Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | May 21, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | QUANTRX BIOMEDICAL CORPORATION | |
Entity Central Index Key | 820,608 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
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 | 78,696,461 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,018 |
CONSOLIDATED BALANCE SHEETS (un
CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash and cash equivalents | $ 402,863 | $ 460,111 |
Cash in escrow | 400,251 | 402,532 |
Prepaid expenses | 18,774 | 28,160 |
Total Current Assets | 821,888 | 890,803 |
Investments | 500,000 | 500,000 |
Total Assets | 1,321,888 | 1,390,803 |
Current Liabilities: | ||
Accounts payable | 157,358 | 167,900 |
Accrued expenses | 14,680 | 26,708 |
Notes payable and accrued interest | 1,880,032 | 1,825,135 |
Notes payable, related party and accrued interest | 124,369 | 120,611 |
Total Liabilities | 2,176,439 | 2,140,354 |
Commitments and Contingencies | ||
Stockholders’ Equity (Deficit): | ||
Preferred stock; $0.01 par value, 25,000,000 authorized shares; 20,500,000 shares designated as Series B Convertible Preferred Stock; Series B Convertible Preferred shares 16,676,942 issued and outstanding | 166,769 | 166,769 |
Common Stock; $0.01 par value; 150,000,000 authorized; 78,696,461 shares issued and outstanding | 786,964 | 786,964 |
Additional paid-in capital | 48,791,598 | 48,791,598 |
Stock to be issued | 8,600 | 8,600 |
Accumulated deficit | (50,608,482) | (50,503,482) |
Total Stockholders’ Equity (Deficit) | (854,551) | (749,551) |
Total Liabilities and Stockholders’ Equity (Deficit) | $ 1,321,888 | $ 1,390,803 |
CONSOLIDATED BALANCE SHEETS (u3
CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Stockholders' Equity (Deficit): | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock shares authorized | 25,000,000 | 25,000,000 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock,shares authorized | 150,000,000 | 150,000,000 |
Common stock shares issued | 78,696,461 | 78,696,461 |
Common stock shares outstanding | 78,696,461 | 78,696,461 |
Series B Preferred Stock | ||
Stockholders' Equity (Deficit): | ||
Preferred stock shares authorized | 20,500,000 | 20,500,000 |
Preferred stock shares issued | 16,676,942 | 16,676,942 |
Preferred stock shares outstanding | 16,676,942 | 16,676,942 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Operating Expenses: | ||
Sales, general and administrative | $ 27,980 | $ 22,372 |
Professional fees | 18,323 | 13,242 |
Amortization | 0 | 894 |
Total Costs and Operating Expenses | 46,603 | 36,508 |
Loss from Operations | (46,603) | (36,508) |
Other Income (Expense): | ||
Interest expense | (58,916) | (56,163) |
Interest Income | 219 | 0 |
Total Other Income (Expense), net | (58,697) | (56,163) |
Loss Before Taxes | (105,000) | (92,671) |
Provision for Income Taxes | 0 | 0 |
Net Loss | $ (105,000) | $ (92,671) |
Basic and Diluted Net Loss per Common Share | $ 0 | $ 0 |
Basic and Diluted Weighted Average Shares Used in per Share Calculation | 78,696,461 | 78,696,461 |
CONSOLIDATED STATEMENT OF CASH
CONSOLIDATED STATEMENT OF CASH FLOWS (unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (105,000) | $ (92,671) |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Depreciation and amortization | 0 | 894 |
Interest earned on escrow account | (219) | 0 |
(Increase) Decrease in: | ||
Prepaid expenses | 9,386 | 9,364 |
Increase (decrease) in: | ||
Accounts payable | (10,542) | (2,171) |
Accrued interest and expenses | 49,127 | 45,359 |
Net Cash Used by Operating Activities | (57,248) | (39,225) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Net Cash Provided by (Used in) Investing Activities | 0 | 0 |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Principal payments on long-term debt | 0 | (1,203) |
Proceeds from the issuance of shareholder loans | 0 | 75,000 |
Net Cash Provided by Financing Activities | 0 | 73,797 |
Net Increase (Decrease) in Cash and Cash Equivalents | (57,248) | 34,572 |
Cash and Cash Equivalents, Beginning of Period | 460,111 | 691 |
Cash and Cash Equivalents, End of Period | 402,863 | 35,263 |
Supplemental Cash Flow Disclosures: | ||
Interest expense paid in cash | 261 | 986 |
Income tax paid | $ 0 | $ 0 |
Description of Business and Bas
