Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Mar. 31, 2015 | Jul. 02, 2015 | Sep. 30, 2014 | |
Document And Entity Information | |||
Entity Registrant Name | Nascent Biotech Inc. | ||
Entity Central Index Key | 1,622,057 | ||
Document Type | 10-K | ||
Document Period End Date | Mar. 31, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --03-31 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Common Stock, Shares Outstanding | 18,064,600 | ||
Entity Public Float | $ 11,406,031 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,015 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Mar. 31, 2015 | Mar. 31, 2014 |
Current assets | ||
Cash and cash equivalents | $ 107,571 | $ 113,832 |
Prepaid expenses | 2,066 | 1,175 |
Total current assets | 109,637 | $ 115,007 |
Materials held for research and development with alternative future use | 827,964 | |
Total assets | 937,601 | $ 115,007 |
Current liabilities | ||
Accounts payable | 1,275,938 | 88,571 |
Accounts payable to related parties | 4,672 | 5,297 |
License agreement liability | 1,792,650 | $ 1,471,317 |
Accrued interest | 5,000 | |
Derivative Liability | 6,330 | |
Total current liabilities | 3,084,590 | $ 1,565,185 |
Convertible note | 60,000 | |
Total liabilities | $ 3,144,590 | $ 1,565,185 |
Stockholder's deficit | ||
Preferred stock, $0.001par value, 10,000,000 authorized, none issued and outstanding | ||
Common stock, $0.001 par value,100,000,000 authorized, 17,564,600 and 7,000,200 issued and outstanding, respectively | $ 17,564 | $ 7,000 |
Additional paid-in-capital | 4,006,934 | 2,622,180 |
Accumulated deficit | (6,231,487) | (4,079,358) |
Total stockholder's deficit | (2,206,989) | (1,450,178) |
Total liabilities and stockholders' equity | $ 937,601 | $ 115,007 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2015 | Mar. 31, 2014 |
Stockholders' deficit | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, authorized shares | 10,000,000 | 10,000,000 |
Preferred stock, issued shares | 0 | 0 |
Preferred stock, outstanding shares | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, authorized shares | 100,000,000 | 100,000,000 |
Common stock, issued shares | 17,564,600 | 7,000,200 |
Common stock, outstanding shares | 17,564,600 | 7,000,200 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Operating expenses: | ||
General and administrative expense | $ 469,835 | $ 186,596 |
Gain on settlement of accounts payable | $ (21,684) | |
Depreciation expense | $ 1,090 | |
Research and development | $ 1,674,925 | 383,718 |
Loss from operations | (2,123,076) | $ (571,404) |
Other income (expense) | ||
Interest income | $ 61 | |
Loss on extinguishment of related party liabilities | $ (1,284,558) | |
Loss on change in fair value of derivative liability | $ (5,112) | |
Loss on extinguishment of liabilities | $ (49,950) | |
Interest expense | $ (24,002) | (11,940) |
Total other income (expense) | (29,053) | (1,346,448) |
Net loss | $ (2,152,129) | $ (1,917,852) |
Net loss per share, basic and diluted | $ (0.15) | $ (0.61) |
Weighted average number of shares outstanding, basic and diluted | 13,986,980 | 3,147,708 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning Balance, Shares at Mar. 31, 2013 | 2,687,500 | |||
Beginning Balance, Amount at Mar. 31, 2013 | $ 2,688 | $ 212,687 | $ (2,161,506) | $ (1,946,131) |
Cancellation of common stock, Shares | (1,500,000) | |||
Cancellation of common stock, Amount | $ (1,500) | 1,500 | ||
Common stock issued for related party liabilities, Shares | 4,211,500 | |||
Common stock issued for related party liabilities, Amount | $ 4,211 | 2,166,179 | $ 2,170,390 | |
Common stock issued for liabilities, Shares | 101,000 | |||
Common stock issued for liabilities, Amount | $ 101 | 100,899 | 101,000 | |
Common stock issued for cash, Shares | 500,000 | |||
Common stock issued for cash, Amount | $ 500 | 49,500 | 50,000 | |
Common stock issued in reverse merger, Shares | 1,000,200 | |||
Common stock issued in reverse merger, Amount | $ 1,000 | $ 91,415 | 92,415 | |
Net Loss | $ (1,917,852) | (1,917,852) | ||
Ending Balance, Shares at Mar. 31, 2014 | 7,000,200 | |||
Ending Balance, Amount at Mar. 31, 2014 | $ 7,000 | $ 2,622,180 | $ (4,079,358) | $ (1,450,178) |
Cancellation of common stock, Shares | (15,000,000) | |||
Cancellation of common stock, Amount | $ (15,000) | 15,000 | ||
Common stock issued for cash, Shares | 2,735,000 | |||
Common stock issued for cash, Amount | $ 2,735 | 1,292,265 | $ 1,295,000 | |
Common stock issued in reverse merger, Shares | 22,829,400 | |||
Common stock issued in reverse merger, Amount | $ 22,829 | (41,829) | (19,000) | |
Option expense | $ 119,318 | 119,318 | ||
Net Loss | $ (2,152,129) | (2,152,129) | ||
Ending Balance, Shares at Mar. 31, 2015 | 17,564,600 | |||
Ending Balance, Amount at Mar. 31, 2015 | $ 17,564 | $ 4,006,934 | $ (6,231,487) | $ (2,206,989) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Cash flows from operating activities: | ||
Net loss | $ (2,152,129) | $ (1,917,852) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | $ 1,090 | |
Option expense | $ 119,318 | |
Change in fair value of derivative liability | 5,112 | |
Derivative warrants issued for services | $ 1,218 | |
Loss on extinguishment of related party liabilities | $ 1,284,558 | |
Gain on settlement of accounts payable | $ (21,684) | |
Loss on extinguishment of liabilities | $ 49,950 | |
Changes in operating assets and liabilities: | ||
