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Document and Entity Information
6 Months Ended
Dec. 31, 2014
Feb. 10, 2015
Document and Entity Information [Abstract]
Entity Registrant Name DelMar Pharmaceuticals, Inc.
Entity Central Index Key 0001498382
Current Fiscal Year End Date --06-30
Trading Symbol dmpi
Amendment Flag false
Document Type 10-Q
Entity Current Reporting Status Yes
Document Period End Date Dec 31, 2014
Entity Voluntary Filers No
Entity Filer Category Smaller Reporting Company
Document Fiscal Year Focus 2015
Document Fiscal Period Focus Q2
Entity Common Stock, Shares Outstanding 34,854,889
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Consolidated Condensed Interim Balance Sheets (Unaudited) (USD $)
Dec. 31, 2014
Jun. 30, 2014
Current assets
Cash and cash equivalents $ 3,958,439 $ 4,759,711
Taxes and other receivables 14,082 9,572
Prepaid expenses 155,857 234,627
Assets, total 4,128,378 5,003,910
Current liabilities
Accounts payable and accrued liabilities 256,527 244,906
Related party payables 37,659 54,960
Current liabilities, total 294,186 299,866
Loan payable to Valent    276,439
Stock option liability 180,350 217,759
Derivative liability 1,567,291 3,329,367
Liabilities, total 2,041,827 4,123,431
Stockholders' Equity
Preferred stock, Authorized 5,000,000 shares, $0.001 par value Issued and outstanding 278,530 Series A shares at December 31, 2014 (June 30, 2014 - none) 278,530   
1 special voting share at December 31, 2014 (June 30, 2014 - 1)      
Common stock, Authorized 200,000,000 shares, $0.001 par value Issued and outstanding 38,580,306 at December 31, 2014 (June 30, 2014 - 35,992,343) 38,580 35,992
Additional paid-in capital 16,625,081 13,286,278
Warrants 6,187,805 6,200,445
Accumulated deficit (21,064,623) (18,663,414)
Accumulated other comprehensive income 21,178 21,178
Stockholders' equity, total 2,086,551 880,479
Liabilities and equity, total $ 4,128,378 $ 5,003,910
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Consolidated Condensed Interim Balance Sheets (Unaudited) (Parentheticals) (USD $)
6 Months Ended 12 Months Ended
Dec. 31, 2014
Jun. 30, 2014
Preferred stock, par value (in dollars per share) $ 0.001 $ 0.001
Preferred stock, shares authorized 5,000,000 5,000,000
Preferred stock special voting shares issued 1 1
Common stock, par value (in dollars per share) $ 0.001 $ 0.001
Common stock, shares authorized 200,000,000 200,000,000
Common stock, shares issued (in shares) 38,580,306 35,992,343
Common stock, shares outstanding (in shares) 38,580,306 35,992,343
Series A Preferred Stock [Member]
Preferred Stock, shares issued 278,530   
Preferred stock, shares outstanding 278,530   
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Consolidated Condensed Interim Statement of Loss and Comprehensive Loss (Unaudited) (USD $)
3 Months Ended 6 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2014
Dec. 31, 2013
Expenses
Research and development $ 612,169 $ 566,060 $ 1,283,796 $ 1,126,295
General and administrative 656,229 636,182 1,101,229 1,377,550
Operating expenses, total 1,268,398 1,202,242 2,385,025 2,503,845
Other (income) loss
Change in fair value of derivative liability (435,200) (372,487) (66,606) (8,466,826)
Change in fair value of derivative liability due to change in warrant terms 143,532    (23,658)   
Loss on exchange of warrants 92,843    92,843   
Foreign exchange loss 7,295 34,797 9,686 31,963
Interest expense    2,044 2,091 4,073
Interest income (109) (620) (261) (1,311)
Other (income) loss, total (191,639) (336,266) 14,095 (8,432,101)
Net and comprehensive loss (income) for the period $ 1,076,759 $ 865,976 $ 2,399,120 $ (5,928,256)
Basic loss (income) per share $ 0.03 $ 0.03 $ 0.06 $ (0.19)
Diluted loss (income) per share $ 0.03 $ 0.03 $ 0.06 $ 0
Basic weighted average number of shares 37,798,183 31,523,732 37,125,074 31,477,137
Diluted weighted average number of shares 37,798,183 31,523,732 37,125,074 41,742,401
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Consolidated Condensed Interim Statement of Cash Flows (Unaudited) (USD $)
6 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Cash flows from operating activities
(Loss) income for the period $ 2,399,120 $ (5,928,256)
Items not affecting cash
Accrued interest 2,091 4,073
Change in fair value of derivative liability 66,606 8,466,826
Change in fair value of derivative liability due to change in warrant terms 23,658   
Loss on exchange of warrants (92,843)   
Warrants issued for services    124,020
Share-based compensation 260,510 626,279
Net income (loss) after adjustments of non-cash items (2,133,940) (1,784,198)
Changes in non-cash working capital
Taxes and other receivables (4,510) 5,832
Prepaid expenses 78,770 50,379
Accounts payable and accrued liabilities 11,621 (290,770)
Related party payables (17,301) (127,432)
Total changes in non-cash working capital 68,580 (361,991)
Net cash flows from operating activities (2,065,360) (2,146,189)
Cash flows from financing activities
Net proceeds from the exercise of warrants 1,266,177   
Series A preferred stock dividend (2,089)   
Net cash flows from financing activities 1,264,088   
Increase in cash and cash equivalents (801,272) (2,146,189)
Cash and cash equivalents - beginning of period 4,759,711 6,282,992
Cash and cash equivalents - end of period 3,958,439 4,136,803
Supplementary information
Issuance of preferred shares for the settlement of the loan payable to Valent (note 3) 278,530   
Reclassification of derivative liability to equity upon the exercise of Investor Warrants (note 5) (391,422)
Reclassification of derivative liability to equity upon the exchange of Investor Warrants (note 5) 305,112   
Reclassification of derivative liability to equity upon the amendment of Dividend Warrants (note 5) 975,278   
Reclassification of stock option liability upon the forfeiture of stock options (note 6) $ 38,038   
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Nature of Operations and Liquidity Risk
6 Months Ended
Dec. 31, 2014
Nature of operations and liquidity risk [Abstract]
Nature of operations and liquidity risk
1 Nature of operations and liquidity risk