Description of Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Description of Business and Basis of Presentation | Overview QuantRx Biomedical Corporation was incorporated on December 5, 1986, in the State of Nevada. Our principal business office is located at 10190 SW 90th Avenue, Tualatin, Oregon 97123. When used in this Quarterly Report on Form 10-Q, the terms “ Company we our ours us We have developed and are working towards commercializing our patented miniform pads (“ PADs , and OEM branded over-the-counter and laboratory testing products based on our core intellectual property related to our PAD technology. The continuation of our operations remains contingent upon the receipt of additional financing required to execute our business and operating plan, which is currently focused on the commercialization of our PAD technology either directly or through a joint venture or other relationship intended to increase shareholder value. In the interim, we have nominal operations, focused principally on maintaining our intellectual property portfolio and maintaining compliance with the public company reporting requirements. In order to continue as a going concern, we will need to raise capital, which may include the issuance of debt and/or equity securities. No assurances can be given that the we will obtain financing, or otherwise successfully develop a business and operating plan or enter into an alternative relationship to commercialize our PAD technology. Our principal business line consists of over-the-counter commercialization of our InSync feminine hygienic interlabial pad, the Unique® Miniform for hemorrhoid application, and other treated miniforms (the “ OTC Business Diagnostic Business Our current focus is to obtain additional working capital necessary to continue as a going concern, and to develop a longer term financing and operating plan to: (i) commercialize our over the-counter products either directly or through joint ventures, mergers or similar transactions intended to capitalize on potential commercial opportunities; (ii) contract manufacturing of our over-the counter products to third parties while maintaining control over the manufacturing process; (iii) maintain our intellectual property portfolio with respect to patents and licenses pertaining to both the OTC Business and the Diagnostics Business; and (iv) maximize the value of our investments in non-core assets. As a result of our current financial condition, however, our efforts in the short-term will be focused on obtaining financing necessary to maintain the Company as a going concern. We follow the accounting guidance outlined in the Financial Accounting Standards Board Codification guidelines. The accompanying unaudited interim consolidated financial statements have been prepared in accordance with generally accepted principles for interim financial information and with the items under Regulation S-X required by the instructions to Form 10-Q. They may not include all information and footnotes required by United States Generally Accepted Accounting Principles (“ GAAP Certain amounts in the prior period financial statements have been reclassified to conform to the current period presentation. These reclassifications had no effect on previously reported losses, total assets or stockholders’ equity. |
Management Statement Regarding
Management Statement Regarding Going Concern | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Management Statement Regarding Going Concern | Currently, we are not generating revenue from operations, and do not anticipate generating meaningful revenue from operations or otherwise in the short-term. We have historically financed our operations primarily through issuances of equity and the proceeds from the issuance of promissory notes. In the past, we also provided for our cash needs by issuing Common Stock, options and warrants for certain operating costs, including consulting and professional fees, as well as divesting our minority equity interests and equity-linked investments. In addition, in the fiscal year ended December 31, 2017, we received a cash payment as consideration for the sale and transfer of the certain assets to Preprogen LLC (“ Preprogen Our history of operating losses, limited cash resources and the absence of an operating plan necessary to capitalize on our assets raise substantial doubt about our ability to continue as a going concern absent a strengthening of our cash position. Management is currently pursuing various funding options, including seeking debt or equity financing, licensing opportunities and the sale of certain investment holdings, as well as a strategic, merger or other transaction to obtain additional funding to continue the development of, and to successfully commercialize, our products. There can be no assurance that we will be successful in our efforts. Should we be unable to obtain adequate financing or generate sufficient revenue in the future, our business, result of operations, liquidity and financial condition would be materially and adversely harmed, and we will be unable to continue as a going concern. There can be no assurance that, assuming we are able to strengthen our cash position, we will achieve sufficient revenue or profitable operations to continue as a going concern. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Summary of Significant Accounting Policies | This summary of significant accounting policies of the Company is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These accounting policies conform to GAAP and have been consistently applied in the preparation of the financial statements. Accounting for Share-Based Payments. The Company accounts for share-based payments granted to non-employees in accordance with ASC Topic 505, “ Equity Based Payments to Non-Employees In the case of modifications, the Black-Scholes model is used to value modified warrants on the modification date by applying the revised assumptions. The difference between the fair value of the warrants prior to the modification and after the modification determines the incremental value. In the past, the Company has modified warrants in connection with the issuance of certain notes and note extensions. These modified warrants were originally issued in connection with previous private placement investments. In the case of debt issuances, the warrants were accounted for as original issuance discount based on their relative fair values. When modified in connection with a note issuance, the Company recognizes the incremental value as a part of the debt discount calculation, using its relative fair value in accordance with ASC Topic 470-20, “ Debt with Conversion and Other Options The fair value of each share based payment is estimated on the measurement date using the Black-Scholes model with the following assumptions, which are determined at the beginning of each year and utilized in all calculations for that year. During the three months ended March 31, 2018 and 2017, the Company did not make any Black-Scholes model assumptions, as no share-based payments were made during those periods. Risk-Free Interest Rate. Expected Volatility. Dividend Yield. Expected Term. Pre-Vesting Forfeitures. Earnings per Share. As of March 31, 2018, the Company had outstanding options exercisable for 2,300,000 shares of its Common Stock, outstanding warrants exercisable for 15,000,000 shares of its Common Stock, and preferred shares convertible into 16,676,942 shares of its Common Stock, which options, warrants and preferred shares were deemed to be antidilutive for the three months ended March 31, 2018. The Company has reserved for issuance 860,000 shares of its Series B Preferred Stock to certain investors in connection with the 2017 Notes. As of March 31, 2018, the Company has estimated and reserved for issuance approximately 20.0 million shares of Common Stock for a future conversion of its issued and outstanding Convertible Notes Payable. As of March 31, 2017, the Company had outstanding options exercisable for 2,352,000 shares of its Common Stock, and preferred shares convertible into 16,676,972 shares of its Common Stock, which options and preferred shares were deemed to be antidilutive for the three months ended March 31, 2017. Fair Value. Fair Value Measurements and Disclosures Use of Estimates. Recent Accounting Pronouncements Management has considered all recent accounting pronouncements in the current period and identified no pronouncements that would have an impact on our financial statements. |
Investments
Investments | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Investments | In May 2006, the Company purchased 144,024 shares of common stock of GMS Biotech, formerly Genomics USA, Inc. (“ GUSA On September 3, 2015, the Company entered into a non-binding letter of intent (the “ Global LOI Global Termination Date On December 15, 2017, we executed an agreement with Preprogen, pursuant to which we sold, assigned and licensed-back certain assets pertaining to our Diagnostic Business (the “ Preprogen Transaction |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Intangible Assets | On December 15, 2017, the Company entered into an agreement with Preprogen, pursuant to which the parties agreed to the sale, assignment, and license-back of certain assets, including intellectual property transferred to Preprogen necessary to the development, manufacture, marketing and sale of the Company’s OTC miniform products for the feminine hygiene and hemorrhoid treatment markets. Amortization expense for the three months ended March 31, 2017 totaled $894. |
Convertible Notes Payable
Convertible Notes Payable | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Convertible Notes Payable | On January 2, 2015, the Company issued an additional Bridge Note in the principal amount of $36,500 and issued 73,000 shares of Common Stock to the purchaser of the additional Bridge Note. Additionally, we issued 500,000 shares of Common Stock in January 2015 to certain investors who purchased Bridge Notes during the year ended December 31, 2014, which were previously classified as shares to be issued. In February 2015, the Company issued an aggregate total of 815,061 shares of Common Stock as payment for accrued interest for the period from July 1, 2014 through December 31, 2014 under certain convertible notes payable. On June 30, 2015, the Company issued two additional Bridge Notes in the aggregate principal amount of $50,000 and issued an aggregate total of 100,000 shares of Common Stock to the purchasers of these Bridge Notes. In connection with the issuance of these notes, the Company recorded debt discount expenses totaling $2,830 and will amortize these