Accounts payable and accrued expenses | $ 1,255,051 | 54,299 |
Accounts payable to related parties | (625) | 63,000 |
License agreement liability | 321,333 | 332,417 |
Prepaid expenses | (891) | 3,009 |
Net cash used in operating activities | (473,297) | $ (129,529) |
Cash flows from investing activities | ||
Purchase of materials held for research and development with alternative future use | $ (827,964) | |
Cash received in reverse merger | $ 79,915 | |
Net cash (used in) provided by investing activities | $ (827,964) | 79,915 |
Cash flows from financing activities: | ||
Advances from related parties | 113,068 | |
Proceeds from sale of common stock | $ 1,295,000 | 50,000 |
Net cash provided by financing activities | 1,295,000 | 163,068 |
Net (decrease) increase in cash | (6,261) | 113,454 |
Cash - beginning of year | 113,832 | 378 |
Cash - end of year | $ 107,571 | $ 113,832 |
SUPPLEMENT DISCLOSURES: | ||
Interest paid | ||
Income taxes paid | ||
NON-CASH TRANSACTIONS | ||
Common stock issued in reverse merger | $ 19,000 | $ 12,500 |
Common stock issued for liabilities | 51,050 | |
Common stock issued for related party liabilities | 885,832 | |
Cancellation of common stock | $ 15,000 | $ 1,500 |
ORGANIZATION AND NATURE OF OPER
ORGANIZATION AND NATURE OF OPERATIONS | 12 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
NOTE 1 - ORGANIZATION AND NATURE OF OPERATIONS | Nascent Biotech, Inc (Biotech) was incorporated on March 3, 2014 under the laws of the State of Nevada. On March 21, 2014 Biotech entered into a reverse merger with Nascent Biologics, Inc. exchanging shares on a one for one basis. Nascent Biologics, Inc. was incorporated under the laws of the State of Delaware on July 15, 2008. Biotech issued 3,000,000 shares of common stock for 100% of Nascent Biologics, Inc. common stock. Prior to the share exchange, Biotech had 1,000,200 common shares outstanding. Biotech had $92,415 of net assets at the date of merger. This has been accounted for as a reverse merger and recapitalization where Nascent Biologics is deemed the accounting acquirer. The net assets of Biotech consisted of the following as of the date of the merger: Cash $ 79,915 Prepaid expenses 15,000 Accounts payable to related party (2,500 ) Net assets $ 92,415 On July 15, 2014 Biotech entered into a reverse merger with Jin-En Group International Holding Company (Jin-En). Jin-En issued 7,500,200 shares of its common stock for all the outstanding shares of Nascent Biotech, Inc. In addition, Jin-En cancelled 15,000,000 shares of its common stock. Prior to the merger Jin-En had 22,829,400 shares outstanding. Jin-En changed its name to Nascent Biotech, Inc. Jin-En had $19,000 of net liabilities at the date of the merger. The net liabilities of Jin-En consisted of the following as of the date of the merger: Receivable from Biotech $ 60,000 Accounts payable (19,000 ) Convertible note (60,000 ) Net liabilities $ (19,000 ) Nascent Biotech is engaged in the research and development of the antibodies for control of certain types of cancer in humans. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES | Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles. The Company has elected a fiscal year ending on March 31. Principles of Consolidation The accompanying consolidated financial statements include the accounts of Nascent Biotech, Inc. and its wholly-owned subsidiary Nascent Biologics, Inc. All intercompany accounts and transactions have been eliminated. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. 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 reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. Stock-Based Compensation The Company accounts for stock-based compensation to employees and consultants in accordance with FASB ASC 718. Stock-based compensation to employees is measured at the grant date, based on the fair value of the award, and is recognized as expense over the requisite employee service period. The Company accounts for stock-based compensation to other than employees in accordance with FASB ASC 505-50. Equity instruments issued to other than employees are valued at the earlier of a commitment date or upon completion of the services, based on the fair value of the equity instruments and is recognized as expense over the service period. The Company estimates the fair value of stock-based payments using the Black Scholes option-pricing model for common stock options and warrants and the closing price of the Companys common stock for common share issuances. Research and Development Expense Research and development costs are expensed in the period they are incurred in accordance with ASC 730, Research and Development unless they meet specific criteria related to technical, market and financial feasibility, as determined by management, including but not limited to the establishment of a clearly defined future alternative use for the product, and the availability of adequate resources to complete the project. If all criteria are met, the costs are deferred and amortized over the expected useful life, or written off if a product is abandoned. At March 31, 2015 the Company had $827,964 in deferred development costs. Materials Held for Research and Development with Future Alternative Use The Company has incurred costs related to the production of 424 grams of Pritumumab a human mono-clinical antibody. Of the materials, 110 grams