ 13,129 | ||||||||||||||
Stock issued during period upon conversion of debt, shares | 16,525,121 | ||||||||||||||
Convertible debt, conversion price | $ / shares | $ 0.025 | ||||||||||||||
Conversion of preferred stock to common stock, conversion ratio | 200 | 10,080,000,000 | |||||||||||||
Conversion of stock, shares issued | 1 | ||||||||||||||
Series D Convertible Preferred Stock | Class A Warrant | Convertible Notes Payable | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Warrants Exercisable | 1,427,832 | ||||||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 4.92 | ||||||||||||||
Warrants granted as part of offering costs | 466,436 | ||||||||||||||
Series D Convertible Preferred Stock | Class B Warrant | Convertible Notes Payable | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Warrants Exercisable | 1,427,832 | ||||||||||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 0.20 | ||||||||||||||
Warrants granted as part of offering costs | 251,216 | ||||||||||||||
Series D Convertible Preferred Stock | Series D Preferred Stock Warrant | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Warrants granted as part of offering costs | 7,200,000 | ||||||||||||||
Series D Convertible Preferred Stock | IPO | Notes Payable To Related Party | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Conversion of stock, shares converted | 4,000,000 | ||||||||||||||
Series D Convertible Preferred Stock | Convertible Preferred Stock | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Preferred stock, shares issued | 285,566,560 | ||||||||||||||
Series D Convertible Preferred Stock | Convertible Preferred Stock | Class A Warrant | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Conversion of stock, shares converted | 50,400,000 | ||||||||||||||
Series D Convertible Preferred Stock | Convertible Preferred Stock | Class B Warrant | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Conversion of stock, shares converted | 50,400,000 | ||||||||||||||
Series A Convertible Preferred Stock | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Conversion of preferred stock to common stock, conversion ratio | 1 | ||||||||||||||
Conversion of stock, shares converted | 9,250,000 | ||||||||||||||
Conversion of preferred stock to common stock | $ | $ 1,480,000 | ||||||||||||||
Series A Convertible Preferred Stock | Convertible Preferred Stock | |||||||||||||||
Class Of Stock [Line Items] | |||||||||||||||
Conversion of stock, shares converted | 9,250,000 |
Common Stock - Additional Infor
Common Stock - Additional Information (Detail) | Jul. 11, 2016USD ($)$ / sharesshares | Apr. 07, 2016shares | Dec. 30, 2015$ / sharesshares | Aug. 25, 2015shares | Oct. 08, 2014USD ($)$ / sharesshares | Sep. 16, 2016shares | Jun. 01, 2016USD ($)$ / sharesshares | Feb. 24, 2016USD ($)$ / sharesshares | Jun. 30, 2015USD ($)shares | Feb. 28, 2015$ / sharesshares | Oct. 31, 2014shares | Jul. 31, 2014shares | Oct. 31, 2016shares | Sep. 30, 2016$ / sharesshares | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 28, 2016shares | Jun. 30, 2016shares | Feb. 29, 2016shares | Dec. 11, 2015$ / shares | Mar. 31, 2015$ / shares |
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Common stock, shares authorized | 200,000,000 | 200,000,000 | 200,000,000 | 50,000,000 | ||||||||||||||||||||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||||||||||||
Common stock, shares issued | 8,456 | 8,456 | 13 | 0 | ||||||||||||||||||||
Common stock, shares outstanding | 8,456 | 8,456 | 13 | 0 | ||||||||||||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | 120,000,000 | |||||||||||||||||||||||
Proceeds from Warrant | $ | $ 1,449,850 | $ 3,166,394 | $ 3,161,220 | $ 31,600 | ||||||||||||||||||||
Issuance of stock | 2,724,000 | |||||||||||||||||||||||
Warrants Exercisable | 13,219,597 | 5,447,940 | ||||||||||||||||||||||
Common shares issued upon cash less exercise of warrants | 1 | |||||||||||||||||||||||
Cashless exercise of Warrants | 508,641 | |||||||||||||||||||||||
Proceeds from issuance of common stock | $ | $ 0 | $ 6,375,837 | ||||||||||||||||||||||
Common Stock Issued In Exchange Of Warrants | 1 | 1 | ||||||||||||||||||||||
Class of Warrant or Right, Outstanding | 68,911,099 | 68,911,099 | 5,447,940 | |||||||||||||||||||||
Share of Common stock underlying Warrant | 2,697 | 2,697 | 212 | 4 | ||||||||||||||||||||
Underwriter Purchase Options | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Common shares issued upon exercise of warrants | 15 | |||||||||||||||||||||||
Warrants exercised | 121,540 | |||||||||||||||||||||||
Proceeds from Warrant | $ | $ 1,335,950 | |||||||||||||||||||||||
Shares issued price per share | $ / shares | $ 11 | $ 11 | ||||||||||||||||||||||
June 2016 Unit Offering | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Issuance of stock | 3,160,000 | |||||||||||||||||||||||
Proceeds from Issuance of Initial Public Offering | $ | $ 5,300,000 | |||||||||||||||||||||||
February 2016 Unit Offering | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Issuance of stock | 39,200,000 | |||||||||||||||||||||||
Proceeds from Issuance of Initial Public Offering | $ | $ 5,000,000 | |||||||||||||||||||||||
Series A Convertible Preferred Stock | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 9,250,000 | |||||||||||||||||||||||
Conversion of preferred stock to common stock, conversion ratio | 1 | |||||||||||||||||||||||
Series E Convertible Preferred Stock | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares issued | 1 | |||||||||||||||||||||||
Conversion of stock, shares converted | 168,000 | 13,967 | 2,650,403 | |||||||||||||||||||||
Common shares issued upon exercise of warrants | 1 | |||||||||||||||||||||||
Issuance of stock | 14,750 | |||||||||||||||||||||||
Series E Convertible Preferred Stock | Underwriter Purchase Options | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares issued | 1 | |||||||||||||||||||||||
Warrants exercised | 121,540 | |||||||||||||||||||||||
Series D Preferred Stock [Member] | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares issued | 1 | |||||||||||||||||||||||
Conversion of preferred stock to common stock, conversion ratio | 200 | 10,080,000,000 | ||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 16,525,121 | |||||||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ | $ 400,000 | |||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 0.025 | |||||||||||||||||||||||
Common Stock | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Common stock, shares authorized | 1,500,000,000 | |||||||||||||||||||||||
Common stock, shares issued | 1 | |||||||||||||||||||||||
Common shares issued upon exercise of warrants | 0 | |||||||||||||||||||||||
Issuance of stock | 0 | 0 | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 0 | |||||||||||||||||||||||
Common Stock | Underwriter Purchase Options | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 50,400,000 | |||||||||||||||||||||||
Warrants Exercisable | 57,500 | |||||||||||||||||||||||
Warrants exercised by underwriter | 172,500 | |||||||||||||||||||||||
Proceeds from Issuance of Initial Public Offering | $ | $ 6,400,000 | |||||||||||||||||||||||
Common Stock | IPO | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares issued | 22 | |||||||||||||||||||||||
Conversion of preferred stock to common stock, conversion ratio | 10,080,000,000 | |||||||||||||||||||||||
Issuance of stock | 1 | |||||||||||||||||||||||
Common Stock | Series E Convertible Preferred Stock | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares issued | 1 | 1 | ||||||||||||||||||||||
Conversion of stock, shares converted | 13,967 | 2,650,403 | ||||||||||||||||||||||
Warrants issued during period | 50,400,000 | |||||||||||||||||||||||
Convertible Preferred Stock | Series A Convertible Preferred Stock | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 9,250,000 | |||||||||||||||||||||||
Conversion of preferred stock to common stock, conversion ratio | 10,080,000,000 | |||||||||||||||||||||||
Series D Warrant | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 2,800 | 840,000 | 2,800,000,000 | |||||||||||||||||||||
Shares issued price per share | $ / shares | $ 1,554,000 | |||||||||||||||||||||||
Warrants Exercisable | 3,503,116 | |||||||||||||||||||||||
Class of Warrant or Right, Outstanding | 3,503,116 | 3,503,116 | 3,503,116 | |||||||||||||||||||||
Share of Common stock underlying Warrant | 8 | 8 | 8 | |||||||||||||||||||||
Series D Warrant | Common Stock | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 1 | |||||||||||||||||||||||
Class B Warrant | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 168,000 | 50,400,000 | 50,400,000 | 50,400,000 | ||||||||||||||||||||
Common shares issued upon exercise of warrants | 1 | |||||||||||||||||||||||
Warrants exercised | 158,000 | |||||||||||||||||||||||
Proceeds from Warrant | $ | $ 31,600 | |||||||||||||||||||||||
Shares issued price per share | $ / shares | $ 0.03 | $ 0.03 | $ 0.20 | |||||||||||||||||||||
Warrants Exercisable | 1,310,956 | 1,645,845 | ||||||||||||||||||||||
Cashless exercise of Warrants | 334,889 | |||||||||||||||||||||||
Class of Warrant or Right, Outstanding | 1,310,956 | 1,310,956 | 1,310,956 | 1,645,845 | ||||||||||||||||||||
Share of Common stock underlying Warrant | 29 | 29 | 29 | 1 | ||||||||||||||||||||
Class B Warrant | Common Stock | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares issued | 1 | |||||||||||||||||||||||
Conversion of stock, shares converted | 1 | |||||||||||||||||||||||
Class B Warrant | Convertible Preferred Stock | Series D Preferred Stock [Member] | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 50,400,000 | |||||||||||||||||||||||
Class A Warrant | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares issued | 1 | |||||||||||||||||||||||
Conversion of stock, shares converted | 168,000 | 50,400,000 | 50,400,000 | 50,400,000 | ||||||||||||||||||||
Shares issued price per share | $ / shares | $ 0.03 | $ 4.92 | $ 0.03 | $ 4.92 | $ 2.20 | |||||||||||||||||||
Warrants Exercisable | 1,532,598 | 2,041,239 | ||||||||||||||||||||||
Cashless exercise of Warrants | 508,641 | |||||||||||||||||||||||
Class of Warrant or Right, Outstanding | 1,532,598 | 1,532,598 | 1,532,598 | 2,041,239 | ||||||||||||||||||||
Share of Common stock underlying Warrant | 48 | 48 | 48 | 1 | ||||||||||||||||||||
Class A Warrant | IPO | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Warrants issued during period | 1,150,000 | |||||||||||||||||||||||
Number of shares can be converted description | In October 2014, the Company completed an IPO, whereby the Company sold 1 share of its common stock and 1,150,000 Series A Warrants, which were sold in units of one share of common stock for every 50.4 million unitsand one Series A Warrant at a public offering price of $7.00 per unit. | |||||||||||||||||||||||
Shares issued price per share | $ / shares | $ 7 | |||||||||||||||||||||||
Class A Warrant | Common Stock | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 1 | |||||||||||||||||||||||
Class A Warrant | Convertible Preferred Stock | Series D Preferred Stock [Member] | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 50,400,000 | |||||||||||||||||||||||
Series A Warrant | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 50,400,000 | |||||||||||||||||||||||
Common shares issued upon exercise of warrants | 1 | |||||||||||||||||||||||
Warrants exercised | 840,000 | 1,074,082 | ||||||||||||||||||||||
Proceeds from Warrant | $ | $ 2,252,020 | |||||||||||||||||||||||
Shares issued price per share | $ / shares | $ 2.20 | $ 7 | $ 7 | |||||||||||||||||||||
Warrants Exercisable | 1,074,082 | 1,322,500 | ||||||||||||||||||||||
Class of Warrant or Right, Outstanding | 1,322,500 | |||||||||||||||||||||||
Share of Common stock underlying Warrant | 1 | |||||||||||||||||||||||
Series B Warrant | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 168,000 | 50,400,000 | 50,400,000 | |||||||||||||||||||||
Warrants exercised | 840,000 | 1,074,082 | ||||||||||||||||||||||
Warrants Exercisable | 1,074,082 | |||||||||||||||||||||||
Class of Warrant or Right, Outstanding | 1,074,082 | 1,074,082 | 1,074,082 | |||||||||||||||||||||
Share of Common stock underlying Warrant | 34 | 34 | 34 | |||||||||||||||||||||
Series B Warrant | Common Stock | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 1 | |||||||||||||||||||||||
Series C Warrant | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 138,158 | 50,400,000 | ||||||||||||||||||||||
Common shares issued upon exercise of warrants | 1 | |||||||||||||||||||||||
Warrants exercised | 384,000 | |||||||||||||||||||||||
Proceeds from Warrant | $ | $ 979,200 | |||||||||||||||||||||||
Issuance of stock | 1 | 118,000 | ||||||||||||||||||||||
Warrants issued during period | 21,408,000 | 21,408,000 | ||||||||||||||||||||||
Shares issued price per share | $ / shares | $ 2.55 | $ 2.55 | ||||||||||||||||||||||
Warrants Exercisable | 1 | 5,229,973 | ||||||||||||||||||||||
Common shares issued upon cash less exercise of warrants | 64 | 13 | ||||||||||||||||||||||
Cashless exercise of Warrants | 5,091,815 | 15,630,027 | ||||||||||||||||||||||
Proceeds from issuance of common stock | $ | $ 979,200 | |||||||||||||||||||||||
Class of Warrant or Right, Outstanding | 47,528 | 47,528 | 5,229,973 | |||||||||||||||||||||
Share of Common stock underlying Warrant | 65 | |||||||||||||||||||||||
Series C Warrant | Cashless Exercise | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 15,246,027 | |||||||||||||||||||||||
Issuance of stock | 13 | |||||||||||||||||||||||
Series C Warrant | Warrant, Cash Exercise | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 384,000 | |||||||||||||||||||||||
Issuance of stock | 1 | |||||||||||||||||||||||
Series C Warrant | Underwriter Purchase Options | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Warrants exercised | 972,320 | |||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 15 | |||||||||||||||||||||||
Series C Warrant | Series E Convertible Preferred Stock | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Issuance of stock | 2,676,000 | 2,676,000 | ||||||||||||||||||||||