costs over the life of the notes. In June 2015, the Company authorized the issuance of an aggregate total of 1,875,691 shares of Common Stock as payment for accrued interest for the period from January 1, 2015 through June 30, 2015 under certain convertible notes payable. The Company settled a total of $70,256 in accrued interest, recognizing a gain on settlement in the amount of $23,364. The Company and the holders of the Bridge Notes also agreed to extend the maturity date of the Bridge Notes from June 30, 2015 to December 31, 2015. As consideration for the extension of the maturity date of the Bridge Notes, the Company issued an aggregate total of 286,500 shares of Common Stock to the Bridge Note holders. In July 2015, the Company issued a Bridge Note in the principal amount of $35,000 and issued an aggregate total of 70,000 shares of Common Stock to the purchaser of the Bridge Note. On March 31, 2016, Burnham Hill Advisors, LLC (“ BHA BHA Note During each of the quarters ended March 31, 2017 and June 30, 2017, the Company issued an MOU Note in the principal amount of $25,000. In July and August 2017, the Company issued 2017 Bridge Notes in the aggregate principal amount of $86,000. Each 2017 Bridge Note accrues interest at a rate of 10% per annum, and matured on September 30, 2017. The 2017 Bridge Notes are now payable on demand. In October 2017, the Company issued an additional MOU Note in the principal amount of $15,000. The three MOU Notes, with an aggregate principal amount of $65,000, were all cancelled and applied as part of the purchase price in the Preprogen Transaction. At March 31, 2018 and December 31, 2017, the Company’s Convertible Notes Payable and Accrued Interest were as follows: March 31, 2018 December 31, 2017 Notes Payable $ 1,880,032 $ 1,825,135 Notes Payable, related party 124,369 120,611 Total notes payable $ 2,004,401 $ 1,945,746 Notes Payable, Related Party As of March 31, 2018, the Company owed Michael Abrams, a director of the Company, an aggregate total of $124,369for outstanding principal and accrued and unpaid interest the BHA Notes. As of December 31, 2017, the Company owed Mr. Abrams an aggregate total of $120,611 for outstanding principal and accrued and unpaid interest on the BHA Notes. Mr. Abrams is an employee of BHA. On April 1, 2017, BHA assigned the BHA Notes, including all accrued but unpaid interest to its employees, and is no longer a related party note payable. As noted above, Michael Abrams, one of the Company’s directors and an employee of BHA, was assigned $50,000 of the outstanding principal amount of the BHA Note, plus all accrued but unpaid interest on such amount. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | During the three months ended March 31, 2018, the Company paid its CEO, Shalom Hirschman, a bonus of $10,000 for his significant contributions to the Company. |
Other Balance Sheet Information
Other Balance Sheet Information | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Other Balance Sheet Information | Components of selected captions in the accompanying balance sheets consist of: Prepaid expense: March 31, 2018 December 31, 2017 Prepaid insurance $ 18,774 $ 28,160 Total prepaid expense $ 18,774 $ 28,160 Property and equipment: Computers and office furniture, fixtures and equipment $ 28,031 $ 28,031 Machinery and equipment 5,475 5,475 Less: accumulated depreciation (33,506 ) (33,506 ) Property and equipment, net $ - $ - Accrued expense: Other Accrued expense $ 14,680 $ 26,708 Total accrued expense $ 14,680 $ 26,708 Property and equipment are stated at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. The Company’s property and equipment at March 31, 2018 consisted of computer and office equipment, machinery and equipment with estimated useful lives of three to seven years. As of December 31, 2017 and March 31, 2018, the Company’s property and equipment was fully depreciated. Expenditures for repairs and maintenance are expensed as incurred. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments And Contingencies | |
Commitments and Contingencies | In December 2017, in connection with the Preprogen Transaction, the Company committed to share in 50% of certain fees and costs incurred in connection with the future manufacturing costs for the miniform pads; provided, however, |
Preferred Stock