Nature of operations

DelMar Pharmaceuticals, Inc. (the “Company”) is a Nevada corporation formed on June 24, 2009 under the name Berry Only, Inc. Prior to a reverse acquisition undertaken on January 25, 2013 Berry did not have any significant assets or operations. The Company is the parent company of Del Mar Pharmaceuticals (BC) Ltd. (“DelMar (BC)”), a British Columbia, Canada corporation incorporated on April 6, 2010, which is an early stage company with a focus on the development of drugs for the treatment of cancer. The Company is also the parent company of 0959454 B.C. Ltd., a British Columbia corporation (“Callco”), and 0959456 B.C. Ltd., a British Columbia corporation (“Exchangeco”). Callco and Exchangeco were formed to facilitate the reverse acquisition.

Pursuant to the reverse acquisition, the Company acquired (either directly or indirectly (through Exchangeco)) all of the issued and outstanding shares of DelMar (BC) on January 25, 2013. As a result of the shareholders of DelMar (BC) owning a controlling interest in the Company subsequent to the reverse acquisition, for accounting purposes the transaction is a capital transaction with DelMar (BC) being the accounting acquirer even though the legal acquirer is Berry. Therefore, the historic financial statements of DelMar (BC) are presented as the comparative balances for the periods prior to the reverse acquisition.

References to the Company, “we”, “us”, and “our” refer to the Company and its wholly-owned subsidiaries, DelMar (BC), Callco and Exchangeco. References to Berry relate to the Company prior to the reverse acquisition.

The Company is focused on the discovery and development of new medicines with the potential to treat cancer patients who have failed modern targeted or biologic therapy. The Company has initiated a clinical trial with its drug candidate VAL-083 for the treatment of refractory glioblastoma multiforme (“GBM”). The Phase I/II study is an open-label, single arm dose-escalation study designed to evaluate the safety, tolerability, pharmacokinetics and anti-tumor activity of VAL-083 in patients with histologically confirmed initial diagnosis of primary WHO Grade IV malignant glioma, now recurrent. Patients with prior low-grade glioma or anaplastic glioma are eligible to participate in the study, if histologic assessment of their condition demonstrates transformation to GBM.

The address of the Company’s administrative offices is Suite 720 - 999 West Broadway, Vancouver, British Columbia, V5Z 1K5 with clinical operations located at 3485 Edison Way, Suite R, Menlo Park, California, 94025.

Liquidity risk

For the six-month period ended December 31, 2014, the Company reported a loss of $2,399,120 and an accumulated deficit of $21,064,623 at that date. As at December 31, 2014, the Company had cash and cash equivalents on hand of $3,958,439. The Company does not have the prospect of achieving revenues in the near future and the Company will require additional funding to maintain its research and development projects and for general operations. There is a great degree of uncertainty with respect to the expenses the Company will incur in executing its business plan. In addition, the Company has not begun to commercialize or generate revenues from any product candidate.