Series C Warrant | Common Stock | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Common shares issued upon exercise of warrants | 0 | |||||||||||||||||||||||
Issuance of stock | 1 | |||||||||||||||||||||||
Cashless exercise of Warrants | 15,128,027 | |||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 64 | |||||||||||||||||||||||
Series E Warrants [Member] | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Warrants Exercisable | 70 | |||||||||||||||||||||||
Common Stock Issued In Exchange Of Warrants | 28 | |||||||||||||||||||||||
Class of Warrant or Right, Outstanding | 58,800,000 | |||||||||||||||||||||||
Share of Common stock underlying Warrant | 70 | |||||||||||||||||||||||
Business Combination Common Stock Exchange Ratio | 2.584 | |||||||||||||||||||||||
Series E Warrants [Member] | IPO | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Number Of Shares Consisted In Each Unit | 1,260,000 | |||||||||||||||||||||||
Series E Warrants [Member] | February 2016 Unit Offering | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 840,000 | |||||||||||||||||||||||
Warrants issued during period | 58,800,000 | |||||||||||||||||||||||
Shares issued price per share | $ / shares | $ 210,000 | |||||||||||||||||||||||
Number Of Shares Consisted In Each Unit | 1,260,000 | |||||||||||||||||||||||
Series E Warrants [Member] | Common Stock | February 2016 Unit Offering | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Issuance of stock | 47 | |||||||||||||||||||||||
Series E Warrants [Member] | Convertible Preferred Stock | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 50,400,000 | |||||||||||||||||||||||
Series G Warrant | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 85,000 | 80 | 24,000 | 24,000 | ||||||||||||||||||||
Warrants exercised | 85,000 | |||||||||||||||||||||||
Proceeds from Warrant | $ | $ 113,900 | |||||||||||||||||||||||
Shares issued price per share | $ / shares | $ 28,475 | |||||||||||||||||||||||
Warrants Exercisable | 163 | |||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 4 | |||||||||||||||||||||||
Class of Warrant or Right, Outstanding | 3,075,000 | 3,075,000 | ||||||||||||||||||||||
Share of Common stock underlying Warrant | 159 | 159 | ||||||||||||||||||||||
Series G Warrant | June 2016 Unit Offering | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 24,000 | |||||||||||||||||||||||
Warrants issued during period | 3,160,000 | |||||||||||||||||||||||
Shares issued price per share | $ / shares | $ 45,600 | |||||||||||||||||||||||
Number Of Shares Consisted In Each Unit | 24,000 | |||||||||||||||||||||||
Series G Warrant | Common Stock | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 1 | |||||||||||||||||||||||
Series G Warrant | Common Stock | June 2016 Unit Offering | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Issuance of stock | 132 | |||||||||||||||||||||||
Securities Purchase Agreement | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Shares issued price per share | $ / shares | $ 49,920 | $ 49,920 | ||||||||||||||||||||||
Notes issued upon exchange of outstanding Series C Warrants | Securities Purchase Agreement | Series D Warrant | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | 120,000,000 | |||||||||||||||||||||||
Notes issued upon exchange of outstanding Series C Warrants | Securities Purchase Agreement | Warrants [Member] | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | 120,000,000 | 120,000,000 | ||||||||||||||||||||||
Note 2015 [Member] | ||||||||||||||||||||||||
Class Of Stock [Line Items] | ||||||||||||||||||||||||
Issuance of stock | 1,037 | |||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 7,065 | |||||||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ | $ 8,003,121 | |||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 1,132.78 | $ 1,132.78 |
Warrants - Warrants Outstanding
Warrants - Warrants Outstanding and Exercisable (Detail) - $ / shares | Jul. 11, 2016 | Dec. 31, 2015 | Sep. 16, 2016 | Jul. 31, 2016 | Jun. 30, 2016 | Jun. 01, 2016 | Mar. 31, 2016 | Feb. 29, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 30, 2015 | Mar. 31, 2015 | Feb. 28, 2015 |
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants outstanding | 68,911,099 | 68,911,099 | 5,447,940 | |||||||||||||
Warrants Exercisable | 13,219,597 | 13,219,597 | 5,447,940 | |||||||||||||
Share of Common stock underlying Warrant | 212 | 2,697 | 2,697 | 212 | 4 | |||||||||||
Exercise Price Per One Common Share | $ 45,600 | |||||||||||||||
Class A Warrant | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants outstanding | 1,532,598 | 1,532,598 | 1,532,598 | 1,532,598 | 2,041,239 | |||||||||||
Warrants Exercisable | 1,532,598 | 1,532,598 | 2,041,239 | |||||||||||||
Exercise price | $ 0.03 | $ 0.03 | $ 4.92 | $ 0.03 | $ 2.20 | $ 4.92 | ||||||||||
Number of Warrants Exercisable Into One Common Share | 168,000 | 50,400,000 | 50,400,000 | 50,400,000 | ||||||||||||
Share of Common stock underlying Warrant | 48 | 48 | 48 | 48 | 1 | |||||||||||
Exercise Price Per One Common Share | $ 570 | $ 561 | $ 561 | $ 1,600,000 | $ 248,000,000 | |||||||||||
Class B Warrant | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants outstanding | 1,310,956 | 1,310,956 | 1,310,956 | 1,310,956 | 1,645,845 | |||||||||||
Warrants Exercisable | 1,310,956 | 1,310,956 | 1,645,845 | |||||||||||||
Exercise price | $ 0.03 | $ 0.03 | $ 0.20 | 0.03 | ||||||||||||
Number of Warrants Exercisable Into One Common Share | 168,000 | 50,400,000 | 50,400,000 | 50,400,000 | ||||||||||||
Share of Common stock underlying Warrant | 29 | 29 | 29 | 29 | 1 | |||||||||||
Exercise Price Per One Common Share | 570 | $ 561 | $ 561 | $ 1,600,000 | $ 10,100,000 | |||||||||||
Series A Warrant | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants outstanding | 1,322,500 | |||||||||||||||
Warrants Exercisable | 1,074,082 | 1,074,082 | 1,322,500 | |||||||||||||
Exercise price | $ 2.20 | $ 2.20 | $ 7 | $ 7 | ||||||||||||
Number of Warrants Exercisable Into One Common Share | 50,400,000 | |||||||||||||||
Share of Common stock underlying Warrant | 1 | |||||||||||||||
Exercise Price Per One Common Share | $ 352,800,000 | |||||||||||||||
Warrants Expiration | 2015-10 | |||||||||||||||
Common Warrants | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants outstanding | 463,356 | 372,331 | 372,331 | 463,356 | 438,356 | |||||||||||
Warrants Exercisable | 463,356 | 463,356 | 438,356 | |||||||||||||
Exercise price | $ 0.03 | |||||||||||||||
Number of Warrants Exercisable Into One Common Share | 168,000 | 50,400,000 | 168,000,000,000 | 50,400,000 | ||||||||||||
Share of Common stock underlying Warrant | 26 | 19 | 19 | 26 | 1 | |||||||||||
Series B Warrant | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants outstanding | 1,074,082 | 1,074,082 | 1,074,082 | 1,074,082 | ||||||||||||
Warrants Exercisable | 1,074,082 | 1,074,082 | ||||||||||||||
Number of Warrants Exercisable Into One Common Share | 168,000 | 50,400,000 | 50,400,000 | |||||||||||||
Share of Common stock underlying Warrant | 34 | 34 | 34 | 34 | ||||||||||||
Exercise Price Per One Common Share | 5,000,000 | $ 84,100,000 | $ 84,100,000 | $ 441,000,000 | ||||||||||||
Series C Warrant | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants outstanding | 5,229,973 | 47,528 | 47,528 | 5,229,973 | ||||||||||||
Warrants Exercisable | 5,229,973 | 5,229,973 | 1 | |||||||||||||
Exercise price | $ 2.55 | $ 2.55 | $ 2.55 | |||||||||||||
Number of Warrants Exercisable Into One Common Share | 138,158 | 50,400,000 | ||||||||||||||
Share of Common stock underlying Warrant | 65 | 65 | ||||||||||||||
Exercise Price Per One Common Share | $ 128,500,000 | |||||||||||||||
Warrants Expiration | 2017-01 | |||||||||||||||
Series D Warrant | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants outstanding | 3,503,116 | 3,503,116 | 3,503,116 | 3,503,116 | ||||||||||||
Warrants Exercisable | 3,503,116 | 3,503,116 | ||||||||||||||
Exercise price | $ 1,554,000 | $ 1,554,000 | ||||||||||||||
Number of Warrants Exercisable Into One Common Share | 2,800 | 840,000 | 2,800,000,000 | |||||||||||||
Share of Common stock underlying Warrant | 8 | 8 | 8 | 8 | ||||||||||||
Exercise Price Per One Common Share | $ 37,920 | $ 45,600 | $ 134,400 | $ 168,000 | $ 37,920 | $ 1,600,000 | ||||||||||
Warrants Expiration | 2021-06 | 2021-06 | ||||||||||||||
Subordination | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants outstanding | 105,516 | 105,516 | ||||||||||||||
Warrants Exercisable | 105,516 | 105,516 | ||||||||||||||
Exercise price | $ 1.85 | $ 1.85 | ||||||||||||||
Number of Warrants Exercisable Into One Common Share | 2,800,000,000 | |||||||||||||||
Share of Common stock underlying Warrant | 2 | 2 | ||||||||||||||
Exercise Price Per One Common Share | $ 1,600,000 | |||||||||||||||
Warrants Expiration | 2021-06 | |||||||||||||||
Series G Warrant [Member] | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants outstanding | 3,075,000 | 3,075,000 | ||||||||||||||
Warrants Exercisable | 163 | 163 | ||||||||||||||
Exercise price | $ 28,475 | |||||||||||||||
Number of Warrants Exercisable Into One Common Share | 85,000 | 80 | 24,000 | 24,000 | ||||||||||||
Share of Common stock underlying Warrant | 159 | 159 | ||||||||||||||
Exercise Price Per One Common Share | $ 45,600 | $ 561 | ||||||||||||||
Warrants Expiration | 2021-06 | |||||||||||||||
Two Thousand Sixteen Subordination Warrants [Member] | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants outstanding | 1,687,500 | 1,687,500 | ||||||||||||||
Number of Warrants Exercisable Into One Common Share | 80 | 24,000 | ||||||||||||||
Share of Common stock underlying Warrant | 71 | 71 | ||||||||||||||
Exercise Price Per One Common Share | $ 49,920 | |||||||||||||||
Warrants Expiration | 2021-12 | |||||||||||||||
Two Thousand Fifteen Subordination Warrants [Member] | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants outstanding | 105,516 | 105,516 | ||||||||||||||
Number of Warrants Exercisable Into One Common Share | 840,000 | |||||||||||||||
Share of Common stock underlying Warrant | 2 | 2 | ||||||||||||||
Exercise Price Per One Common Share | $ 7 | $ 37,920 | $ 45,600 | $ 134,400 | $ 168,000 | $ 37,920 | ||||||||||
Warrants Expiration | 2021-06 | |||||||||||||||
Series H Warrant [Member] | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants outstanding | 56,250,000 | 56,250,000 | ||||||||||||||
Number of Warrants Exercisable Into One Common Share | 80 | 24,000 | ||||||||||||||
Share of Common stock underlying Warrant | 2,346 | 2,346 | ||||||||||||||
Exercise Price Per One Common Share | $ 49,920 | |||||||||||||||
Warrants Expiration | 2021-12 | |||||||||||||||
Minimum | Class A Warrant | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants Expiration | 2021-04 | 2021-04 | 2021-04 | |||||||||||||
Minimum | Class B Warrant | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants Expiration | 2021-04 | 2021-04 | 2021-04 | |||||||||||||
Minimum | Common Warrants | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Exercise price | $ 2 | |||||||||||||||
Exercise Price Per One Common Share | $ 561,000,000 | $ 1,600,000 | $ 100,800,000 | |||||||||||||
Warrants Expiration | 2016-07 | 2021-04 | 2016-04 | |||||||||||||
Minimum | Series B Warrant | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants Expiration | 2021-03 | 2021-03 | ||||||||||||||
Maximum | Class A Warrant | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants Expiration | 2021-07 | 2021-07 | ||||||||||||||
Maximum | Class B Warrant | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants Expiration | 2021-07 | 2021-07 | 2021-07 | |||||||||||||
Maximum | Common Warrants | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Exercise price | $ 32 | |||||||||||||||
Exercise Price Per One Common Share | $ 1,612,800,000 | $ 1,612,800,000 | $ 1,612,800,000 | |||||||||||||
Warrants Expiration | 2021-07 | 2021-07 | 2021-07 | |||||||||||||
Maximum | Series B Warrant | ||||||||||||||||
Class Of Warrant Or Right [Line Items] | ||||||||||||||||
Warrants Expiration | 2021-07 | 2021-07 |
Warrants - Additional Informati
Warrants - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Oct. 31, 2014shares | Sep. 30, 2014USD ($)shares | Sep. 30, 2016USD ($)shares | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)shares | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($)shares | Dec. 31, 2013shares | |
Class Of Warrant Or Right [Line Items] | |||||||||
Warrants outstanding | 68,911,099 | 68,911,099 | 5,447,940 | ||||||
Warrants previously issued | 157,093 | ||||||||
Fair value of warrant expensed | $ | $ 25,061 | $ (135,727,676) | $ (20,016,848) | $ (106,888,362) | $ 22,641,625 | $ 19,714,808 | $ 8,396,169 | ||
Series A Convertible Preferred Stock | |||||||||
Class Of Warrant Or Right [Line Items] | |||||||||
Warrants issued | 2,231,727 | ||||||||
Conversion of preferred stock to common stock, conversion ratio | 1 | ||||||||
Series D Convertible Preferred Stock | |||||||||
Class Of Warrant Or Right [Line Items] | |||||||||
Warrants issued | 7,200,000 | ||||||||
Conversion of preferred stock to common stock, conversion ratio | 200 | 10,080,000,000 | |||||||
Class A And Class B Warrants | |||||||||
Class Of Warrant Or Right [Line Items] | |||||||||
Warrants granted | 2,855,664 | ||||||||
Warrants Issued Convertible Notes Payable | |||||||||
Class Of Warrant Or Right [Line Items] | |||||||||
Common stock warrants granted with nominal value | 1,048,698 | ||||||||
Preferred D Stock Warrants | |||||||||
Class Of Warrant Or Right [Line Items] | |||||||||
Warrants outstanding | 0 | 0 | |||||||
Warrants granted | 7,200,000 | ||||||||
Warrants issued | 7,200,000 | ||||||||
Common Stock Warrants | |||||||||
Class Of Warrant Or Right [Line Items] | |||||||||
Warrants outstanding | 68,911,099 | 68,911,099 | 13,219,597 | 5,447,940 | 274,420 | ||||
Warrants granted | 119,897,500 | 26,617,714 | 5,331,520 | ||||||
Warrants issued upon conversion | 47,158 | ||||||||
Common Stock Warrants | IPO | |||||||||