Preferred Stock | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Preferred Stock | The Company has authorized 25,000,000 shares of preferred stock, of which 20,500,000 is designated as Series B Convertible Preferred Stock, $0.01 par value, with a stated value of approximately $204,000 (“ Series B Preferred On November 19, 2010, the Company filed a Certificate of Withdrawal of the Certificate of Designations of the Series A Preferred Stock (“ Series A Preferred Series B Convertible Preferred Stock The Series B Preferred ranks senior to the Common Stock for purposes of liquidation preference, and to all other classes and series of equity securities of the Company that by their terms did not rank senior to the Series B Preferred (“ Junior Stock As disclosed under Note 6 above, in July and August, 2017, the Company entered into Note Purchase Agreements with two existing stockholders, pursuant to which the Company issued 2017 Bridge Notes in the aggregate principal amount of $86,000. As additional consideration for the purchase of the 2017 Bridge Notes, the Company has reserved for issuance an aggregate of 860,000 shares of Series B Preferred to be issued to the purchasers of the 2017 Bridge Notes. The Company has valued the Series B Preferred and has recorded a discount on the 2017 Bridge Notes of $7,818 which was amortized in full during the year ended December 31, 2017. As of March 31, 2018 and December 31, 2017, the Company had 16,676,942 shares of Series B Preferred issued and outstanding with a liquidation preference of $166,769 and convertible into 16,676,942 shares of Common Stock. Subsequent to the end of the fiscal quarter, the Company completed the purchase of 10,480,084 shares of Series B Convertible Preferred Stock from an institutional shareholder (the “ Repurchase |
Common Stock, Options and Warra
Common Stock, Options and Warrants | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Common Stock, Options and Warrants | The Company has authorized 150,000,000 shares of its Common Stock, of which 78,696,461 were issued and outstanding at each of March 31, 2018 and December 31, 2017. During the three months ended March 31, 2018 and 2017, there were no warrants issued by the Company. As of March 31, 2018, the Company has one warrant issued and outstanding, which warrant was issued in December 2017 to Preprogen’s designee to purchase up to 15.0 million shares of the Company’s Common Stock, at an exercise price of $0.05 per share. The warrant was immediately exercisable upon issuance, and expires on December 14, 2022. 2007 Incentive and Non-Qualified Stock Option Plan. The Company did not issue any options during the three months ended March 31, 2018 or 2017. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Subsequent Events | In April 2018, the Company completed the purchase of 10,480,084 shares of Series B Convertible Preferred Stock (the “ Purchased Shares In April 2018, the Company paid its CEO, Dr. Shalom Hirschman, a bonus of $5,000 for his continued service to the Company. In April 2018, the Company paid Burnham Hill Advisors (“BHA”) $30,000 as consideration for certain advisory services, which included the oversight and management of the relocation of the Company’s assets held in Oregon to New Jersey as well as the structuring, negotiation and execution of the Purchased Shares transaction referenced above. Michael Abrams, a director of the Company, is a member of BHA. We have evaluated subsequent events through the date of this filing in accordance with the Subsequent Events Topic of the FASB ASC 855, and have determined that, except as disclosed in this note, no subsequent events occurred that are reasonably likely to impact these financial statements. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Accounting for Share-Based Payments | Accounting for Share-Based Payments. The Company accounts for share-based payments granted to non-employees in accordance with ASC Topic 505, “ Equity Based Payments to Non-Employees In the case of modifications, the Black-Scholes model is used to value modified warrants on the modification date by applying the revised assumptions. The difference between the fair value of the warrants prior to the modification and after the modification determines the incremental value. In the past, the Company has modified warrants in connection with the issuance of certain notes and note extensions. These modified warrants were originally issued in connection with previous private placement investments. In the case of debt issuances, the warrants were accounted for as original issuance discount based on their relative fair values. When modified in connection with a note issuance, the Company recognizes the incremental value as a part of the debt discount calculation, using its relative fair value in accordance with ASC Topic 470-20, “ Debt with Conversion and Other Options The fair value of each share based payment is estimated on the measurement date using the Black-Scholes model with the following assumptions, which are determined at the beginning of each year and utilized in all calculations for that year. During the three months ended March 31, 2018 and 2017, the Company did not make any Black-Scholes model assumptions, as no share-based payments were made during those periods. Risk-Free Interest Rate. Expected Volatility. Dividend Yield. Expected Term. Pre-Vesting Forfeitures. |