have been designated for use in the brain cancer clinical trials and has been expensed as of March 31, 2015 as research and development. The Company has determined the Pritumumab can be used in its current state in pancreatic, breast and lung cancer trials, none of which have commenced. Under the guidelines of ASC 730-10-25-2, Research and Development Property and Equipment Property and equipment is recorded at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the expected useful life of the asset (3 to 5 years), beginning when the asset is available and ready for use. Expenditures associated with upgrades and enhancements that improve, add functionality, or otherwise extend the life of property and equipment are capitalized, while expenditures that do not, such as repairs and maintenance, are expensed as incurred. For the years ended March 31, 2015 and 2014, depreciation expense totaled zero and $1,059, respectively. Impairment of Long-Lived Assets The Company reviews the carrying value of its long-lived assets annually or whenever events or changes in circumstances indicate that the historical-cost carrying value of an asset may no longer be appropriate. The Company assesses recoverability of the asset by comparing the undiscounted future net cash flows expected to result from the asset to its carrying value. If the carrying value exceeds the undiscounted future net cash flows of the asset, an impairment loss is measured and recognized. An impairment loss is measured as the difference between the net book value and the fair value of the long-lived asset. Fair value is estimated based upon either discounted cash flow analysis or estimated salvage value. There was no impairment recognized during the years ended March 31, 2015 and 2014. Income Taxes Deferred tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is established when necessary to reduce deferred tax assets to the amounts expected to be realized. The Company accounts for income taxes under the provisions of FASB ASC 740, Accounting for Income Taxes Basic and Diluted Net Loss per Share Basic and diluted net loss per share calculations are calculated on the basis of the weighted average number of common shares outstanding during the year. Diluted loss per share calculations includes the dilutive effect of common stock. Basic and diluted net loss per share is the same due to the absence of common stock equivalents. Fair Value of Financial Instruments The Companys financial instruments consist of cash and cash equivalents, accounts payable and accrued expenses and shareholder loans. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements. Financial assets and liabilities recorded at fair value in our condensed consolidated balance sheets are categorized based upon a fair value hierarchy established by GAAP, which prioritizes the inputs used to measure fair value into the following levels: Level 1 Quoted market prices in active markets for identical assets or liabilities at the measurement date. Level 2 Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable and can be corroborated by observable market data. Level 3 Inputs reflecting managements best estimates and assumptions of what market participants would use in pricing assets or liabilities at the measurement date. The inputs are unobservable in the market and significant to the valuation of the instruments. A financial instrument's categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Financial assets and liabilities measured at fair value on a recurring basis are summarized below as of March 31, 2015 and 2014: Level 1 Level 2 Level 3 Total As of March 31, 2014: Assets None $ - $ - $ - $ - Liabilities None $ - $ - $ - $ - As of March 31, 2015: Assets None $ - $ - $ - $ - Liabilities Derivative liabilities $ - $ - $ 6,330 $ 6,330 The following table summarizes the change in the fair value of the derivative liabilities during the year ended March 31, 2015: Fair value as of March 31, 2014 $ - Additions at fair value 1,218 Transfers in (out) of Level 3 - Change in fair value 5,112 Fair value as of March 31, 2015 $ 6,330 R ecent Accounting Pronouncements On June 10, 2014, FASB issued Accounting Standards Update No. 2014-10, Development Stage Entities |
GOING CONCERN
GOING CONCERN | 12 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
NOTE 3 - GOING CONCERN | The Companys consolidated financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company, as shown in the accompanying consolidated balance sheets, has a working capital deficit of $2,974,953 and an accumulated deficit of $6,231,487 as of March 31, 2015. The Company does not have a source of revenue to cover its operating costs. These factors raise substantial doubt about the companys ability to continue as a going concern. The Company will engage in research and development activities that must be satisfied in cash secured through outside funding. The Company will offer noncash consideration and seek equity lines as a means of financing its operations. If the Company is unable to obtain revenue producing contracts or financing or if the revenue or financing it does obtain is insufficient to cover any operating losses it may incur, it may substantially curtail or terminate its operations or seek other business opportunities through strategic alliances, acquisitions or other arrangements that may dilute the interests of existing stockholders. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