Class Of Warrant Or Right [Line Items] | |||||||||
Warrants granted | 57,500 | ||||||||
Series A Warrants | IPO | |||||||||
Class Of Warrant Or Right [Line Items] | |||||||||
Warrants granted | 1,322,500 |
Warrants - Schedule of Assumpti
Warrants - Schedule of Assumptions Used in Calculation of Fair Value of the Options Exchanged (Detail) - $ / shares $ / shares in Millions | 1 Months Ended | 9 Months Ended |
Sep. 30, 2014 | Sep. 30, 2016 | |
Class Of Warrant Or Right [Line Items] | ||
Dividend yield | 0.00% | |
Warrant | ||
Class Of Warrant Or Right [Line Items] | ||
Fair market value of one share of common stock | $ 249 | |
Aggregate exercise price of 50.4 million warrants | $ 504 | |
Risk Free Rate | 0.61% | |
Dividend yield | 0.00% | |
Expected volatility | 37.23% | |
Warrant lives in years | 1 year 11 months 19 days |
Warrants - Preferred A Stock Wa
Warrants - Preferred A Stock Warrants Activity (Detail) - $ / shares | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2016 | Dec. 31, 2014 | Dec. 31, 2013 | |
Class Of Warrant Or Right [Line Items] | |||
Warrants, Beginning Balance | |||
Warrants Expired | 91,025 | ||
Warrants, Ending Balance | 68,911,099 | 5,447,940 | |
Preferred A Stock Warrants | |||
Class Of Warrant Or Right [Line Items] | |||
Warrants, Beginning Balance | 2,231,727 | ||
Warrants granted | 0 | ||
Warrants Converted | (2,231,727) | ||
Warrants Expired | 0 | ||
Warrants, Ending Balance | 0 | 2,231,727 | |
Weighted Average Exercise Price, Warrants Outstanding Beginning Balance | $ 0.16 | ||
Weighted Average Exercise Price, Granted | 0 | ||
Weighted Average Exercise Price, Converted | 0.16 | ||
Weighted Average Exercise Price, Expired | 0 | ||
Weighted Average Exercise Price, Warrants Outstanding Ending Balance | $ 0 | $ 0.16 | |
Weighted Average Remainder Contractual Term in Years, Converted | 2 years 3 months 18 days | 3 years 1 month 6 days |
Warrants - Preferred D Stock Wa
Warrants - Preferred D Stock Warrants Activity (Detail) - $ / shares | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2016 | Dec. 31, 2014 | Dec. 31, 2013 | |
Class Of Warrant Or Right [Line Items] | |||
Warrants, Beginning Balance | |||
Warrants Expired | 91,025 | ||
Warrants, Ending Balance | 68,911,099 | 5,447,940 | |
Weighted Average Remainder Contractual Term in Years, Warrants Outstanding | 4 years 2 months 12 days | ||
Preferred D Stock Warrants | |||
Class Of Warrant Or Right [Line Items] | |||
Warrants, Beginning Balance | 0 | ||
Warrants granted | 7,200,000 | ||
Warrants Converted | (7,200,000) | ||
Warrants Expired | 0 | ||
Warrants, Ending Balance | 0 | 0 | |
Weighted Average Exercise Price, Warrants Outstanding Beginning Balance | $ 0 | ||
Weighted Average Exercise Price, Granted | 0.025 | ||
Weighted Average Exercise Price, Converted | 0.025 | ||
Weighted Average Exercise Price, Expired | 0 | ||
Weighted Average Exercise Price, Warrants Outstanding Ending Balance | $ 0 | $ 0 | |
Warrants Weighted Average Remainder Contractual Terms Granted | 6 years 9 months 18 days | ||
Weighted Average Remainder Contractual Term in Years, Converted | 6 years 8 months 12 days | ||
Weighted Average Remainder Contractual Term in Years, Expired | 0 years | ||
Weighted Average Remainder Contractual Term in Years, Warrants Outstanding | 0 years |
Warrants - Class A Warrants - A
Warrants - Class A Warrants - Additional Information (Detail) - $ / shares | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Jun. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 30, 2015 | Mar. 31, 2015 | Feb. 28, 2015 | |
Class Of Warrant Or Right [Line Items] | ||||||||
Cashless exercise of Warrants | 508,641 | |||||||
Issuance of common stock upon exercise of warrants under cashless exercise provision | 1 | |||||||
Exercise Price Per One Common Share | $ 45,600 | |||||||
Class A Warrant | ||||||||
Class Of Warrant Or Right [Line Items] | ||||||||
Cashless exercise of Warrants | 508,641 | |||||||
Exercise price | $ 0.03 | $ 4.92 | $ 0.03 | $ 2.20 | $ 4.92 | |||
Exercise Price Per One Common Share | $ 570 | $ 561 | $ 561 | $ 1,600,000 | $ 248,000,000 |
Warrants - Class B Warrants - A
Warrants - Class B Warrants - Additional Information (Detail) - $ / shares | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 30, 2015 | |
Class Of Warrant Or Right [Line Items] | |||||||
Cashless exercise of Warrants | 508,641 | ||||||
Issuance of common stock upon exercise of warrants under cashless exercise provision | 1 | ||||||
Exercise Price Per One Common Share | $ 45,600 | ||||||
Class B Warrant | |||||||
Class Of Warrant Or Right [Line Items] | |||||||
Cashless exercise of Warrants | 334,889 | ||||||
Issuance of common stock upon exercise of warrants under cashless exercise provision | 1 | ||||||
Exercise price | $ 0.03 | $ 0.20 | $ 0.03 | ||||
Exercise Price Per One Common Share | $ 570 | $ 561 | $ 561 | $ 1,600,000 | $ 10,100,000 |
Warrants - Series A Warrants -
Warrants - Series A Warrants - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Oct. 31, 2014 | Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | |
Class Of Warrant Or Right [Line Items] | |||||||
Proceeds from exercise of warrants | $ 1,449,850 | $ 3,166,394 | $ 3,161,220 | $ 31,600 | |||
Issuance of common stock upon exercise of warrants under cashless exercise provision | 1 | ||||||
Number of warrants expired | 91,025 | ||||||
Series A Warrant | |||||||
Class Of Warrant Or Right [Line Items] | |||||||
Warrants exercised | 840,000 | 1,074,082 | |||||
Proceeds from exercise of warrants | $ 2,252,020 | ||||||
Issuance of common stock upon exercise of warrants under cashless exercise provision | 1 | ||||||
Number of warrants expired | 248,418 | ||||||
Exercise price | $ 2.20 | $ 7 | $ 7 |
Warrants - Series B Warrants -
Warrants - Series B Warrants - Additional Information (Detail) - $ / shares | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2016 | Oct. 31, 2014 | Sep. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Class Of Warrant Or Right [Line Items] | ||||||
Warrants Exercisable | 13,219,597 | 5,447,940 | ||||
Exercise Price Per One Common Share | $ 45,600 | |||||
Series B Warrant | ||||||
Class Of Warrant Or Right [Line Items] | ||||||
Warrants Exercisable | 1,074,082 | |||||
Warrants exercised | 840,000 | 1,074,082 | ||||
Weighted Average Remainder Contractual Term in Years, Exercised | 6 years | |||||
Percentage of public offering price | 125.00% | |||||
Exercise Price Per One Common Share | $ 5,000,000 | $ 84,100,000 | $ 84,100,000 | $ 441,000,000 | ||
Number of Warrants Exercised | 840,000 | 1,074,082 | ||||
Series A Warrant | ||||||
Class Of Warrant Or Right [Line Items] | ||||||
Warrants Exercisable | 1,074,082 | 1,322,500 | ||||
Warrants exercised | 840,000 | 1,074,082 | ||||
Exercise Price Per One Common Share | $ 352,800,000 | |||||
Number of Warrants Exercised | 840,000 | 1,074,082 |
Warrants - Series C Warrants -
Warrants - Series C Warrants - Additional Information (Detail) - USD ($) | Dec. 30, 2015 | Aug. 25, 2015 | Sep. 16, 2016 | Jun. 30, 2015 | Feb. 28, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 |
Class Of Warrant Or Right [Line Items] | |||||||||
Warrants Exercisable | 13,219,597 | 5,447,940 | |||||||
Proceeds from exercise of warrants | $ 1,449,850 | $ 3,166,394 | $ 3,161,220 | $ 31,600 | |||||
Shares, new Issues | 2,724,000 | ||||||||
Cashless exercise of Warrants | 508,641 | ||||||||
Issuance of common stock upon exercise of warrants under cashless exercise provision | 1 | ||||||||
Warrants outstanding | 68,911,099 | 5,447,940 | |||||||
Payments for Repurchase of Warrants | $ 314,879 | $ 0 | |||||||
Series E Convertible Preferred Stock | |||||||||
Class Of Warrant Or Right [Line Items] | |||||||||
Number of preferred units separated | 2,676,000 | ||||||||
Shares, new Issues | 14,750 | ||||||||
Conversion of Stock, Shares Converted | 168,000 | 13,967 | 2,650,403 | ||||||
Common Stock | |||||||||
Class Of Warrant Or Right [Line Items] | |||||||||
Shares, new Issues | 0 | 0 | |||||||
Share issued upon exercise of option | 0 | ||||||||
Common Stock | Series E Convertible Preferred Stock | |||||||||
Class Of Warrant Or Right [Line Items] | |||||||||
Warrants Issued | 50,400,000 | ||||||||
Conversion of Stock, Shares Converted | 13,967 | 2,650,403 | |||||||
Series C Warrant | |||||||||
Class Of Warrant Or Right [Line Items] | |||||||||
Warrants Exercisable | 1 | 5,229,973 | |||||||
Number of preferred units separated | 2,676,000 | 48,000 | |||||||
Warrants exercised | 384,000 | ||||||||
Proceeds from exercise of warrants | $ 979,200 | ||||||||
Shares, new Issues | 1 | 118,000 | |||||||
Warrants Issued | 21,408,000 | 21,408,000 | |||||||
Cashless exercise of Warrants | 5,091,815 | 15,630,027 | |||||||
Issuance of common stock upon exercise of warrants under cashless exercise provision | 12 | ||||||||
Warrants outstanding | 47,528 | 5,229,973 | |||||||
Payable on exercise of warrants under cashless exercise provision | $ 11,700,000 | ||||||||
Class Of Warrant Or Right Cashless Exercise Of Warrants | 5,091,815 | ||||||||
Payments for Repurchase of Warrants | $ 314,879 | ||||||||
Conversion of Stock, Shares Converted | 138,158 | 50,400,000 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 2.55 | $ 2.55 | |||||||
Warrant Expiration Period | 5 years | ||||||||
Series C Warrant | Underwriter Purchase Options | |||||||||
Class Of Warrant Or Right [Line Items] | |||||||||
Options exercised | 14,750 | ||||||||
Proceeds from Options Exercised | $ 162,250 | ||||||||
Share issued upon exercise of option | 1 | ||||||||
Warrant or Right, Issued in Period | 118,000 | ||||||||
Series C Warrant | Series E Convertible Preferred Stock | |||||||||
Class Of Warrant Or Right [Line Items] | |||||||||
Shares, new Issues | 2,676,000 | 2,676,000 | |||||||
Series C Warrant | Common Stock | |||||||||
Class Of Warrant Or Right [Line Items] | |||||||||
Shares, new Issues | 1 | ||||||||
Cashless exercise of Warrants | 15,128,027 | ||||||||
Issuance of common stock upon exercise of warrants under cashless exercise provision | 12 | ||||||||
Share issued upon exercise of option | 64 |
Warrants - Series D Warrants -
Warrants - Series D Warrants - Additional Information (Detail) | Dec. 31, 2016 | Dec. 30, 2016 | Dec. 30, 2015$ / shares$ / Warrantshares | Jul. 31, 2016$ / shares | Jun. 30, 2016$ / shares | Mar. 31, 2016$ / shares | Feb. 29, 2016$ / shares | Sep. 30, 2016$ / shares | Sep. 30, 2016$ / shares | Dec. 31, 2015$ / shares$ / Warrantshares | Dec. 31, 2014shares |
Class Of Warrant Or Right [Line Items] | |||||||||||
Warrants Exercisable | shares | 13,219,597 | 5,447,940 | |||||||||
Exercise Price Per One Common Share | $ 45,600 | ||||||||||
Securities Purchase Agreement | |||||||||||
Class Of Warrant Or Right [Line Items] | |||||||||||
Exercise price | $ 49,920 | $ 49,920 | |||||||||
Senior Secured Convertible Note | Securities Purchase Agreement | |||||||||||
Class Of Warrant Or Right [Line Items] | |||||||||||
Percentage of common stock outstanding | 19.90% | 19.90% | |||||||||
Series D Warrant | |||||||||||
Class Of Warrant Or Right [Line Items] | |||||||||||
Warrants Exercisable | shares | 3,503,116 | ||||||||||
Exercise price | $ 1,554,000 | ||||||||||
Exercise Price Per One Common Share | $ 37,920 | $ 45,600 | $ 134,400 | $ 168,000 | $ 37,920 | $ 1,600,000 | |||||
Series D Warrant | Senior Secured Convertible Note | Securities Purchase Agreement | |||||||||||
Class Of Warrant Or Right [Line Items] | |||||||||||
Warrants Exercisable | shares | 8 | ||||||||||
Exercise price | $ 1,554,000 | ||||||||||
Conversion feature, floor price | $ / Warrant | 1.16 | 1.16 | |||||||||
Series D Warrant | Scenario, Forecast | |||||||||||
Class Of Warrant Or Right [Line Items] | |||||||||||
Percentage of common stock outstanding | 16.60% | ||||||||||
Series D Warrant | Scenario, Forecast | Senior Secured Convertible Note | Securities Purchase Agreement | |||||||||||
Class Of Warrant Or Right [Line Items] | |||||||||||
Percentage of common stock outstanding | 16.60% | ||||||||||
Series D Warrant | Common Stock | |||||||||||
Class Of Warrant Or Right [Line Items] | |||||||||||
Exercise period | 5 years | ||||||||||
Description of warrant terms | 16.6 |
Warrants - Series E Warrants -
Warrants - Series E Warrants - Additional Information (Detail) | Apr. 07, 2016shares | Sep. 30, 2016shares | Dec. 31, 2015shares | Dec. 31, 2014shares |
Class of Warrant or Right [Line Items] | ||||
Common Stock Issued In Exchange Of Warrants | 1 | |||
Warrants outstanding | 68,911,099 | 5,447,940 | ||
Share of Common stock underlying Warrant | 2,697 | 212 | 4 | |
Series E Warrants [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Common Stock Issued In Exchange Of Warrants | 28 | |||
Warrants outstanding | 58,800,000 | |||
Share of Common stock underlying Warrant | 70 | |||
Common stock exchange ratio | 2.584 |
Warrants - Series G Warrants -
Warrants - Series G Warrants - Additional Information (Detail) - USD ($) | Jul. 11, 2016 | Sep. 16, 2016 | Jun. 30, 2016 | Jun. 01, 2016 | Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 |
Class of Warrant or Right [Line Items] | |||||||||
Warrants Exercisable | 13,219,597 | 5,447,940 | |||||||
Exercise Price Per One Common Share | $ 45,600 | ||||||||
Payments for Repurchase of Warrants | $ 314,879 | $ 0 | |||||||
Series G Warrant [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Warrants Exercisable | 163 | ||||||||
Exercise Price Per One Common Share | $ 45,600 | $ 561 | |||||||
Warrants expiration | 5 years | ||||||||
Conversion of Stock, Shares Converted | 85,000 | 80 | 24,000 | 24,000 | |||||
Payments for Repurchase of Warrants | $ 113,900 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 4 |
Warrants - 2016 Subordination W
Warrants - 2016 Subordination Warrants - Additional Information (Detail) - $ / shares | 9 Months Ended | ||
Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Class of Warrant or Right [Line Items] | |||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 13,219,597 | 5,447,940 | |
Two Thousand Sixteen Subordination Warrants [Member] | Common Stock [Member] | |||
