Quarterly report pursuant to Section 13 or 15(d)

Significant Accounting Policies (Policies)

v3.19.3
Significant Accounting Policies (Policies)
9 Months Ended
Sep. 30, 2019
Accounting Policies [Abstract]  
Consolidation, Policy [Policy Text Block]
Principles of Consolidation
 
The condensed consolidated financial statements include the accounts of the Group and its wholly owned subsidiary, Coretec. Intercompany transactions and balances have been eliminated in consolidation.
Use of Estimates, Policy [Policy Text Block]
Use of Estimates
 
The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and the disclosure of contingent assets and liabilities. Actual results could differ from the estimates and assumptions used.
Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy [Policy Text Block]
Long-Lived Assets
 
Long-lived assets, such as property and equipment and intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset
may
not
be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company
first
compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying value. If the carrying value of the long-lived asset or asset group is
not
recoverable on an undiscounted cash flow basis, impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and
third
-party independent appraisals, as considered necessary.
Fair Value of Financial Instruments, Policy [Policy Text Block]
Fair Value of Financial Instruments
 
The following methods and assumptions were used to estimate the fair value of each class of financial instrument held by the Company:
 
Current assets and current liabilities
- The carrying value approximates fair value due to the short maturity of these items.
 
Notes payable -
The fair value of the Company’s notes payable has been estimated by the Company based upon the liability’s characteristics, including interest rate. The carrying value approximates fair value.
Debt, Policy [Policy Text Block]
Beneficial Conversion Feature of Convertible Notes Payable
 
The Company accounts for convertible notes payable in accordance with the guidelines established by the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic
470
-
20,
Debt with Conversion and Other Options. The beneficial conversion feature of a convertible note is normally characterized as the convertible portion or feature of certain notes payable that provide a rate of conversion that is below market value or in-the-money when issued. The Company records a beneficial conversion feature related to the issuance of a convertible note when issued.
 
The beneficial conversion feature of a convertible note is credited to additional paid-in-capital.  The intrinsic value is recorded in the consolidated financial statements as a debt discount and such discount is amortized over the expected term of the convertible note and is charged to interest expense.
Earnings Per Share, Policy [Policy Text Block]
Basic and Diluted Loss Per Common Share
 
 
Basic loss per common share is computed by dividing net loss by the weighted average number of vested common shares outstanding during the period. Diluted loss per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. 
 
Basic and diluted loss per common share are calculated the same for all periods presented due to the net loss. The following securities are excluded from the calculation of weighted average dilutive common shares because their inclusion would have been anti-dilutive: 
 
   
September
30,
 
   
2019
   
2018
 
Options
   
20,716,557
     
2,883,379
 
Warrants
   
61
     
1,061
 
Series A convertible preferred stock
   
115,000
     
115,000
 
Convertible debentures
   
253,106,815
     
166,249,033
 
Total potentially dilutive shares
 
 
273,938,433
   
 
169,248,473
 
Subsequent Events, Policy [Policy Text Block]
Subsequent Events
 
The Company evaluates events that have occurred after the balance sheet date but before the condensed consolidated financial statements are issued. Based upon the evaluation, the Company did
not
identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the condensed consolidated financial statements, except as disclosed in Note
6.
 
New Accounting Pronouncements, Policy [Policy Text Block]
Recent Accounting Pronouncements
 
The following is a summary of recent accounting pronouncements that are relevant to the Company: 
 
In
February 2016,
the FASB issued accounting standards update (ASU)
No.
2016
-
02,
 
Leases (Topic
842
)
 intended to increase transparency and comparability among companies by requiring most leases to be included on the balance sheet and by expanding disclosure requirements. This is effective for public business entities for fiscal years beginning after
December 15, 2018,
including interim periods within those fiscal years. On
January 1, 2019,
the Company adopted topic
842
using the optional transition method of adoption, under which the new standards were applied to the current period rather than restating the prior periods presented.  The Company made the policy elections to
not
recognize lease assets and lease liabilities with an initial term of
12
months or less. The Company's only lease was a short-term lease, consequently, adoption had
no
impact in the consolidated financial statements.
 
In
January 2017,
the FASB issued ASU
2017
-
04,
Intangibles – Goodwill and Other (Topic
350
): Simplifying the Test for Goodwill Impairment
. This ASU simplifies the subsequent measurement of goodwill by eliminating Step
2
from the goodwill test. Under Step
2,
an entity had to perform procedures to determine the fair value at the impairment testing date of its assets and liabilities following the procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. Instead, an entity should measure goodwill impairment and test by comparing the fair value of a reporting unity with its carrying amount. The amendments in this ASU are effective beginning after
December 15, 2019,
however early adoption is permitted beginning
January 1, 2017
and should be applied on a prospective basis. The Company does
not
anticipate that the adoption of this standard will have a material impact on its consolidated financial position and results of operations. 
 
In
June 
2018,
the FASB issued ASU
2018
-
07,
 
Improvements to Nonemployee Share-Based Payment Accounting
, which eliminates the separate accounting model for nonemployee share-based payment awards and generally requires companies to account for share-based payment transactions with nonemployees in the same way as share-based payment transactions with employees. The accounting remains different for attribution, which represents how the equity-based payment cost is recognized over the vesting period, and a contractual term election for valuing nonemployee equity share options. The standard is effective for interim and annual periods beginning after
December 
15,
2018.
We adopted ASU
2018
-
07
on
January 
1,
2019
and the adoption of this standard did
not
have a material impact on our condensed consolidated financial statements.
 
In
July 2019,
FASB issued ASU
2019
-
07,
Codification Updates to SEC Sections. ASU
2019
-
07
clarifies the disclosure and presentation requirements of a variety of codification topics by more closely aligning them with the SEC disclosure rules and regulations, eliminating redundancies and simplifying application of the codification. ASU
2019
-
07
is effective upon issuance and it did
not
have a material impact to the Company's consolidated financial statements or related disclosures.