NOTE 4 - RELATED PARTY TRANSACTIONS | As of March 31, 2015 and 2014, the Company had accounts payable to officers and Directors of $4,672 and $5,297, respectively. The amounts are unsecured, bear no interest and are due on demand. The amounts are owed for services provided and advances. During the year ended March 31, 2015 the Company reduced the payable balance by $625. During the year ended March 31, 2014, the Company issued an aggregate of 4,211,500 common shares for the extinguishment of related party liabilities totaling $885,832. This resulted in a loss on the extinguishment of related party liabilities of $1,284,558. Of the 4,211,500, 4,011,500 were issued to Mark Glassy to repay liabilities resulting from salaries, loans to the Company and advance made to the Company for payment of Company liabilities. In addition, the Company issued 100,000 shares of common stock to Brandon Price, a director of the Company and 100,000 shares to Rishab Gupta an officer of Nascent Biologics to repay liabilities resulting from past consulting services. On January 27, 2015 the Company issued 300,000 options with an exercise price of $0.50 per share to four officers and directors. (See Note 8 Options) |
LICENSE LIABILITY
LICENSE LIABILITY | 12 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
NOTE 5 - LICENSE LIABILITY | The Company holds a license from a third party for certain patents and related material related to Pritumumab. The license allows the Company to develop, manufacture and sell its product worldwide using the patents under the licenses agreement. The license was entered into by Nascent Biologics, Inc. in March 2009 granting rights to the development and certain patents. The license was granted for total consideration of $2,000,000, to be paid in six installments of $300,000 plus a final payment of $200,000 on January 1, 2016. In addition, the license provides the licensor with a royalty of 2% on the sales of the developed product, up to $10,000,000 in sales, and thereafter, a royalty of 1% for all sales over $10,000,000. Prior to the acquisition by the Company, Nascent Biologics allowed 10 patents to expire based on their assessment of the patents and their value relating to the Companys development of its product. Nascent Biologics and the licensor amended the license agreement requiring payments of $333,000 per year from January 1, 2012 through January 1, 2015. Such payments were not made by Nascent Biologic or the Company after the acquisition of Nascent Biologic. Presently, the Company is paying the license holder $1,000 per month toward satisfaction of the consideration for the license agreement. As of March 31, 2015 and 2014, $1,792,650 and $1,471,317, respectively was accrued and unpaid under this license agreement. The Company is delinquent on the payments of the license agreement and does not have a formal agreement with the license holder for future license payments except as spelled out in the amended license agreement. The Company and or the license holder may cancel the agreement with a 90 day notice. The Company continues to have favorable communications with the license holder and plans in the next 3 months to discuss amending the license agreement and its terms. To meet future payments as required and agreed upon, the Company will need to raise additional capital over the next year. The Company has determined the value of the license agreement has diminished materially due to the expiration of 10 of the patents and 2 year term on the remaining three. In addition, the Companys research and development has advanced the development of the product requiring a new patent to cover its product. The new patent has been applied for by the Company. The future minimum payments due under this license agreement for the five years following 2014 are as follows: 2016 $ 1,992,650 Thereafter $ - |
CONVERTIBLE NOTE
CONVERTIBLE NOTE | 12 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
NOTE 6 – CONVERTIBLE NOTE | On May 5, 2014 the Company issued a $60,000 unsecured convertible note bearing interest at 10% per annum. The note is convertible into common stock of the Company at $0.01 per share and matures on May 5, 2019. As of March 31, 2015, the outstanding balance under the note was $60,000. |
COMMON STOCK
COMMON STOCK | 12 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
NOTE 7 - COMMON STOCK | During the year ended March 31, 2014 the Company issued an aggregate of 500,000 common shares at $0.10 per share for cash proceeds of $50,000. During the year ended March 31, 2014, the Company issued an aggregate of 4,211,500 common shares for the extinguishment of related party liabilities totaling $885,832 resulting in a loss on the extinguishment of related party liabilities of $1,284,558. During the year ended March 31, 2014, the Company issued an aggregate of 101,000 common shares for the extinguishment of third party liabilities totaling $51,050 resulting in a loss on the extinguishment of liabilities of $49,950. During the year ended March 31, 2014, 1,500,000 common shares were returned to the Company and cancelled in exchange for the rights to certain patents which had no book value. On March 21, 2014, the Company issued 1,000,200 common shares as part of a reverse merger valued at $92,415 which represents the net assets of Nascent Biotech, Inc. on the date of the share exchange (see