Class of Warrant or Right [Line Items] | |||
Derivative, Description of Terms | Each Series H Warrant will be exercisable initially at a price equal to $49,920.00 per share of common stock, subject to adjustments for certain dilutive events. | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 49,920 | ||
Two Thousand Sixteen Subordination Warrants [Member] | Common Stock [Member] | Utah Autism Foundation And Spring Forth Investments LLC [Member] | |||
Class of Warrant or Right [Line Items] | |||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 71 | ||
Class Of Warrant Or Right Exercisable Period Description | 2016 Subordination Warrant will be exercisable by the holder beginning six months after the date of issuance and continuing for a period five years thereafter. | ||
Derivative, Term of Contract | 5 years | ||
Series H Warrant [Member] | Common Stock [Member] | |||
Class of Warrant or Right [Line Items] | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 49,920 |
Warrants - 2015 Subordination W
Warrants - 2015 Subordination Warrants - Additional Information (Detail) - $ / shares | Dec. 31, 2015 | Jul. 31, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Feb. 29, 2016 | Sep. 30, 2016 | Sep. 30, 2016 |
Class of Warrant or Right [Line Items] | |||||||
Common Stock Warrant Exercise Price | $ 45,600 | ||||||
Two Thousand Fifteen Subordination Warrants [Member] | |||||||
Class of Warrant or Right [Line Items] | |||||||
Common Stock Warrant Exercise Price | $ 7 | $ 37,920 | $ 45,600 | $ 134,400 | $ 168,000 | $ 37,920 |
Warrants - Subordination Warran
Warrants - Subordination Warrants - Additional Information (Detail) - shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Class Of Warrant Or Right [Line Items] | ||
Warrants Exercisable | 13,219,597 | 5,447,940 |
Subordination Warrants | Common Stock | ||
Class Of Warrant Or Right [Line Items] | ||
Warrants Exercisable | 2 | |
Description of warrant terms | On December 31, 2016, the number of warrants issuable upon exercise of the Subordination Warrants will be increased to equal the difference, if positive, obtained by subtracting (x) the shares of common stock issuable under the Subordination Warrants on the date of issuance from (y) 0.5% of the sum of the number of shares of common stock actually outstanding on December 31, 2016, plus the number of shares of common stock deemed to be outstanding pursuant to all outstanding options or convertible securities of the Company. Each Subordination Warrant is exercisable by the holder beginning six months after December 30, 2015 and continuing for a period five years thereafter. Each Subordination Warrant will be exercisable initially at a price of $1.6 million per share, subject to adjustments for certain dilutive events (same as the Series D Warrants) and subject to an exercise price floor equal to the Series D Warrant exercise floor price of $1.16 per share. |
Warrants - Series H Warrants -
Warrants - Series H Warrants - Additional Information (Detail) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Class of Warrant or Right [Line Items] | ||||
Class of Warrant or Right, Outstanding | 68,911,099 | 68,911,099 | 5,447,940 | |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 13,219,597 | 5,447,940 | ||
Common Stock Warrant Exercise Price | $ 45,600 | |||
Series H Warrant [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Class of Warrant or Right, Outstanding | 56,250,000 | 56,250,000 | ||
Common Stock Warrant Exercise Price | $ 49,920 | |||
Series H Warrant [Member] | Common Stock [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 49,920 | $ 49,920 | ||
Common Stock Warrant Exercise Price | $ 0 | |||
Note 2016 [Member] | Series H Warrant [Member] | Common Stock [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Class of Warrant or Right, Outstanding | 56,250,000 | 56,250,000 | ||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2,346 | 2,346 | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 49,920 | $ 49,920 | ||
Class Of Warrant Or Right Exercisable Period Description | Each Series H Warrant will be exercisable by the holder beginning six months after the date of issuance and continuing for a period five years thereafter. | |||
Derivative, Description of Terms | Each Series H Warrant will be exercisable initially at a price equal to $49,920.00 per share of common stock, subject to adjustments for certain dilutive events. | |||
Derivative, Term of Contract | 5 years | |||
Common Stock Warrant Exercise Price | $ 0 |
Warrants - Common Warrants - Ad
Warrants - Common Warrants - Additional Information (Detail) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Class Of Warrant Or Right [Line Items] | ||||
Warrant issuance and modifications | $ 0 | $ 54,489 | $ 612,006 | $ 25,063 |
Common Stock Warrants | ||||
Class Of Warrant Or Right [Line Items] | ||||
Weighted Average Exercise Price, Granted | $ 1.18 | $ 2.71 | $ 3.91 | |
Warrants granted | 119,897,500 | 26,617,714 | 5,331,520 | |
Common Stock Warrants | Consultant [Member] | ||||
Class Of Warrant Or Right [Line Items] | ||||
Weighted Average Exercise Price, Granted | $ 2.56 | |||
Warrants granted | 25,000 | |||
Warrant issuance and modifications | $ 54,489 | |||
Stock price volatility | 127.37% | |||
Warrant life | 5 years | |||
Risk Free Rate | 1.53% | |||
Assets, Fair Value Disclosure | $ 129,000,000 |
Warrants - Common Stock Warrant
Warrants - Common Stock Warrants Activity (Detail) - $ / shares | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Class Of Warrant Or Right [Line Items] | |||||
Warrants, Beginning Balance | 5,447,940 | ||||
Warrants Expired | 91,025 | ||||
Warrants, Ending Balance | 68,911,099 | 68,911,099 | 5,447,940 | ||
Weighted Average Remainder Contractual Term in Years, Warrants Outstanding | 4 years 2 months 12 days | ||||
Common Stock Warrant Exercise Price | $ 45,600 | ||||
Common Stock Issued In Exchange Of Warrants | 1 | 1 | |||
Common Stock Warrants | |||||
Class Of Warrant Or Right [Line Items] | |||||
Warrants, Beginning Balance | 13,219,597 | 5,447,940 | 274,420 | ||
Warrants granted | 119,897,500 | 26,617,714 | 5,331,520 | ||
Warrants Exercised | (5,314,973) | (17,547,639) | (158,000) | ||
Warrants Expired | (91,025) | (1,298,418) | 0 | ||
Number Of Warrants Extinguished | (58,800,000) | ||||
Warrants, Ending Balance | 68,911,099 | 68,911,099 | 13,219,597 | 5,447,940 | 274,420 |
Weighted Average Exercise Price, Warrants Outstanding Beginning Balance | $ 2.71 | $ 4.17 | $ 8 | ||
Weighted Average Exercise Price, Granted | 1.18 | 2.71 | 3.91 | ||
Weighted Average Exercise Price, Exercised | 2.53 | 2.47 | 0.20 | ||
Weighted Average Exercise Price, Expired | 10 | 2.48 | 0 | ||
Class Of Warrant Or Right Extinguished In Period Weighted Average Exercise Price | 0.25 | ||||
Weighted Average Exercise Price, Warrants Outstanding Ending Balance | $ 1.80 | $ 1.80 | $ 2.71 | $ 4.17 | $ 8 |
Warrants Weighted Average Remainder Contractual Terms Granted | 5 years 3 months 18 days | 4 years 3 months 18 days | 5 years 6 months | ||
Weighted Average Remainder Contractual Term in Years, Exercised | 4 years | 6 years 7 months 6 days | |||
Weighted Average Remainder Contractual Term in Years, Expired | 3 years 4 months 24 days | 0 years | |||
Weighted Average Remainder Contractual Term in Years, Warrants Outstanding | 5 years 1 month 6 days | 4 years 8 months 12 days | 4 years 10 months 24 days |
Warrants - underwriters Unit Pu
Warrants - underwriters Unit Purchase Options - Additional Information (Detail) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Feb. 28, 2015 | Sep. 30, 2016 | Dec. 31, 2015 | |
Series E Preferred Stock [Member] | ||||
Class Of Warrant Or Right [Line Items] | ||||
Conversion of Stock, Shares Issued | 1 | |||
Series C Warrant | ||||
Class Of Warrant Or Right [Line Items] | ||||
Warrants exercised | 384,000 | |||
Exercise price | $ 2.55 | $ 2.55 | ||
Underwriters Unit Purchase Option | ||||
Class Of Warrant Or Right [Line Items] | ||||
Warrants exercised | 121,540 | 14,750 | ||
Exercise price | $ 11 | $ 11 | ||
Weighted Average Remainder Contractual Term in Years, Exercised | 5 years | |||
Percentage of public offering price | 125.00% | |||
Aggregate number of units purchased | 5.00% | |||
Aggregate number of units Sold | 136,200 | |||
Warrant exercise for cash | $ 162,250 | |||
Underwriters Unit Purchase Option | Series E Preferred Stock [Member] | ||||
Class Of Warrant Or Right [Line Items] | ||||
Warrants exercised | 121,540 | |||
Conversion of Stock, Shares Issued | 1 | |||
Underwriters Unit Purchase Option | Series C Warrant | ||||
Class Of Warrant Or Right [Line Items] | ||||
Warrants exercised | 972,320 | 118,000 | ||
Warrant exercise for cash | $ 1,335,950 | |||
Warrants and rights outstanding | 121,450 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 15 |
Derivative Liabilities - Additi
Derivative Liabilities - Additional Information (Detail) | Dec. 31, 2016 | Dec. 30, 2016 | Jul. 11, 2016USD ($)$ / sharesshares | Jul. 02, 2016USD ($)shares | Apr. 07, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 30, 2015$ / sharesshares | Jun. 30, 2015USD ($)shares | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Jul. 31, 2016$ / shares | Jun. 01, 2016$ / shares | Mar. 31, 2015$ / shares | Feb. 28, 2015$ / shares | Dec. 31, 2013USD ($) | |
Derivative [Line Items] | ||||||||||||||||||||
Valuation method | the Black-Scholes option-pricing model | |||||||||||||||||||
Derivative liability fair value | $ | $ 43,181,472 | $ 55,735,294 | $ 55,735,294 | $ 43,181,472 | $ 9,998,636 | $ 0 | ||||||||||||||
Warrants Issued During Period Value | $ | 56,026,979 | $ 2,487,726 | ||||||||||||||||||
Common Stock Issued In Exchange Of Warrants | shares | 1 | 1 | ||||||||||||||||||
Class of Warrant or Right, Outstanding | shares | 68,911,099 | 68,911,099 | 5,447,940 | |||||||||||||||||
Proceeds from Warrant Exercises | $ | $ 1,449,850 | $ 3,166,394 | $ 3,161,220 | $ 31,600 | ||||||||||||||||
Net Gain Loss On Exchange And Issuance Of Warrants | $ | $ 0 | $ 0 | $ 3,374,752 | $ 0 | ||||||||||||||||
Share of Common stock underlying Warrant | shares | 212 | 2,697 | 2,697 | 212 | 4 | |||||||||||||||
Convertible Notes Conversion Feature - 2016 Notes | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | $ | $ 80,599,528 | $ 2,706,796 | $ 2,706,796 | |||||||||||||||||
Derivative Liability Extinguished | $ | 4,800,000 | |||||||||||||||||||
2015 Subordination Warrants | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Percentage Of Increase In Outstanding Shares And CommonStock | 0.50% | |||||||||||||||||||
2016 Subordination Warrants | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Derivative liability fair value | $ | $ 1,637,959 | $ 1,637,959 | ||||||||||||||||||
Share of Common stock underlying Warrant | shares | 2,346 | 2,346 | ||||||||||||||||||
Securities Purchase Agreement [Member] | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Warrant, exercise price | $ 49,920 | $ 49,920 | ||||||||||||||||||
Securities Purchase Agreement [Member] | Senior Secured Convertible Note [Member] | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Percentage of common stock outstanding | 19.90% | 19.90% | ||||||||||||||||||
Securities Purchase Agreement [Member] | Convertible Notes Conversion Feature - 2016 Notes | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Warrant, exercise price | $ 48,000 | $ 48,000 | $ 48,000 | |||||||||||||||||
Securities Purchase Agreement [Member] | Convertible Notes Conversion Feature - 2016 Notes | Embedded Derivative Financial Instruments [Member] | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Convertible Debt, Fair Value Disclosures | $ | $ 80,600,000 | $ 80,600,000 | ||||||||||||||||||
Common Stock | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Valuation method | binomial model with Monte Carlo simulation | |||||||||||||||||||
Common Stock | Subordination Warrants | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Warrants issued | shares | 2 | |||||||||||||||||||
Scenario, Forecast | Common Stock | Subordination Warrants | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Percentage of common stock outstanding | 0.50% | |||||||||||||||||||
Class A Warrant | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Fair Market Value | $ 1,600,000 | |||||||||||||||||||
Warrant, exercise price | $ 0.03 | 0.03 | $ 0.03 | $ 4.92 | $ 2.20 | $ 4.92 | ||||||||||||||
Warrant, fair value | $ 789,600 | |||||||||||||||||||
Class of Warrant or Right, Outstanding | shares | 1,532,598 | 1,532,598 | 1,532,598 | 1,532,598 | 2,041,239 | |||||||||||||||
Share of Common stock underlying Warrant | shares | 48 | 48 | 48 | 48 | 1 | |||||||||||||||
Class B Warrant | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Fair Market Value | 1,600,000 | |||||||||||||||||||
Warrant, exercise price | $ 0.03 | 0.03 | $ 0.03 | $ 0.20 | ||||||||||||||||
Warrant, fair value | $ 789,600 | |||||||||||||||||||
Class of Warrant or Right, Outstanding | shares | 1,310,956 | 1,310,956 | 1,310,956 | 1,310,956 | 1,645,845 | |||||||||||||||
Number of Warrants Exercised | shares | 158,000 | |||||||||||||||||||
Proceeds from Warrant Exercises | $ | $ 31,600 | |||||||||||||||||||
Share of Common stock underlying Warrant | shares | 29 | 29 | 29 | 29 | 1 | |||||||||||||||
Common Warrants | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Fair Market Value | 1,600,000 | |||||||||||||||||||
Warrant, exercise price | 0.03 | |||||||||||||||||||
Warrant, fair value | $ 789,600 | |||||||||||||||||||
Class of Warrant or Right, Outstanding | shares | 463,356 | 372,331 | 372,331 | 463,356 | 438,356 | |||||||||||||||
Share of Common stock underlying Warrant | shares | 26 | 19 | 19 | 26 | 1 | |||||||||||||||
Class A And Class B Warrants | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Derivative liability fair value | $ | $ 61,941 | $ 231 | $ 231 | $ 61,941 | ||||||||||||||||
Series C Warrant | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Fair Market Value | $ 128,500,000 | |||||||||||||||||||