Earnings per Share | Earnings per Share. As of March 31, 2018, the Company had outstanding options exercisable for 2,300,000 shares of its Common Stock, outstanding warrants exercisable for 15,000,000 shares of its Common Stock, and preferred shares convertible into 16,676,942 shares of its Common Stock, which options, warrants and preferred shares were deemed to be antidilutive for the three months ended March 31, 2018. The Company has reserved for issuance 860,000 shares of its Series B Preferred Stock to certain investors in connection with the 2017 Notes. As of March 31, 2018, the Company has estimated and reserved for issuance approximately 20.0 million shares of Common Stock for a future conversion of its issued and outstanding Convertible Notes Payable. As of March 31, 2017, the Company had outstanding options exercisable for 2,352,000 shares of its Common Stock, and preferred shares convertible into 16,676,972 shares of its Common Stock, which options and preferred shares were deemed to be antidilutive for the three months ended March 31, 2017. |
Fair value | Fair Value. Fair Value Measurements and Disclosures |
Use of Estimates | Use of Estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Management has considered all recent accounting pronouncements in the current period and identified no pronouncements that would have an impact on our financial statements. |
Convertible Notes Payable (Tabl
Convertible Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Notes to Financial Statements | |
Convertible Notes Payable | March 31, 2018 December 31, 2017 Notes Payable $ 1,880,032 $ 1,825,135 Notes Payable, related party 124,369 120,611 Total notes payable $ 2,004,401 $ 1,945,746 |
Other Balance Sheet Informati20
Other Balance Sheet Information (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Other Balance Sheet Information Tables | |
Other Balance Sheet Information | Prepaid expense: March 31, 2018 December 31, 2017 Prepaid insurance $ 18,774 $ 28,160 Total prepaid expense $ 18,774 $ 28,160 Property and equipment: Computers and office furniture, fixtures and equipment $ 28,031 $ 28,031 Machinery and equipment 5,475 5,475 Less: accumulated depreciation (33,506 ) (33,506 ) Property and equipment, net $ - $ - Accrued expense: Other Accrued expense $ 14,680 $ 26,708 Total accrued expense $ 14,680 $ 26,708 |
Description of Business and B21
Description of Business and Basis of Presentation (Details Narrative) | 3 Months Ended |
Mar. 31, 2018 | |
Description Of Business And Basis Of Presentation Details Narrative | |
Date of incorporation | Dec. 5, 1986 |
State of incorporation | Nevada |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Details Narrative) - shares | Mar. 31, 2018 | Mar. 31, 2017 |
Summary Of Significant Accounting Policies Details Narrative | ||
Outstanding options exercisable | 2,300,000 | 2,352,000 |
Shares of Series B Preferred Stock convertible | 860,000 |
Investments (Details Narrative)
Investments (Details Narrative) | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Investments Details Narrative | |
Impairment of investment | $ 169,948 |
Intangible Assets (Details Narr
Intangible Assets (Details Narrative) | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Notes to Financial Statements | |
Amortization expense | $ 894 |
Convertible Notes Payable (Deta
Convertible Notes Payable (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Convertible Notes Payable Details | ||
Notes payable | $ 1,880,032 | $ 1,825,135 |
Notes payable, related party | 124,369 | 120,611 |
Total notes payable | $ 2,004,401 | $ 1,945,746 |
Convertible Notes Payable (De26
Convertible Notes Payable (Details Narrative) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Note payable | $ 124,369 | $ 120,611 |
Director | ||
Note payable | 124,369 | |
BHA Note | ||
Note payable | $ 120,611 |
Other Balance Sheet Informati27
Other Balance Sheet Information (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Prepaid expenses: | ||
Prepaid insurance | $ 18,774 | $ 28,160 |
Prepaid expenses | 18,774 | 28,160 |
Property and equipment: | ||
Computers and office furniture, fixtures and equipment | 28,031 | 28,031 |
Machinery and equipment | 5,475 | 5,475 |
Less: accumulated depreciation | (33,506) | (33,506) |
Property and equipment, net | 0 | 0 |
Accrued expenses: | ||
Other Accrued expenses | 14,680 | 26,708 |
Total accrued expense | $ 14,680 | $ 26,708 |
Preferred Stock (Details Narrat
Preferred Stock (Details Narrative) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Preferred stock authorized | 25,000,000 | 25,000,000 |
Stated value | $ 166,769 | $ 166,769 |
Series B Preferred Stock | ||
Preferred stock authorized | 20,500,000 | 20,500,000 |
Par value | $ .01 | $ .01 |
Shares issued | 16,676,942 | 16,676,942 |
Shares outstanding | 16,676,942 | 16,676,942 |
Liquidation preference | $ 166,769 | $ 166,769 |
Common Stock, Options and War29
Common Stock, Options and Warrants (Details Narrative) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Common Stock Options And Warrants Details Narrative | ||
Common stock,shares authorized | 150,000,000 | 150,000,000 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock shares issued | 78,696,461 | 78,696,461 |
Common stock shares outstanding | 78,696,461 | 78,696,461 |