Note 1). Net assets recognized included cash and equivalents of $79,915, prepaid expenses of $15,000 and $2,500 of accounts payable. On May 20, 2014 the Company granted 13,317 common stock warrants for services. The warrants vest immediately, are exercisable at $1.00 per share and expire on May 21, 2017. The Company determined that the warrants were not afforded equity classification because the warrants are not considered to be indexed to the Companys own stock due to the anti-dilution provision. Accordingly, the warrants are treated as a derivative liability and are carried at fair value. The Company estimated the fair value of these derivative warrants at each balance sheet date and the changes in fair value are recognized in earnings in the statement of operations under the caption loss on change in fair value of derivative liability until such time as the derivative warrants are exercised or expire. The Company used the Black-Scholes Option Pricing model to estimate the fair value of the derivative liability as of the date of issuance and as of March 31, 2015 using the following key inputs: market price of the Companys common stock $0.10 to $0.50 per share, volatility of 250% and discount rate of 0.13%. The fair value of the derivative liability was determined to be $1,218 on May 20, 2014 and $6,330 on March 31, 2015 which resulted in a loss on the change in fair value of derivative liability of $5,112. On July 15, 2014, the Company issued 22,829,400 common shares as part of a reverse merger valued at $19,000 which represents the net liabilities of Jin-En Group International Holding Company on the date of the share exchange (see Note 1). On July 15, 2014 the Company cancelled 15,000,000 shares of common stock During the year ended March 31, 2015, the Company issued an aggregate of 2,735,000 common shares for cash proceeds of $1,295,000. |
OPTIONS
OPTIONS | 12 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
NOTE 8 - OPTIONS | The Company under its 2015 option plan issues options to various officers, directors and consultants. The options vest in equal annual installments over a five year period with the first 20% vested when the options were granted. All of the options are exercisable at a purchase price based on the last trading price of the Companys common stock. On January 27, 2015 the Company issued 355,000 options with an exercise prices between $0.35 and $0.50 per share to four officers and directors and two consultants of the Company. A volatility of 250%, market price of common stock of $1.25 and a discount rate of 1.81% were used in calculating the fair value of the options using the Black-Scholes Option Pricing Model. The fair value of the options was determined to be $443,069. The fair value is being recognized as stock-based compensation over the vesting period of the options. During the year ended March 31, 2015, the Company expensed $119,318. The unrecognized future balance to be expensed over the remaining vesting term of the options is $323,751. The following sets forth the options granted and outstanding during the year ended March 31, 2015: Weighted Weighted Average Average Remaining Number of Exercise Contract Options Intrinsic Options Price Life Exercisable Value Outstanding at Year Ended March 31, 2014 -- $ -- -- $ -- Granted 355,000 0.49 9.84 Exercised -- -- -- Outstanding at Year Ended March 31, 2015 355,000 $ 0.49 9.84 71,000 $ 39,950 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
NOTE 9 – INCOME TAXES | At March 31, 2015 and 2014, the Company had federal net operating loss carry forwards of approximately $4,794,230 and $2,746,793, respectively, which expire in varying amounts beginning in 2028. Components of net deferred tax assets, including a valuation allowance, are as follows at March 31, 2015 and 2014: March 31, 2015 March 31, 2014 Deferred tax assets: Net operating loss $ 1,677,981 $ 961,027 Less: Valuation allowance (1,677,981 ) (961,027 ) Net deferred tax assets $ -- $ -- In assessing the recovery of the deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income in the periods in which those temporary differences become deductible. Management considers the scheduled reversals of future deferred tax assets, projected future taxable income, and tax planning strategies in making this assessment. As a result, management determined it was more likely than not the deferred tax assets would not be realized as of March 31, 2015. |
MATERIALS HELD FOR RESEARCH AND
MATERIALS HELD FOR RESEARCH AND DEVELOPMENT WITH ALTERNATIVE FUTURE ALTERNATIVE USE | 12 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
NOTE 10 - MATERIALS HELD FOR RESEARCH AND DEVELOPMENT WITH ALTERNATIVE FUTURE ALTERNATIVE USE | During the year ended March 31, 2015, the Company, through contract manufacturing incurred costs related to the production of 424 grams of Pritumumab a human mono-clinical antibody. The product is being produced for use in research and development. In addition to the use in the brain cancer clinical trials, the Company has also determined the Pritumumab can be used in its current state in pancreatic, breast and lung cancer trials, none of which have commenced. Due to the existence of these alternative future uses, the Company has capitalized the cost of these materials not expected to be used in the brain cancer trials. Of the 424 grams being produced, 110 grams is expected to be used in the brain cancer trials which have already commenced. The cost of the 110 grams was expensed as research and development during the year ended March 31, 2015. The amount capitalized by the Company as of March 31, 2015 is $827,964 associated with 313 grams. These capitalize costs will be expensed as research and development as the materials are consumed. As of March 31, 2015, the production of the 424 grams was not yet complete. The Company will obtain ownership of the Pritumumab upon payment of all outstanding payables owed to the manufacturer. As of March 31, 2015, the Company had a payable balance of $1,197,936 owed to the manufacturer related to the production of the Pritumumab and other services provided. |