Warrant, exercise price | $ 2.55 | $ 2.55 | $ 2.55 | |||||||||||||||||
Valuation method | Black Scholes formula | |||||||||||||||||||
Derivative liability fair value | $ | $ 12,404,503 | $ 12,404,503 | ||||||||||||||||||
Expected volatility | 135.00% | |||||||||||||||||||
Warrant lives in years | 5 years | |||||||||||||||||||
Risk Free Rate | 1.61% | |||||||||||||||||||
Exercise Price | $ 2.55 | $ 2.55 | ||||||||||||||||||
Class of Warrant or Right, Outstanding | shares | 5,229,973 | 47,528 | 47,528 | 5,229,973 | ||||||||||||||||
Number of Warrants Exercised | shares | 384,000 | |||||||||||||||||||
Proceeds from Warrant Exercises | $ | $ 979,200 | |||||||||||||||||||
Share of Common stock underlying Warrant | shares | 65 | 65 | ||||||||||||||||||
Series D Warrant | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Warrant, exercise price | $ 1,554,000 | $ 1,554,000 | ||||||||||||||||||
Warrant lives in years | 5 years | |||||||||||||||||||
Warrant to acquire common stock | shares | 8 | 8 | ||||||||||||||||||
Class of Warrant or Right, Outstanding | shares | 3,503,116 | 3,503,116 | 3,503,116 | 3,503,116 | ||||||||||||||||
Percentage Of Increase In Outstanding Shares And CommonStock | 0.00% | |||||||||||||||||||
Share of Common stock underlying Warrant | shares | 8 | 8 | 8 | 8 | ||||||||||||||||
Series D Warrant | Subordination Warrants | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Expected volatility | [1] | 215.00% | ||||||||||||||||||
Warrant lives in years | 5 years 6 months | |||||||||||||||||||
Risk Free Rate | [2] | 1.80% | ||||||||||||||||||
Exercise Price | [3] | $ 1,600,000 | $ 1,600,000 | |||||||||||||||||
Series D Warrant | 2015 Subordination Warrants | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Fair Market Value | $ 687 | $ 687 | ||||||||||||||||||
Expected volatility | [4] | 225.10% | ||||||||||||||||||
Warrant lives in years | 4 years 9 months | |||||||||||||||||||
Risk Free Rate | [5] | 1.14% | ||||||||||||||||||
Exercise Price | [6] | 37,920 | $ 37,920 | |||||||||||||||||
Series D Warrant | 2015 Subordination Warrants | Embedded Derivative Financial Instruments [Member] | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Warrant, fair value | 22,590,296 | |||||||||||||||||||
Series D Warrant | Securities Purchase Agreement [Member] | Senior Secured Convertible Note [Member] | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Warrant, exercise price | $ 1,554,000 | |||||||||||||||||||
Series D Warrant | Scenario, Forecast | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Percentage of common stock outstanding | 16.60% | |||||||||||||||||||
Series D Warrant | Scenario, Forecast | Securities Purchase Agreement [Member] | Senior Secured Convertible Note [Member] | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Percentage of common stock outstanding | 16.60% | |||||||||||||||||||
Series E Warrants [Member] | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Fair Market Value | 98,160 | $ 98,160 | ||||||||||||||||||
Warrant, fair value | $ 6,800,927 | |||||||||||||||||||
Expected volatility | [4] | 228.10% | ||||||||||||||||||
Warrant lives in years | 5 years 10 months 20 days | |||||||||||||||||||
Risk Free Rate | [7] | 1.30% | ||||||||||||||||||
Exercise Price | [8] | $ 96,240 | $ 96,240 | |||||||||||||||||
Common Stock Issued In Exchange Of Warrants | shares | 28 | |||||||||||||||||||
Business Combination Common Stock Exchange Ratio | 2.584 | |||||||||||||||||||
Class of Warrant or Right, Outstanding | shares | 58,800,000 | |||||||||||||||||||
Net Gain Loss On Exchange And Issuance Of Warrants | $ | $ 4,141,773 | |||||||||||||||||||
Share of Common stock underlying Warrant | shares | 70 | |||||||||||||||||||
Series G Warrant [Member] | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Fair Market Value | $ 33,840 | |||||||||||||||||||
Warrant, exercise price | $ 28,475 | |||||||||||||||||||
Warrant, fair value | $ 86,844 | |||||||||||||||||||
Expected volatility | [1] | 225.80% | ||||||||||||||||||
Warrant lives in years | 4 years 10 months 20 days | |||||||||||||||||||
Risk Free Rate | [9] | 1.03% | ||||||||||||||||||
Exercise Price | [10] | $ 32,160 | ||||||||||||||||||
Class of Warrant or Right, Outstanding | shares | 3,075,000 | 3,075,000 | ||||||||||||||||||
Number of Warrants Exercised | shares | 85,000 | |||||||||||||||||||
Proceeds from Warrant Exercises | $ | $ 113,900 | |||||||||||||||||||
Share of Common stock underlying Warrant | shares | 159 | 159 | ||||||||||||||||||
Series G Warrant [Member] | June 2016 Unit Offering | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Warrant, exercise price | $ 45,600 | |||||||||||||||||||
Warrants Issued During Period Value | $ | 118,424 | |||||||||||||||||||
Net Gain Loss On Exchange And Issuance Of Warrants | $ | $ 30,547 | |||||||||||||||||||
Series H Warrant [Member] | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Derivative liability fair value | $ | $ 101,644,520 | |||||||||||||||||||
Class of Warrant or Right, Outstanding | shares | 56,250,000 | 56,250,000 | ||||||||||||||||||
Share of Common stock underlying Warrant | shares | 2,346 | 2,346 | ||||||||||||||||||
Series H Warrant [Member] | 2016 Subordination Warrants | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Warrant to acquire common stock | shares | 71 | |||||||||||||||||||
Series H Warrant [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Warrant, exercise price | $ 49,920 | $ 49,920 | ||||||||||||||||||
Series H Warrant [Member] | Common Stock | ||||||||||||||||||||
Derivative [Line Items] | ||||||||||||||||||||
Warrant, exercise price | $ 49,920 | $ 49,920 | ||||||||||||||||||
[1] | The volatility factor was estimated by using the historical volatilities of the Company’s trading history. | |||||||||||||||||||
[2] | The risk-free interest rate was determined by management using the 5-year Treasury Bill as of the respective measurement date. | |||||||||||||||||||
[3] | The exercise price of the Series D Warrants calculated by 120% of the arithmetic average of five weighted average price of the common stock on the five consecutive trading days prior to issuance date on December 30, 2015. | |||||||||||||||||||
[4] | The volatility factor was estimated by using the historical volatilities of the Company’s trading history. | |||||||||||||||||||
[5] | The risk-free interest rate was determined by management using the 5-year Treasury Bill as of the respective measurement date. | |||||||||||||||||||
[6] | The exercise price of the Series D and Subordination Warrants was calculated based on the terms in the warrant agreement. | |||||||||||||||||||
[7] | The risk-free interest rate was determined by management using an average of the 5-year and 7-year Treasury Bill as of the respective measurement date. | |||||||||||||||||||
[8] | The exercise price of the Series E Warrants was calculated based on the terms in the warrant agreement. | |||||||||||||||||||
[9] | The risk-free interest rate was determined by management using the average of the 5-year Treasury Bill as of the respective measurement date. | |||||||||||||||||||
[10] | The exercise price of the Series G Warrants was calculated based on the terms in the warrant agreement. |
Derivative Liabilities - Assump
Derivative Liabilities - Assumptions Used to Calculate Fair Value (Detail) - $ / shares | Jul. 11, 2016 | Jul. 02, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | Jun. 30, 2016 | Jun. 01, 2016 | Feb. 29, 2016 | Dec. 31, 2014 | |||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Expected dividend yield | 0.00% | ||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 13,219,597 | 5,447,940 | |||||||||||
Series D Warrant | |||||||||||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Warrant lives in years | 5 years | ||||||||||||
Expected dividend yield | 0.00% | ||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 3,503,116 | ||||||||||||
Series D Warrant | Subordination Warrants | |||||||||||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Conversion price | [1] | $ 1,600,000 | |||||||||||
Risk free interest rate | [2] | 1.80% | |||||||||||
Warrant lives in years | 5 years 6 months | ||||||||||||
Expected volatility | [3] | 215.00% | |||||||||||
Expected dividend yield | 0.00% | ||||||||||||
Series D Warrant | Subordination Warrants | Minimum | |||||||||||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Trading price of common stock on measurement date | $ 789,600 | ||||||||||||
Series D Warrant | Subordination Warrants | Maximum | |||||||||||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Trading price of common stock on measurement date | $ 924,000 | ||||||||||||
Series D Warrant | 2015 Subordination Warrants | |||||||||||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Trading price of common stock on measurement date | $ 687 | ||||||||||||
Conversion price | [4] | $ 37,920 | |||||||||||
Risk free interest rate | [5] | 1.14% | |||||||||||
Warrant lives in years | 4 years 9 months | ||||||||||||
Expected volatility | [6] | 225.10% | |||||||||||
Expected dividend yield | [7] | 0.00% | |||||||||||
Expected reset occurrence | Q4 2016 | ||||||||||||
Series G Warrant [Member] | |||||||||||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Trading price of common stock on measurement date | $ 33,840 | ||||||||||||
Conversion price | [8] | $ 32,160 | |||||||||||
Risk free interest rate | [9] | 1.03% | |||||||||||
Warrant lives in years | 4 years 10 months 20 days | ||||||||||||
Expected volatility | [3] | 225.80% | |||||||||||
Expected dividend yield | 0.00% | [10] | 0.00% | ||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 163 | ||||||||||||
Series E Warrants [Member] | |||||||||||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Trading price of common stock on measurement date | $ 98,160 | ||||||||||||
Conversion price | [11] | $ 96,240 | |||||||||||
Risk free interest rate | [12] | 1.30% | |||||||||||
Warrant lives in years | 5 years 10 months 20 days | ||||||||||||
Expected volatility | [6] | 228.10% | |||||||||||
Expected dividend yield | [7] | 0.00% | |||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 70 | ||||||||||||
Convertible Notes Payable | |||||||||||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Risk free interest rate | [13] | 0.86% | |||||||||||
Warrant lives in years | 1 year 3 months 29 days | ||||||||||||
Expected volatility | [6] | 215.00% | |||||||||||
Expected dividend yield | [14] | 0.00% | |||||||||||
Expected probability of Shareholder approval | [15] | 85.00% | |||||||||||
Convertible Notes Payable | Minimum | |||||||||||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Trading price of common stock on measurement date | $ 789,600 | ||||||||||||
Conversion price | [16] | 730,800 | |||||||||||
Convertible Notes Payable | Maximum | |||||||||||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Trading price of common stock on measurement date | 924,400 | ||||||||||||
Conversion price | [16] | $ 865,200 | |||||||||||
Convertible Notes Conversion Feature - 2016 Notes | |||||||||||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Trading price of common stock on measurement date | $ 687 | $ 42,480 | |||||||||||
Conversion price | $ 561 | 32,160 | [17] | ||||||||||
Risk free interest rate | 0.59% | [18] | 1.14% | ||||||||||
Warrant lives in years | 1 year 10 months 2 days | 4 years 7 months 28 days | |||||||||||
Expected volatility | 228.10% | [6] | 224.80% | ||||||||||
Expected dividend yield | 0.00% | 0.00% | [14] | ||||||||||
Expected reset occurrence | Q4 2016 | Q4 2016 | |||||||||||
Convertible Notes Conversion Feature - 2016 Notes | Series H Warrant [Member] | |||||||||||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Trading price of common stock on measurement date | $ 687 | 42,480.60 | |||||||||||
Conversion price | [19] | $ 49,920 | $ 49,920 | ||||||||||
Risk free interest rate | [9] | 1.01% | 1.78% | ||||||||||
Warrant lives in years | 5 years | 4 years 9 months | |||||||||||
Expected volatility | [3] | 228.10% | 225.10% | ||||||||||
Expected dividend yield | 0.00% | 0.00% | |||||||||||
Expected reset occurrence | Q4 2016 | Q4 2016 | |||||||||||
Senior Secured Convertible Note 2015 | |||||||||||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Trading price of common stock on measurement date | $ 687 | ||||||||||||
Conversion price | [20] | $ 594 | |||||||||||
Risk free interest rate | [21] | 0.37% | |||||||||||
Warrant lives in years | 7 months 6 days | ||||||||||||
Expected volatility | [3] | 225.40% | |||||||||||
Expected dividend yield | [14] | 0.00% | |||||||||||
Senior Secured Convertible Note 2015 | Minimum | |||||||||||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Trading price of common stock on measurement date | $ 687 | ||||||||||||
Conversion price | [22] | $ 594 | |||||||||||
Risk free interest rate | [23] | 0.29% | |||||||||||
Warrant lives in years | 7 months 6 days | ||||||||||||
Expected volatility | [6] | 224.70% | |||||||||||
Senior Secured Convertible Note 2015 | Maximum | |||||||||||||
Fair Value Assumptions and Methodology for Liabilities [Abstract] | |||||||||||||
Trading price of common stock on measurement date | $ 37,200 | ||||||||||||
Conversion price | [11] | $ 29,280 | |||||||||||
Risk free interest rate | [23] | 0.47% | |||||||||||
Warrant lives in years | 9 months 22 days | ||||||||||||
Expected volatility | [6] | 228.20% | |||||||||||
[1] | The exercise price of the Series D Warrants calculated by 120% of the arithmetic average of five weighted average price of the common stock on the five consecutive trading days prior to issuance date on December 30, 2015. | ||||||||||||
[2] | The risk-free interest rate was determined by management using the 5-year Treasury Bill as of the respective measurement date. | ||||||||||||
[3] | The volatility factor was estimated by using the historical volatilities of the Company’s trading history. | ||||||||||||
[4] | The exercise price of the Series D and Subordination Warrants was calculated based on the terms in the warrant agreement. | ||||||||||||