Consequently, management is pursuing various financing alternatives to fund the Company’s operations so it can continue as a going concern (note 5) in the medium to longer term. During the six months ended December 31, 2014 the Company received an aggregate $1,266,177 in net proceeds from the exercise of 1,986,074 warrants. We believe, based on our current estimates, that we will be able to fund our operations until at least the end of first quarter of calendar 2016.

There is no assurance that our cost estimates will prove to be accurate or that unforeseen events, problems or delays will not occur that would require us to seek additional debt and/or equity funding. The ability of the Company to meet its obligations and continue the research and development of its product candidate is dependent on its ability to continue to raise adequate financing. There can be no assurance that such financing will be available to the Company in the amount required at any time or for any period or, if available, that it can be obtained on terms satisfactory to the Company. The Company may tailor its drug candidate program based on the amount of funding the Company raises.

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Significant Accounting Policies
6 Months Ended
Dec. 31, 2014
Significant Accounting Policies [Abstract]
Significant accounting policies
2 Significant accounting policies

Basis of presentation

The consolidated condensed interim financial statements of the Company have been prepared in accordance with United States Generally Accepted Accounting Principles (“U.S. GAAP”) and are presented in United States dollars. The Company’s functional currency is the United States dollar.

In the quarter ended March 31, 2013, the Company’s functional currency changed from Canadian dollars to United States dollars as a result of various objective factors. Therefore translation of goods and services in a foreign currency are re-measured to the functional currency of the Company with gains and losses on re-measurement recorded in the consolidated condensed interim statement of loss. Any gains and losses that were previously recorded in accumulated other comprehensive income are unchanged from the date of the change of functional currency which was January 1, 2013. 

The accompanying consolidated condensed interim financial statements include the accounts of the Company and its wholly-owned subsidiaries, DelMar BC, Callco, and Exchangeco. All intercompany balances and transactions have been eliminated.

The principal accounting policies applied in the preparation of these financial statements are set out below and have been consistently applied to all periods presented.

Unaudited interim financial data

The accompanying unaudited December 31, 2014 consolidated condensed interim balance sheet, the consolidated condensed interim statements of loss and comprehensive loss for the three and six months ended December 31, 2014 and 2013, and consolidated condensed cash flows for the six months ended December 31, 2014 and 2013, and the related interim information contained within the notes to the consolidated condensed interim financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission for interim financial information. Accordingly, they do not include all of the information and the notes required by U.S. GAAP for complete financial statements. These consolidated condensed interim financial statements should read in conjunction with the audited financial statements of the Company as at June 30, 2014 and December 31, 2013 filed in our Form 10-KT filed with the Securities and Exchange Commission on August 28, 2014. In the opinion of management, the unaudited consolidated condensed interim financial statements reflect all adjustments, consisting of normal and recurring adjustments, necessary for the fair statement of the Company’s financial position at December 31, 2014 and results of its operations for the three and six months ended December 31, 2014 and 2013, and its cash flows for the six months ended December 31, 2014 and 2013. The results for three and six months ended December 31, 2014 are not necessarily indicative of the results to be expected for the fiscal year ending June 30, 2015 or for any other future annual or interim period.

Use of estimates

The preparation of consolidated condensed interim financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions about future events that affect the reported amounts of assets, liabilities, expenses, contingent assets and contingent liabilities as at the end or during the reporting period. Actual results could significantly differ from those estimates. Significant areas requiring management to make estimates include the derivative liability and the valuation of equity instruments, including stock options, issued for services. We have updated our estimates and models for the issuance of any new awards issued during the period.

Loss per share

Loss per share is calculated based on the weighted average number of common shares outstanding. For the three and six month periods ended December 31, 2014 and for the three months ended December 31, 2013 diluted loss per share does not differ from basic loss per share since the effect of the Company’s warrants and stock options are anti-dilutive. At December 31, 2014, potential common shares of 15,409,745 (December 31, 2013 – 24,864,009) relating to warrants and 3,415,000 (December 31, 2013 – 3,240,000) relating to stock options were excluded from the calculation of net loss per common share because their inclusion would be anti-dilutive.

For the six months ended December 31, 2013 diluted income per share has also been presented.  Diluted income per share is calculated using the treasury stock method which uses the weighted average number of common shares outstanding during the period and also includes the dilutive effect of potentially issuable common shares from outstanding stock options and warrants.