SUBESQUENT EVENTS
SUBESQUENT EVENTS | 12 Months Ended |
Mar. 31, 2015 | |
Notes to Financial Statements | |
NOTE 11 - SUBESQUENT EVENTS | During the period from April 1, 2015 through June 30, 2015 the Company issued 500,000 shares of common stock for cash proceeds of $500,000. On April 1, 2015 the Company granted a consultant to the Company 30,000 options that are exercisable at $0.70 per share. The options are granted under the 2015 option program, vest monthly over one year and expire after 10 years. On July 1, 2015 the material supplier to the Company issued a notice of default and demand for payment of the outstanding balances the Company owes the vendor. The total amount demanded is $1,196,191. |
SIGNIFICANT ACCOUNTING POLICI18
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Mar. 31, 2015 | |
Significant Accounting Policies Policies | |
Basis of Presentation | The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles. The Company has elected a fiscal year ending on March 31. |
Principles of Consolidation | The accompanying consolidated financial statements include the accounts of Nascent Biotech, Inc. and its wholly-owned subsidiary Nascent Biologics, Inc. All intercompany accounts and transactions have been eliminated. |
Cash and Cash Equivalents | The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. |
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 reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. |
Stock-Based Compensation | The Company accounts for stock-based compensation to employees and consultants in accordance with FASB ASC 718. Stock-based compensation to employees is measured at the grant date, based on the fair value of the award, and is recognized as expense over the requisite employee service period. The Company accounts for stock-based compensation to other than employees in accordance with FASB ASC 505-50. Equity instruments issued to other than employees are valued at the earlier of a commitment date or upon completion of the services, based on the fair value of the equity instruments and is recognized as expense over the service period. The Company estimates the fair value of stock-based payments using the Black Scholes option-pricing model for common stock options and warrants and the closing price of the Companys common stock for common share issuances. |
Research and Development Expense | Research and development costs are expensed in the period they are incurred in accordance with ASC 730, Research and Development unless they meet specific criteria related to technical, market and financial feasibility, as determined by management, including but not limited to the establishment of a clearly defined future alternative use for the product, and the availability of adequate resources to complete the project. If all criteria are met, the costs are deferred and amortized over the expected useful life, or written off if a product is abandoned. At March 31, 2015 the Company had $827,964 in deferred development costs. |
Materials Held for Research and Development with Future Alternative Use | The Company has incurred costs related to the production of 424 grams of Pritumumab a human mono-clinical antibody. Of the materials, 110 grams have been designated for use in the brain cancer clinical trials and has been expensed as of March 31, 2015 as research and development. The Company has determined the Pritumumab can be used in its current state in pancreatic, breast and lung cancer trials, none of which have commenced. Under the guidelines of ASC 730-10-25-2, Research and Development |
Property and Equipment | Property and equipment is recorded at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the expected useful life of the asset (3 to 5 years), beginning when the asset is available and ready for use. Expenditures associated with upgrades and enhancements that improve, add functionality, or otherwise extend the life of property and equipment are capitalized, while expenditures that do not, such as repairs and maintenance, are expensed as incurred. For the years ended March 31, 2015 and 2014, depreciation expense totaled zero and $1,059, respectively. |
Impairment of Long-Lived Assets | The Company reviews the carrying value of its long-lived assets annually or whenever events or changes in circumstances indicate that the historical-cost carrying value of an asset may no longer be appropriate. The Company assesses recoverability of the asset by comparing the undiscounted future net cash flows expected to result from the asset to its carrying value. If the carrying value exceeds the undiscounted future net cash flows of the asset, an impairment loss is measured and recognized. An impairment loss is measured as the difference between the net book value and the fair value of the long-lived asset. Fair value is estimated based upon either discounted cash flow analysis or estimated salvage value. There was no impairment recognized during the years ended March 31, 2015 and 2014. |