[5] | The risk-free interest rate was determined by management using the 5-year Treasury Bill as of the respective measurement date. | ||||||||||||
[6] | The volatility factor was estimated by using the historical volatilities of the Company’s trading history. | ||||||||||||
[7] | Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. | ||||||||||||
[8] | The exercise price of the Series G Warrants was calculated based on the terms in the warrant agreement. | ||||||||||||
[9] | The risk-free interest rate was determined by management using the average of the 5-year Treasury Bill as of the respective measurement date. | ||||||||||||
[10] | Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. | ||||||||||||
[11] | The exercise price of the Series E Warrants was calculated based on the terms in the warrant agreement. | ||||||||||||
[12] | The risk-free interest rate was determined by management using an average of the 5-year and 7-year Treasury Bill as of the respective measurement date. | ||||||||||||
[13] | The risk-free interest rate was determined by management using the 1.5-year Treasury Bill as of the respective measurement date. | ||||||||||||
[14] | Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. | ||||||||||||
[15] | Management has estimated a probability of 85% that shareholder approval will be obtained for the removal of the 19.9% conversion cap. This is based on past shareholder voting history and discussions with current shareholders and consultants. | ||||||||||||
[16] | The conversion price of the convertible notes was calculated based the formula in the Notes agreement as of the respective measurement date | ||||||||||||
[17] | The conversion price was calculated based on the formula in the 2016 Notes agreement as of the respective measurement date | ||||||||||||
[18] | The risk-free interest rate was determined by management using the average of the 1-year and 2-year Treasury Bill as of the respective measurement date. | ||||||||||||
[19] | The exercise price of the Series H and Subordination Warrants was calculated based on the terms in the warrant agreement. | ||||||||||||
[20] | The conversion price was calculated based on the formula in the 2015 Notes agreement as of the respective measurement date | ||||||||||||
[21] | The conversion price of the convertible notes was calculated based on the formula in the Notes agreement as of the respective measurement date | ||||||||||||
[22] | The exercise price of the Series D and Subordination Warrants was calculated based on the terms in the warrant agreement. | ||||||||||||
[23] | The risk-free interest rate was determined by management using the average of the 6 month and 1-year Treasury Bill as of the respective measurement date. |
Derivative Liabilities - Assu83
Derivative Liabilities - Assumptions Used to Calculate Fair Value (Parenthetical) (Detail) | Jul. 11, 2016 | Jul. 02, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | |||
Derivative [Line Items] | |||||||
Dividend yield | 0.00% | ||||||
Maximum | |||||||
Derivative [Line Items] | |||||||
Percentage of common stock outstanding | 19.90% | ||||||
Series D Warrant | |||||||
Derivative [Line Items] | |||||||
Dividend yield | 0.00% | ||||||
Debt instrument, conversion feature | The exercise price of the Series D Warrants calculated by 120% of the arithmetic average of five weighted average price of the common stock on the five consecutive trading days prior to issuance date on December 30, 2015. | ||||||
Contractual Term | 5 years | ||||||
Series D Warrant | US Treasury Bill Securities [Member] | |||||||
Derivative [Line Items] | |||||||
Contractual Term | 5 years | ||||||
Series E Warrants [Member] | |||||||
Derivative [Line Items] | |||||||
Dividend yield | [1] | 0.00% | |||||
Contractual Term | 5 years 10 months 20 days | ||||||
Series E Warrants [Member] | US Treasury Bill Securities [Member] | |||||||
Derivative [Line Items] | |||||||
Risk free interest rate description | The risk-free interest rate was determined by management using an average of the 5-year and 7-year Treasury Bill as of the respective measurement date. | ||||||
Series G Warrant [Member] | |||||||
Derivative [Line Items] | |||||||
Dividend yield | 0.00% | [2] | 0.00% | ||||
Contractual Term | 4 years 10 months 20 days | ||||||
Series G Warrant [Member] | US Treasury Bill Securities [Member] | |||||||
Derivative [Line Items] | |||||||
Contractual Term | 5 years | 5 years | |||||
Convertible Notes Payable | |||||||
Derivative [Line Items] | |||||||
Dividend yield | [3] | 0.00% | |||||
Expected probability of Shareholder approval | [4] | 85.00% | |||||
Contractual Term | 1 year 3 months 29 days | ||||||
Convertible Notes Payable | US Treasury Bill Securities [Member] | |||||||
Derivative [Line Items] | |||||||
Contractual Term | 1 year 6 months | ||||||
Convertible Notes Conversion Feature - 2016 Notes | |||||||
Derivative [Line Items] | |||||||
Dividend yield | 0.00% | 0.00% | [3] | ||||
Contractual Term | 1 year 10 months 2 days | 4 years 7 months 28 days | |||||
Convertible Notes Conversion Feature - 2016 Notes | US Treasury Bill Securities [Member] | |||||||
Derivative [Line Items] | |||||||
Risk free interest rate description | The risk-free interest rate was determined by management using the average of the 1-year and 2-year Treasury Bill as of the respective measurement date. | ||||||
Convertible Notes Conversion Feature - 2016 Notes | Series H Warrant [Member] | |||||||
Derivative [Line Items] | |||||||
Dividend yield | 0.00% | 0.00% | |||||
Contractual Term | 5 years | 4 years 9 months | |||||
[1] | Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. | ||||||
[2] | Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. | ||||||
[3] | Management determined the dividend yield to be 0% based upon its expectation that it will not pay dividends for the foreseeable future. | ||||||
[4] | Management has estimated a probability of 85% that shareholder approval will be obtained for the removal of the 19.9% conversion cap. This is based on past shareholder voting history and discussions with current shareholders and consultants. |
Derivative Liabilities - Summar
Derivative Liabilities - Summary of Gain (Loss) on Exchange and Issuance of Warrants (Detail) - USD ($) | Apr. 07, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Derivative [Line Items] | |||||
Gain on exchange of warrants | $ 0 | $ 0 | $ 3,374,752 | $ 0 | |
Series E Warrants [Member] | |||||
Derivative [Line Items] | |||||
Fair value of Series E Warrants exchanged | $ 6,800,927 | ||||
Fair value of common stock issued | 2,659,154 | ||||
Gain on exchange of warrants | $ 4,141,773 |
Derivative Liabilities - Financ
Derivative Liabilities - Financial Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | $ 105,572,035 | $ 43,181,472 | $ 9,998,636 |
Fair Value, Inputs, Level 1 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | 0 | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | 0 | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | $ 105,572,035 | $ 43,181,472 | $ 9,998,636 |
Derivative Liabilities - Summ86
Derivative Liabilities - Summary of Change in the Value of the Warrant Derivative Liability (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Derivative [Line Items] | |||||||
Balance at beginning of period | $ 43,181,472 | $ 9,998,636 | $ 9,998,636 | $ 0 | |||
Issuance of warrants, unit purchase option and convertible note | 56,026,979 | 2,487,726 | |||||
Exercise and expiration of warrants and unit purchase option | (42,558,951) | (885,259) | |||||
Change in fair value of warrant and option liability | $ 25,061 | $ (135,727,676) | $ (20,016,848) | (106,888,362) | $ 22,641,625 | 19,714,808 | 8,396,169 |
Balance at end of period | $ 55,735,294 | $ 55,735,294 | $ 43,181,472 | $ 9,998,636 |
Derivative Liabilities - Schedu
Derivative Liabilities - Schedule of Reconciliation of Derivative Liabilities Measured at Fair Value on Recurring Basis Using Significant Unobservable Inputs (Level 3) (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Derivative [Line Items] | |||||||
Issuance of warrants, options and convertible notes | $ 56,026,979 | $ 2,487,726 | |||||
Exercise of warrants | 42,558,951 | 885,259 | |||||
Change in fair value of warrant and option liability | $ 25,061 | $ (135,727,676) | $ (20,016,848) | $ (106,888,362) | $ 22,641,625 | 19,714,808 | $ 8,396,169 |
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | |||||||
Derivative [Line Items] | |||||||
Balance at January 1, 2016 | 43,181,472 | ||||||
Issuance of warrants, options and convertible notes | 193,370,459 | ||||||
Exercise of warrants | (24,091,534) | ||||||
Change in fair value of warrant and option liability | (106,888,362) | ||||||
Balance at September 30, 2016 | $ 105,572,035 | $ 105,572,035 | $ 43,181,472 |
Employee Stock Options - Additi
Employee Stock Options - Additional Information (Detail) | Dec. 11, 2015shares | Sep. 30, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)CompensationPlan$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 31, 2013shares |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based Compensation Expense | $ | $ 111,133 | $ 110,123 | $ 297,244 | ||
Unrecognized compensation cost related to stock option | $ | $ 297,774 | $ 408,907 | $ 252,315 | ||
Remaining vesting period of stock option | 1 year 11 months 16 days | 2 years 8 months 16 days | 3 years 5 months 8 days | ||
Allocated Share-based Compensation Expense | $ | $ 111,133 | $ 110,123 | $ 297,244 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value | $ | $ 0 | ||||
Omnibus Plans [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of stock options, outstanding | shares | 19 | ||||
Share-based compensation arrangement award number of common stock remain available for issuance | shares | 159 | ||||
Employee Stock Option | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of stock options, outstanding | shares | 740,534 | 792,534 | 703,034 | 115,750 | |
Stock options, maturity period | 10 years | 10 years | |||
Number of stock based compensation plans | CompensationPlan | 3 | ||||
Options, Grants in Period, Exercise Price | $ / shares | $ 0 | $ 2.56 | $ 2.86 | ||
Deferred Compensation | $ | $ 306,709 | ||||
Share-based Compensation Expense | $ | $ 54,394 | ||||
Number of stock options, granted | shares | 0 | 117,500 | 619,784 | ||
Number of shares exercisable | shares | 437,772 | 328,445 | 117,404 | ||
Allocated Share-based Compensation Expense | $ | $ 54,394 | ||||
Employee Stock Option | Common Stock [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of shares exercisable | shares | 73 | ||||
Employee Stock Option | Pre IPO | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of stock options, outstanding | shares | 483,000 | ||||
Employee Stock Option | Post IPO | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of stock options, outstanding | shares | 136,784 | ||||
Employee Stock Option | Two Thousand Fourteen Plan [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Options, Grants in Period, Exercise Price | $ / shares | $ 3.50 | ||||
Share-based Compensation Expense | $ | $ 223,031 | ||||
Number of stock options, granted | shares | 103,250 | ||||
Valuation Method | Black-Scholes method | ||||
Allocated Share-based Compensation Expense | $ | $ 223,031 | ||||
Employee Stock Option | 2014 and Omnibus Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Option vesting period | 10 years | ||||
Number of stock options, granted | shares | 619,781 | ||||
Valuation Method | Black-Scholes method | ||||
Stock Issued During Period, Shares, Reverse Stock Splits | shares | 630,000 | 50,400,000 | |||
Employee Stock Option | Omnibus Plans [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Options, Grants in Period, Exercise Price | $ / shares | $ 2.56 | ||||
Deferred Compensation | $ | $ 268,202 | ||||
Share-based Compensation Expense | $ | $ 29,309 | ||||
Number of stock options, granted | shares | 117,500 | ||||
Allocated Share-based Compensation Expense | $ | $ 29,309 | ||||
Employee Stock Option | Minimum | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Option vesting period | 3 years | 3 years | |||
Options, Grants in Period, Exercise Price | $ / shares | $ 2 | ||||
Employee Stock Option | Minimum | Omnibus Plans [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Option vesting period | 3 years | ||||
Employee Stock Option | Maximum | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Option vesting period | 4 years | 4 years | |||
Options, Grants in Period, Exercise Price | $ / shares | $ 7 | ||||
Employee Stock Option | Maximum | Omnibus Plans [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Option vesting period | 4 years |
Employee Stock Options - Schedu
Employee Stock Options - Schedule of Assumption for Stock Option Valuation (Detail) $ / shares in Millions | 12 Months Ended |
Dec. 31, 2015$ / shares | |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |
Aggregate exercise price of 50.4 million options | $ 297.9 |
Employee Stock Option | Two Thousand Fourteen Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |
Risk free rate, maximum | 1.70% |
Dividend yield | 0.00% |
Expected volatility, minimum | 46.31% |
Expected volatility, maximum | 54.97% |
Employee Stock Option | Two Thousand Fourteen Plan [Member] | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |
Fair market value of one share of common stock | $ 249 |
Aggregate exercise price of 50.4 million options | $ 176.4 |
Risk free rate, minimum | 1.06% |
Expected term, maximum | 2 years 8 months 26 days |
Employee Stock Option | Two Thousand Fourteen Plan [Member] | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |
Fair market value of one share of common stock | $ 266.1 |
Expected term, maximum | 6 years 22 days |
Employee Stock Options - Sche90
Employee Stock Options - Schedule of Assumptions Used in Calculation of Fair Value of the Options Exchanged (Detail) - Employee Stock Option - Omnibus Plans [Member] $ / shares in Millions | 12 Months Ended |
Dec. 31, 2015$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |
Fair market value of one share of common stock | $ 129 |
Aggregate exercise price of 50.4 million options | $ 129 |
Risk free rate | 1.71% |
Dividend yield | 0.00% |
Expected volatility | 127.52% |
Expected term | 6 years 1 month 20 days |
Employee Stock Options - Summar
Employee Stock Options - Summary of Stock Option Activity (Detail) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||||
Weighted average remaining contractual term in Years, outstanding | 8 years | ||||
Employee Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||||
Number of stock options, outstanding | 792,534 | 703,034 | 115,750 | ||
Number of options, Granted | 0 | 117,500 | 619,784 | ||
Number of options, exercised | 0 | 0 | 0 | ||
Number of options, forfeited/expired | (28,000) | (32,500) | |||
Number of options, forfeited | (52,000) | ||||
Number of stock options, outstanding | 740,534 | 792,534 | 703,034 | 115,750 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||||
Balance | $ 2.84 | $ 2.98 | $ 30 | ||
Weighted Average Exercise Price, granted | 0 | 2.56 | $ 2.86 | ||
Weighted Average Exercise Price, exercise | 0 | 0 | 0 | ||
Weighted Average Exercise Price, forfeited/expired | 5.16 | 8.92 | |||
Weighted Average Option Exercise Price, forfeited | 2.36 | ||||
Balance | $ 2.88 | $ 2.84 | $ 2.98 | ||
Share Of Common Stock Underlying Option [Abstract] | |||||
Options outstanding as of January 1, 2016 | 88 | ||||
Share Of Common Stock Underlying Option Forfeited | (15) | ||||
Options outstanding as of September 30, 2016 | 73 | 88 | |||
Aggregate Exercise Price Of Common Stock [Abstract] | |||||
Aggregate exercise price for one common share, options outstanding | $ 144,900,000 | $ 143,100,000 | |||
Aggregate Exercise Price For One Common Share Option Forfeited | $ 119,200,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||||
Weighted average remaining contractual term in Years, granted | 9 years 7 months 6 days | 9 years 4 months 24 days | |||
Weighted average remaining contractual term in Years, forfeited/expired | 8 years 7 months 6 days | 5 years 8 months 12 days | |||
Weighted average remaining contractual term in Years, outstanding | 7 years 2 months 12 days | 8 years | 8 years 9 months 18 days | 6 years 3 months 18 days | |
Balance | $ 0 | $ 0 |
Employee Stock Options - Summ92
Employee Stock Options - Summary of Stock Options Outstanding and Exercisable (Detail) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Options Outstanding , Remaining Life (Years) | 8 years | ||||
Employee Stock Option | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of stock options, outstanding | 740,534 | 792,534 | 703,034 | 115,750 | |
Options Outstanding , Remaining Life (Years) | 7 years 2 months 12 days | 8 years | 8 years 9 months 18 days | 6 years 3 months 18 days | |
Options Outstanding , Exercise Price | $ 2.88 | $ 2.84 | $ 2.98 | $ 30 | |
Options Exercisable , Number of Options Exercisable | 437,772 | 328,445 | 117,404 | ||
Options Exercisable , Exercise Price | $ 3.04 | $ 3.07 | $ 3.86 | ||
Options Exercisable , Intrinsic Value | $ 0 | $ 0 |
Employee Stock Options - Sche93
Employee Stock Options - Schedule of Equity-Based Compensation Expenses (Detail) - USD ($) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Stock based compensation expense | $ 111,133 | $ 110,123 | $ 297,244 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) | Oct. 08, 2014$ / sharesshares | Sep. 16, 2016shares | Jul. 31, 2014USD ($)$ / sharesshares | Jun. 30, 2014USD ($) | Apr. 30, 2014USD ($)$ / sharesshares | Mar. 31, 2014USD ($)$ / sharesshares | Feb. 28, 2014USD ($)$ / sharesshares | Sep. 30, 2016shares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 30, 2015USD ($)$ / shares | Mar. 31, 2015$ / shares | Feb. 28, 2015$ / shares |
Related Party Transaction [Line Items] | |||||||||||||
Warrants Exercisable | 13,219,597 | 5,447,940 | |||||||||||
Convertible notes payable, principal | $ | $ 22,100,000 | ||||||||||||
IPO | Common Stock | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Conversion of stock, shares issued | 22 | ||||||||||||
Series D Convertible Preferred Stock | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Convertible debt, amount converted | $ | $ 400,000 | ||||||||||||
Shares issued upon conversion of debt | 16,525,121 | ||||||||||||
Conversion of stock, shares issued | 1 | ||||||||||||
Sale Leaseback Obligations | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Letter of credit | $ | $ 3,000,000 | ||||||||||||
Class A Warrant | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Warrants Exercisable | 1,532,598 | 2,041,239 | |||||||||||
Exercise Price of Warrants or Rights | $ / shares | $ 0.03 | $ 4.92 | $ 0.03 | $ 2.20 | $ 4.92 | ||||||||
Conversion of stock, shares issued | 1 | ||||||||||||
Share price | $ / shares | 1,600,000 | ||||||||||||
Conversion of stock, shares converted | 168,000 | 50,400,000 | 50,400,000 | 50,400,000 | |||||||||
Class A Warrant | Common Stock | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Conversion of stock, shares converted | 1 | ||||||||||||
Class A Warrant | IPO | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Exercise Price of Warrants or Rights | $ / shares | $ 7 | ||||||||||||
Class B Warrant | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Warrants Exercisable | 1,310,956 | 1,645,845 | |||||||||||
Exercise Price of Warrants or Rights | $ / shares | $ 0.03 | $ 0.20 | 0.03 | ||||||||||
Share price | $ / shares | $ 1,600,000 | ||||||||||||
Conversion of stock, shares converted | 168,000 | 50,400,000 | 50,400,000 | 50,400,000 | |||||||||
Class B Warrant | Common Stock | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Conversion of stock, shares issued | 1 | ||||||||||||
Conversion of stock, shares converted | 1 | ||||||||||||
Subordination Warrants | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Conversion of stock, shares converted | 2,800 | ||||||||||||
Subordination Warrants | Common Stock | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Warrants Exercisable | 1 | ||||||||||||
Conversion of stock, shares converted | 1 | ||||||||||||
Convertible Promissory Notes | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Notes qualified for equity financing | $ | $ 5,000,000 | ||||||||||||
Convertible Promissory Notes | Series D Convertible Preferred Stock | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Shares issued upon conversion of debt | 8,270,027 | ||||||||||||
Convertible Promissory Notes | Class A Warrant | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Warrants Exercisable | 41,350 | ||||||||||||
Exercise Price of Warrants or Rights | $ / shares | $ 4.92 | ||||||||||||
Convertible Promissory Notes | Class B Warrant | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Warrants Exercisable | 41,350 | ||||||||||||
Exercise Price of Warrants or Rights | $ / shares | $ 0.20 | ||||||||||||
Convertible Promissory Notes | Class B Warrant | Common Stock | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Exercise Price of Warrants or Rights | $ / shares | $ 0.03 | ||||||||||||
Convertible Promissory Notes | Accrued Interest | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Convertible debt, amount converted | $ | $ 6,751 | ||||||||||||
Second Financial Advisory Agency Agreement | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Preferred units issued as consideration, warrants | 7,200,000 | ||||||||||||
Financial advisory fees | $ | $ 15,000 | $ 15,000 | |||||||||||
Fee paid upon the filling of S-1 with SEC | $ | $ 50,000 | ||||||||||||
Fee payment upon closure of initial public offering | $ | 100,000 | ||||||||||||
Second Financial Advisory Agency Agreement | Series D Convertible Preferred Stock | IPO | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Conversion of stock, shares issued | 7,200,000 | ||||||||||||
Second Financial Advisory Agency Agreement | Class A Warrant | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Warrants Exercisable | 36,000 | ||||||||||||
Exercise Price of Warrants or Rights | $ / shares | $ 4.92 | ||||||||||||
Exchange ratio of options exercised to common stock | 50.4 | ||||||||||||
Second Financial Advisory Agency Agreement | Class B Warrant | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Warrants Exercisable | 36,000 | ||||||||||||
Exercise Price of Warrants or Rights | $ / shares | $ 0.20 | ||||||||||||
Exchange ratio of options exercised to common stock | 50.4 | ||||||||||||
Second Financial Advisory Agency Agreement | Class B Warrant | IPO | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Exercise Price of Warrants or Rights | $ / shares | $ 0.03 | ||||||||||||
Notes Payable To Related Party | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Interest rate on notes | 20.00% | ||||||||||||
Convertible notes payable, principal | $ | $ 500,000 | ||||||||||||
Note extension fee amount | $ | 10,000 | ||||||||||||
Prepaid interest | $ | $ 25,000 | ||||||||||||
Number of preferred units issued as consideration | 4,000,000 | 4,000,000 | |||||||||||
Value of preferred units issued as consideration | $ | $ 100,000 | $ 100,000 | |||||||||||
Preferred units issued as consideration, series D preferred shares | 4,000,000 | ||||||||||||
Notes payable - related party, discount | $ | $ 58,333 | ||||||||||||
Notes Payable To Related Party | Series D Convertible Preferred Stock | IPO | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Conversion of stock, shares converted | 4,000,000 | ||||||||||||
Notes Payable To Related Party | Class A Warrant | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Warrants Exercisable | 20,000 | ||||||||||||
Preferred units issued as consideration, warrants | 20,000 | ||||||||||||
Exercise Price of Warrants or Rights | $ / shares | $ 4.92 | ||||||||||||
Exchange ratio of options exercised to common stock | 50.4 | ||||||||||||
Notes Payable To Related Party | Class A Warrant | Common Stock | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Share price | $ / shares | $ 4.92 | ||||||||||||
Notes Payable To Related Party | Class B Warrant | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Warrants Exercisable | 20,000 | ||||||||||||
Preferred units issued as consideration, warrants | 20,000 | ||||||||||||
Exercise Price of Warrants or Rights | $ / shares | $ 0.20 | ||||||||||||
Exchange ratio of options exercised to common stock | 50.4 | ||||||||||||
Notes Payable To Related Party | Class B Warrant | Common Stock | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Share price | $ / shares | $ 0.20 | ||||||||||||
Ryan Ashton, Chief Executive Officer | Convertible Promissory Notes | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Interest rate on notes | 8.00% | ||||||||||||
Warrants Exercisable | 25,000 | ||||||||||||
Preferred units issued as consideration, warrants | 200,000 | ||||||||||||
Spring Forth Investments and the Bourne Spafford Charitable Trust | Convertible Promissory Notes | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Interest rate on notes | 8.00% | ||||||||||||
Warrants Exercisable | 12,500 | ||||||||||||
Preferred units issued as consideration, warrants | 100,000 | ||||||||||||
Notes qualified for equity financing | $ | $ 5,000,000 | ||||||||||||
Spring Forth Investments and the Bourne Spafford Charitable Trust | Convertible Promissory Notes | Series D Convertible Preferred Stock | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Shares issued upon conversion of debt | 4,124,493 | ||||||||||||
Spring Forth Investments and the Bourne Spafford Charitable Trust | Convertible Promissory Notes | Class A Warrant | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Warrants Exercisable | 20,622 | ||||||||||||
Exercise Price of Warrants or Rights | $ / shares | $ 4.92 | ||||||||||||
Spring Forth Investments and the Bourne Spafford Charitable Trust | Convertible Promissory Notes | Class B Warrant | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Warrants Exercisable | 20,622 | ||||||||||||
Exercise Price of Warrants or Rights | $ / shares | $ 0.20 | ||||||||||||
Spring Forth Investments and the Bourne Spafford Charitable Trust | Convertible Promissory Notes | Class B Warrant | IPO | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Exercise Price of Warrants or Rights | $ / shares | $ 0.03 | ||||||||||||
Spring Forth Investments and the Bourne Spafford Charitable Trust | Convertible Promissory Notes | Accrued Interest | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Convertible debt, amount converted | $ | $ 3,112 |
Income Tax Expense (Detail)
Income Tax Expense (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current | ||||||
Federal | $ 0 | $ 0 | ||||
State and Local | 1,250 | 5,297 | ||||
Current income tax expense benefit | 1,250 | 5,297 | ||||
Deferred | ||||||
Federal | 0 | 0 | ||||
State and Local | 0 | 0 | ||||
Deferred income tax expense benefit | 0 | 0 | ||||
Provision for income taxes | $ 0 | $ 0 | $ 1,750 | $ 1,250 | $ 1,250 | $ 5,297 |
Components of Deferred Tax Asse
Components of Deferred Tax Assets (Detail) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | ||
Net operating losses | $ 4,194,990 | $ 18,229,887 |
Depreciation and amortization | 162,344 | |
Depreciation and amortization | (182,903) | |
Allowance for doubtful accounts | 6,324 | 2,035 |
Accrued vacation | 112,892 | 85,081 |
Accrued personal property tax | 4,083 | 4,048 |
Other | 1,652 | 171 |
Total deferred tax assets | 4,137,036 | 18,483,566 |
Less: Valuation allowance | (4,137,036) | (18,483,566) |
Net deferred tax assets | $ 0 | $ 0 |
Reconciliation of Reported Amou
Reconciliation of Reported Amount of Income Tax Expense (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | ||||||
Benefit for income taxes computed at federal statutory rate | $ (19,685,292) | $ (7,385,656) | ||||
State income taxes, net of federal tax benefit | (1,998,974) | (407,156) | ||||
Non-deductible expenses | 12,902,916 | 3,024,860 | ||||
NOL write off due to Section 382 limitation | 23,200,232 | 0 | ||||
Increase (decrease) in valuation allowance | (14,346,481) | 4,622,286 | ||||
Other, net | (71,150) | 150,963 | ||||
Provision for income taxes | $ 0 | $ 0 | $ 1,750 | $ 1,250 | $ 1,250 | $ 5,297 |
Effective tax rate | (0.01%) | (0.07%) |
Income Tax - Additional Informa
Income Tax - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes [Line Items] | ||
Increase in valuation allowance | $ 14,346,481 | |
Unrecognized tax benefits | 0 | $ 0 |
Unrecognized tax benefits income tax penalties and interest recognized | 0 | 0 |
Unrecognized tax benefits income tax penalties and interest accrued | 0 | 0 |
Federal | ||
Income Taxes [Line Items] | ||
Net operating loss carry forwards | $ 11,500,000 | 51,800,000 |
Net tax operating losses, expiration | expire in varying amounts during the tax years 2025 and 2035 | |
Federal | Earliest Tax Year [Member] | ||
Income Taxes [Line Items] | ||
Tax years open to examination | 2,012 | |
Federal | Latest Tax Year [Member] | ||
Income Taxes [Line Items] | ||
Tax years open to examination | 2,015 | |
State | ||
Income Taxes [Line Items] | ||
Net operating loss carry forwards | $ 8,200,000 | $ 32,500,000 |
Net tax operating losses, expiration | expire in varying years from 2025 to 2035 |
Schedule of Domestic and Intern
Schedule of Domestic and International Customers Products Sales (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Schedule Of Geographical Information [Line Items] | ||||||
Total sales | $ 735,817 | $ 545,934 | $ 2,196,196 | $ 1,530,170 | $ 2,142,040 | $ 1,606,254 |
Domestic (U.S.) | ||||||
Schedule Of Geographical Information [Line Items] | ||||||
Total sales | 2,096,825 | 1,559,614 | ||||
International | ||||||
Schedule Of Geographical Information [Line Items] | ||||||
Total sales | $ 45,215 | $ 46,640 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Nov. 03, 2016 | Nov. 01, 2016 | Oct. 02, 2016 | Dec. 30, 2015 | Oct. 08, 2014 | Oct. 31, 2016 | Sep. 16, 2016 | Jul. 31, 2016 | Jun. 30, 2016 | Mar. 30, 2016 | Feb. 29, 2016 | Jan. 31, 2016 | Feb. 28, 2015 | Nov. 17, 2016 | Feb. 29, 2016 | Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Nov. 02, 2016 | Apr. 07, 2016 | Apr. 04, 2016 | Mar. 01, 2016 |
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Warrants exercised | 508,641 | |||||||||||||||||||||||
Proceeds from exercise of warrants | $ 1,449,850 | $ 3,166,394 | $ 3,161,220 | $ 31,600 | ||||||||||||||||||||
Warrants yet to deliver | 68,911,099 | 68,911,099 | 5,447,940 | |||||||||||||||||||||
Warrants Exercisable | 13,219,597 | 5,447,940 | ||||||||||||||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | 120,000,000 | |||||||||||||||||||||||
Shares issued, IPO | 2,724,000 | |||||||||||||||||||||||
Common Stock Issued In Exchange Of Warrants | 1 | 1 | ||||||||||||||||||||||
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | ||||||||||||||||||||
Preferred Stock, Shares Issued | 74,380 | 74,380 | 88,347 | 0 | ||||||||||||||||||||
Preferred Stock, Shares Outstanding | 74,380 | 74,380 | 88,347 | 0 | ||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||||||||||
Common Stock Warrant Exercise Price | 45,600 | |||||||||||||||||||||||
2015 Notes | Scenario, Forecast [Member] | Exchange Agreement [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Number of consecutive trading days to identify lowest daily prices | 5 days | |||||||||||||||||||||||
2015 Notes | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Debt instrument, number shares to be issued upon conversion | 15 | |||||||||||||||||||||||
2016 Notes | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible debt, conversion price | $ 561 | $ 561 | ||||||||||||||||||||||
Debt instrument, number shares to be issued upon conversion | 1,563 | 133,848 | ||||||||||||||||||||||
2015 Notes | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Debt instrument, number shares to be issued upon conversion | 7,065 | |||||||||||||||||||||||
Principal amount of notes converted | $ 27,574,033 | |||||||||||||||||||||||
2015 Notes | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Warrants Exercisable | 8 | 8 | ||||||||||||||||||||||
Convertible debt, conversion price | $ 561 | $ 561 | ||||||||||||||||||||||
Debt instrument, number shares to be issued upon conversion | 25,158 | |||||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Shares issued, IPO | 0 | 0 | ||||||||||||||||||||||
Preferred Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Shares issued, IPO | 2,724,000 | 0 | ||||||||||||||||||||||
IPO | Common Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Shares issued, IPO | 1 | |||||||||||||||||||||||
Conversion of Stock, Shares Issued | 22 | |||||||||||||||||||||||
Alternate Conversion Price Equal To [Member] | 2015 Notes | Scenario, Forecast [Member] | Exchange Agreement [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Lowest Daily Weighted Average Price Percentage | 0.00% | |||||||||||||||||||||||
Series E Warrants [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Warrants yet to deliver | 58,800,000 | |||||||||||||||||||||||
Warrants Exercisable | 70 | 70 | ||||||||||||||||||||||
Closing price of common stock | 98,160 | $ 98,160 | ||||||||||||||||||||||
Common Stock Issued In Exchange Of Warrants | 28 | |||||||||||||||||||||||
Share Price | $ 98,160 | $ 98,160 | ||||||||||||||||||||||
Series E Warrants [Member] | IPO | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Number of shares included in preferred unit | 1,260,000 | 1,260,000 | ||||||||||||||||||||||
Series H Warrant | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 80 | 24,000 | ||||||||||||||||||||||
Warrants yet to deliver | 56,250,000 | 56,250,000 | ||||||||||||||||||||||
Common Stock Warrant Exercise Price | $ 49,920 | |||||||||||||||||||||||
Series H Warrant | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Warrants Exercisable | 2,344 | 2,344 | ||||||||||||||||||||||
Series H Warrant | Common Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 1 | |||||||||||||||||||||||
Common Stock Warrant Exercise Price | $ 0 | |||||||||||||||||||||||
Subordination Warrants | Common Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Warrants Exercisable | 2 | |||||||||||||||||||||||
Series B Warrant [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 168,000 | 50,400,000 | 50,400,000 | |||||||||||||||||||||
Warrants yet to deliver | 1,074,082 | 1,074,082 | 1,074,082 | |||||||||||||||||||||
Warrants Exercisable | 1,074,082 | |||||||||||||||||||||||
Common Stock Warrant Exercise Price | $ 5,000,000 | $ 84,100,000 | $ 84,100,000 | $ 441,000,000 | ||||||||||||||||||||
Series B Warrant [Member] | Common Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 1 | |||||||||||||||||||||||
Subsequent Event | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Cashless exercise of warrants | 77 | |||||||||||||||||||||||
Conversion of stock, shares converted | 2,100 | |||||||||||||||||||||||
Consulting services for settlement of disputes | $ 80,000 | |||||||||||||||||||||||
Consulting fee incurred | 800,000 | $ 800,000 | ||||||||||||||||||||||
Consulting fee, paid | $ 200,000 | |||||||||||||||||||||||
Shares issued, IPO | 39,200,000 | |||||||||||||||||||||||
Proceeds from Issuance of Initial Public Offering, gross | $ 6,300,000 | |||||||||||||||||||||||
Proceeds from Issuance of Initial Public Offering | $ 5,600,000 | |||||||||||||||||||||||
Preferred Stock, Voting Rights | The holders of Series F Preferred Stock shall have the right to vote with holders of shares of our common stock, voting together as one class on all matters, with each Preferred Share entitling the holder thereof to cast that number of votes per share as is equal to the aggregate number of shares of our common stock on an as converted basis, provided, that no holder (together with such holder’s attribution parties) shall be permitted to have a number of votes in excess of such aggregate number of votes granted to the holders of 9.99% of the shares our common stock then outstanding (including any votes with respect to any shares of our common stock and preferred stock beneficially owned by the holder or such holder’s attribution parties). | |||||||||||||||||||||||
Subsequent Event | Series F Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Closing price of common stock | $ 0.02 | |||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | 0.001 | |||||||||||||||||||||||
Share Price | 0.02 | |||||||||||||||||||||||
Preferred Stock Stated Value Per Share | $ 1,000 | |||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 10.00% | |||||||||||||||||||||||
Percentage Of Votes Granted To Preferred Stock Holders On Common Stock Outstanding | 9.99% | |||||||||||||||||||||||
Subsequent Event | Amended Exchange Agreement [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Release Of Restricted Cash | $ 3,600,000 | |||||||||||||||||||||||
Subsequent Event | Amended Exchange Agreement [Member] | Conversion of Shares One [Member] | Series F Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 1,152 | |||||||||||||||||||||||
Subsequent Event | Amended Exchange Agreement [Member] | Conversion of Shares Two [Member] | Series F Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 946 | |||||||||||||||||||||||
Subsequent Event | Securities Purchase Agreement [Member] | Amended Exchange Agreement [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | 349,667 | |||||||||||||||||||||||
Subsequent Event | 2015 Notes | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Debt instrument, number shares to be issued upon conversion | 308,489 | |||||||||||||||||||||||
Principal amount of notes converted | $ 5,714,805 | |||||||||||||||||||||||
Exchange Agreements Commencement Date | Oct. 2, 2016 | |||||||||||||||||||||||
Exchange Date | Nov. 18, 2016 | |||||||||||||||||||||||
Subsequent Event | 2015 Notes | Exchange Agreement [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Number of consecutive trading days to identify lowest daily prices | 5 days | |||||||||||||||||||||||
Proceeds from Notes Payable | $ 3,600,000 | $ 3,500,000 | ||||||||||||||||||||||
Subsequent Event | 2015 Notes | Minimum [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible debt, conversion price | $ 6 | |||||||||||||||||||||||
Subsequent Event | 2015 Notes | Maximum [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible debt, conversion price | $ 84 | |||||||||||||||||||||||
Subsequent Event | 2016 Notes | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Closing price of common stock | $ 300 | |||||||||||||||||||||||
Share Price | $ 300 | |||||||||||||||||||||||
Subsequent Event | 2015 Notes | Amended Exchange Agreement [Member] | Series F Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Debt instrument, number shares to be issued upon conversion | 8,436 | |||||||||||||||||||||||
Principal amount of notes converted | $ 8,400,000 | |||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | |||||||||||||||||||||||
Subsequent Event | Common Stock [Member] | Amended Exchange Agreement [Member] | Conversion of Shares One [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Conversion of Stock, Shares Issued | 192,000 | |||||||||||||||||||||||
Subsequent Event | Common Stock [Member] | Amended Exchange Agreement [Member] | Conversion of Shares Two [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Conversion of Stock, Shares Issued | 157,667 | |||||||||||||||||||||||
Subsequent Event | Common Stock [Member] | Exchange Agreement [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Closing price of common stock | $ 6 | |||||||||||||||||||||||
Share Price | $ 6 | |||||||||||||||||||||||
Conversion of Stock, Shares Issued | 349,667 | |||||||||||||||||||||||
Subsequent Event | Preferred Stock [Member] | Exchange Agreement [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 2,098 | |||||||||||||||||||||||
Subsequent Event | IPO | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Closing price of common stock | $ 0.25 | $ 0.25 | ||||||||||||||||||||||
Share Price | $ 0.25 | $ 0.25 | ||||||||||||||||||||||
Subsequent Event | Purchased Options [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 121,450 | |||||||||||||||||||||||
Subsequent Event | Monthly Payment | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Consulting fee incurred | $ 50,000 | $ 50,000 | ||||||||||||||||||||||
Subsequent Event | Exchange Price Equal To [Member] | 2015 Notes | Exchange Agreement [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Lowest Daily Weighted Average Price Percentage | 85.00% | |||||||||||||||||||||||
Subsequent Event | Series C Convertible Preferred Stock | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Warrants exercised | 138,158 | 5,001,687 | ||||||||||||||||||||||
Proceeds from exercise of warrants | $ 304,017 | |||||||||||||||||||||||
Warrants yet to deliver | 50,418 | |||||||||||||||||||||||
Warrants Exercisable | 1 | |||||||||||||||||||||||
Subsequent Event | Series E Convertible Preferred Stock | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Conversion of stock, shares converted | 13,967 | |||||||||||||||||||||||
Preferred Stock, Shares Authorized | 2,860,200 | 74,380 | ||||||||||||||||||||||
Preferred Stock, Shares Issued | 74,380 | |||||||||||||||||||||||
Preferred Stock, Shares Outstanding | 74,380 | |||||||||||||||||||||||
Preferred Stock Authorized Shares Eliminated | 2,785,820 | |||||||||||||||||||||||
Subsequent Event | Series D Convertible Preferred Stock | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | 85,000,000 | 85,000,000 | ||||||||||||||||||||||
Subsequent Event | Series E Warrants [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Common Stock Issued In Exchange Of Warrants | 27 | |||||||||||||||||||||||
Subsequent Event | Series H Warrant | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Common Stock Warrant Exercise Price | $ 6 | |||||||||||||||||||||||
Subsequent Event | Subordination Warrants | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Common Stock Warrant Exercise Price | 6 | |||||||||||||||||||||||
Subsequent Event | Series B Warrant [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Common Stock Warrant Exercise Price | $ 27.6 |