Income Taxes | Deferred tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is established when necessary to reduce deferred tax assets to the amounts expected to be realized. The Company accounts for income taxes under the provisions of FASB ASC 740, Accounting for Income Taxes |
Basic and Diluted Net Loss per Share | Basic and diluted net loss per share calculations are calculated on the basis of the weighted average number of common shares outstanding during the year. Diluted loss per share calculations includes the dilutive effect of common stock. Basic and diluted net loss per share is the same due to the absence of common stock equivalents. |
Fair Value of Financial Instruments | The Companys financial instruments consist of cash and cash equivalents, accounts payable and accrued expenses and shareholder loans. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements. Financial assets and liabilities recorded at fair value in our condensed consolidated balance sheets are categorized based upon a fair value hierarchy established by GAAP, which prioritizes the inputs used to measure fair value into the following levels: Level 1 Quoted market prices in active markets for identical assets or liabilities at the measurement date. Level 2 Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable and can be corroborated by observable market data. Level 3 Inputs reflecting managements best estimates and assumptions of what market participants would use in pricing assets or liabilities at the measurement date. The inputs are unobservable in the market and significant to the valuation of the instruments. A financial instrument's categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Financial assets and liabilities measured at fair value on a recurring basis are summarized below as of March 31, 2015 and 2014: Level 1 Level 2 Level 3 Total As of March 31, 2014: Assets None $ - $ - $ - $ - Liabilities None $ - $ - $ - $ - As of March 31, 2015: Assets None $ - $ - $ - $ - Liabilities Derivative liabilities $ - $ - $ 6,330 $ 6,330 The following table summarizes the change in the fair value of the derivative liabilities during the year ended March 31, 2015: Fair value as of March 31, 2014 $ - Additions at fair value 1,218 Transfers in (out) of Level 3 - Change in fair value 5,112 Fair value as of March 31, 2015 $ 6,330 |
Recent Accounting Pronouncements | On June 10, 2014, FASB issued Accounting Standards Update No. 2014-10, Development Stage Entities |
ORGANIZATION AND NATURE OF OP19
ORGANIZATION AND NATURE OF OPERATIONS (Tables) | 12 Months Ended |
Mar. 31, 2015 | |
Organization And Nature Of Operations Tables | |
Schedule of net assets of Biotech | Cash $ 79,915 Prepaid expenses 15,000 Accounts payable to related party (2,500 ) Net assets $ 92,415 |
Schedule of net liabilities of Jin-En | Receivable from Biotech $ 60,000 Accounts payable (19,000 ) Convertible note (60,000 ) Net liabilities $ (19,000 ) |
SIGNIFICANT ACCOUNTING POLICI20
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Mar. 31, 2015 | |
Significant Accounting Policies Tables | |
Summery of financial assets and liabilities measured at fair value on a recurring basis | Level 1 Level 2 Level 3 Total As of March 31, 2014: Assets None $ - $ - $ - $ - Liabilities None $ - $ - $ - $ - As of March 31, 2015: Assets None $ - $ - $ - $ - Liabilities Derivative liabilities $ - $ - $ 6,330 $ 6,330 |
Summery of change in the fair value of the derivative liabilities | Fair value as of March 31, 2014 $ - Additions at fair value 1,218 Transfers in (out) of Level 3 - Change in fair value 5,112 Fair value as of March 31, 2015 $ 6,330 |
LICENSE LIABILITY (Tables)
LICENSE LIABILITY (Tables) | 12 Months Ended |
Mar. 31, 2015 | |
License Liability Tables | |
Schedule of Future Minimum Lease Payments | 2016 $ 1,992,650 Thereafter $ - |
OPTIONS (Tables)
OPTIONS (Tables) | 12 Months Ended |
Mar. 31, 2015 | |
Options Tables | |
Summery of options granted and outstanding | Weighted Weighted Average Average Remaining Number of Exercise Contract Options Intrinsic Options Price Life Exercisable Value Outstanding at Year Ended March 31, 2014 -- $ -- -- $ -- Granted 355,000 0.49 9.84 Exercised -- -- -- Outstanding at Year Ended March 31, 2015 355,000 $ 0.49 9.84 71,000 $ 39,950 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Mar. 31, 2015 | |
Income Taxes Tables | |
Summery of net deferred tax assets | March 31, 2015 March 31, 2014 Deferred tax assets: Net operating loss $ 1,677,981 $ 961,027 Less: Valuation allowance (1,677,981 ) (961,027 ) Net deferred tax assets $ -- $ -- |
ORGANIZATION AND NATURE OF OP24
ORGANIZATION AND NATURE OF OPERATIONS (Details) - USD ($) | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2013 |
Net assets of Biotech | |||
Cash | $ 107,571 | $ 113,832 | $ 378 |
Prepaid expenses | 2,066 | 1,175 | |
Accounts payable to related party | 4,672 | $ 5,297 | |
Biotech [Member] | |||
Net assets of Biotech | |||
Cash | 79,915 | ||
Prepaid expenses | 15,000 | ||
Accounts payable to related party | (2,500) | ||
Net assets | $ 92,415 |
ORGANIZATION AND NATURE OF OP25
ORGANIZATION AND NATURE OF OPERATIONS (Details 1) - USD ($) | Mar. 31, 2015 | Mar. 31, 2014 |
Net liabilities of Jin-En | ||
Net liabilities | $ 3,144,590 | $ 1,565,185 |
Jin-En Group [Member] | ||
Net liabilities of Jin-En | ||
Receivable from Biotech | 60,000 | |
Accounts payable | (19,000) | |
Note payable | (60,000) | |
Net liabilities | $ (19,000) |
SIGNIFICANT ACCOUNTING POLICI26
SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | Mar. 31, 2015 | Mar. 31, 2014 |
Fair value assets | ||
Derivative assets | ||
Fair value liabilities | ||
Derivative liabilities | $ 6,330 | |
Level 1 [Member] | ||
Fair value assets | ||
Derivative assets | ||
Fair value liabilities | ||
Derivative liabilities | ||
Level 2 [Member] | ||
Fair value assets | ||
Derivative assets | ||
Fair value liabilities | ||
Derivative liabilities | ||
Level 3 [Member] | ||
Fair value assets | ||
Derivative assets | ||
Fair value liabilities | ||
Derivative liabilities | $ 6,330 |
SIGNIFICANT ACCOUNTING POLICI27
SIGNIFICANT ACCOUNTING POLICIES (Detail 1) | 12 Months Ended |
Mar. 31, 2015USD ($) | |
Significant Accounting Policies Detail 1 | |
Begnning Balance | |
Additions at fair value | $ 1,218 |
Transfers in (out) of Level 3 | |
Change in fair value | $ 5,112 |
Ending Balance | $ 6,330 |
SIGNIFICANT ACCOUNTING POLICI28
SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | 12 Months Ended | |
Mar. 31, 2015USD ($)g | Mar. 31, 2014USD ($) | |
Significant Accounting Policies Details Narrative | ||
Materials used for research and development cost | g | 110 | |
Deferred development costs | $ 827,964 | |
Total depreciation expense | $ 1,059 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | Mar. 31, 2015 | Mar. 31, 2014 |
Going Concern Details Narrative | ||
Working capital deficit | $ 2,974,953 | |
Accumulated deficit | $ (6,231,487) | $ (4,079,358) |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2015 | |
Related Party Transactions Details Narrative | ||
Accounts payable to related parties | $ 5,297 | $ 4,672 |
Advances from related parties | $ 625 | |
Aggregate common shares issued | 4,211,500 | |
Total extinguishment of related party liabilities | $ 885,832 |
LICENSE LIABILITY (Details)
LICENSE LIABILITY (Details) | Mar. 31, 2015USD ($) |
License Liability Details | |
2,016 | $ 1,992,650 |
Thereafter |
LICENSE LIABILITY (Details Narr
LICENSE LIABILITY (Details Narrative) - USD ($) | Mar. 31, 2015 | Mar. 31, 2014 |
License Liability Details Narrative | ||
License agreement liability accrued and unpaid | $ 1,792,650 | $ 1,471,317 |
CONVERTIBLE NOTE (Details Narra
CONVERTIBLE NOTE (Details Narrative) | Mar. 31, 2015USD ($) |
Convertible Note Details Narrative | |
Outstanding balance | $ 60,000 |
COMMON STOCK (Details Narrative
COMMON STOCK (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Company issued common share | 2,735,000 | 500,000 |
Proceeds from sale of common stock | $ 1,295,000 | $ 50,000 |
volatility | 250.00% | |
Discount rate | 0.13% | |
Fair value of derivative liability | $ 6,330 | |
Change in fair value of derivative liability | $ 5,112 | |
Common Stock cancelled | 1,500,000 | |
Related Party [Member] | ||
Common stock issued for extinguishment of liabilities, Shares | 4,211,500 | |
Common stock issued for extinguishment of liabilities, Value | $ 885,832 | |
Loss on the extinguishment of liabilities | $ 1,284,558 | |
Third Party [Member] | ||
Common stock issued for extinguishment of liabilities, Shares | 101,000 | |
Common stock issued for extinguishment of liabilities, Value | $ 51,050 | |
Loss on the extinguishment of liabilities | $ 49,950 | |
Minimum [Member] | ||
Common stock per share | $ 0.10 | |
Maximum [Member] | ||
Common stock per share | $ 0.50 |
OPTIONS (Details)
OPTIONS (Details) - 12 months ended Mar. 31, 2015 - USD ($) | Total |
Options Details | |
Outstanding option shares, Beginning | |
Option granted | 355,000 |
Option exercised | |
Outstanding option shares, Ending | 355,000 |
Weighted average exercise price, Beginning | |
Granted | $ 0.49 |
Exercised | |
Weighted average exercise price, Ending | $ 0.49 |
Weighted average remaining contract life, Granted | 9 years 10 months 2 days |
Weighted average remaining contract life, Ending | 9 years 10 months 2 days |
Number of options exercisable | 71,000 |
Intrinsic value, Ending | $ 39,950 |
OPTIONS (Details Narrative)
OPTIONS (Details Narrative) | 12 Months Ended |
Mar. 31, 2015USD ($) | |
Options Details Narrative | |
Company expensed | $ 119,318 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | Mar. 31, 2015 | Mar. 31, 2014 |
Deferred tax assets: | ||
Net operating loss | $ 1,677,981 | $ 961,027 |
Less: Valuation allowance | $ (1,677,981) | $ (961,027) |
Net deferred tax assets |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Income Taxes Details Narrative | ||
Federal net operating loss carry forwards | $ 4,794,230 | $ 2,746,793 |
Expiry year | 2,028 |
MATERIALS HELD FOR RESEARCH A39
MATERIALS HELD FOR RESEARCH AND DEVELOPMENT WITH ALTERNATIVE FUTURE ALTERNATIVE USE (Details Narrative) - Mar. 31, 2015 | USD ($)g |
Materials Held For Research And Development With Alternative Future Alternative Use Details Narrative | |
Production of Pritumumab | 424 |
Materials used for research and development cost | 110 |
Amount capitalized for development | $ | $ 827,964 |
Amount capitalized for development and assicuated with quantity | 313 |
Amount payable balance for production | $ | $ 1,197,936 |