 

Recent accounting pronouncements

 

The Company reviews new accounting standards as issued. The accounting pronouncements issued subsequent to the date of these financial statements that were considered significant by management were evaluated for the potential effect on these financial statements. Management does not believe any of the subsequent pronouncements will have a material effect on these financial statements as presented and does not anticipate the need for any future restatement of these financial statements because of the retro-active application of any accounting pronouncements issued subsequent to December 31, 2014 through the date these financial statements were issued.

 

Accounting Standards Update (“ASU”) 2014-15 - Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern

 

The objective of the guidance is to require management to explicitly assess an entity's ability to continue as a going concern, and to provide related footnote disclosures in certain circumstances. In connection with each annual and interim period, management will assess if there is substantial doubt about an entity's ability to continue as a going concern within one year after the issuance date of an entity’s financial statements. The new standard defines substantial doubt and provides examples of indicators thereof. The definition of substantial doubt incorporates a likelihood threshold of "probable" similar to the current use of that term in U.S. GAAP for loss contingencies. The new standard will be effective for all entities in the first annual period ending after December 15, 2016 (December 31, 2016 for calendar year-end entities). Earlier application is permitted. The Company is currently assessing this standard for its impact on future reporting periods.

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Valent Technologies LLC Agreement
6 Months Ended
Dec. 31, 2014
Valent Technologies Llc Agreement [Abstract]
Valent Technologies LLC agreement
3 Valent Technologies LLC agreement

On September 30, 2014, the Company entered into an exchange agreement (the “Exchange Agreement”) with Valent Technologies, LLC (“Valent”), an entity owned by Dr. Dennis Brown, the Company’s Chief Scientific Officer and director, and DelMar (BC). Pursuant to the Exchange Agreement, Valent exchanged its loan payable in the outstanding amount of $278,530 (including aggregate accrued interest to September 30, 2014 of $28,530), issued to Valent by DelMar (BC), for 278,530 shares of the Company’s Series A Preferred Stock.

 

Effective September 30, 2014, the Company filed a Certificate of Designation of Series A Preferred Stock (the “Series A Certificate of Designation”) with the Secretary of State of Nevada. Pursuant to the Series A Certificate of Designation, the Company designated 278,530 shares of preferred stock as Series A Preferred Stock. The shares of Series A Preferred Stock have a stated value of $1.00 per share and are not convertible into common stock. The holder of the Series A Preferred Stock will be entitled to dividends at the rate of 3% of the Stated Value per year, payable quarterly in arrears. Upon any liquidation of the Company, the holder of the Series A Preferred Stock will be entitled to be paid, out of any assets of the Company available for distribution to stockholders, the Stated Value of the shares of Series A Preferred Stock held by such holder, plus any accrued but unpaid dividends thereon, prior to any payments being made with respect to the common stock.


For the three months ended December 31, 2014, the Company accrued $2,089 related to the dividend payable to Valent. The dividend has been recorded as a direct increase in accumulated deficit and was paid subsequent to December 31, 2014. For the three months ended December 31, 2013 the Company accrued $2,044 in interest on its loan payable with Valent.

 

For the six months ended December 31, 2014, the Company accrued $2,089 related to the dividend payable to Valent and $2,091 related to interest from June 30, 2014 to September 30, 2014 when the loan was converted to preferred shares. The dividend of $2,089 has been recorded as a direct increase in accumulated deficit while the $2,091 has been recorded as interest expense. For the six months ended December 31, 2013 the Company accrued $4,073 in interest expense on its loan payable with Valent.

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Related Party Transactions
6 Months Ended
Dec. 31, 2014
Related Party Transactions [Abstract]
Related party transactions
4 Related party transactions

During the six months ended December 31, 2014

Effective September 30, 2014, the Company entered into and closed an agreement with Valent to exchange its loan with Valent for 278,530 shares of preferred stock of the Company (note 3).

Pursuant to consulting agreements with the Company’s officers the Company recognized a total of $265,000 in compensation expense for the six months ended December 31, 2014.

Included in accounts payable at December 31, 2014 is an aggregate amount of $37,659 (June 30, 2014 - $54,960) owed to the Company’s officers and directors for fees and expenses. The Company pays related party payables incurred for fees and expenses under normal commercial terms.

The Company recognized $48,500 in directors’ fees during the six months ended December 31, 2014.

During the six months ended December 31, 2013

Pursuant to consulting agreements with the Company’s officers the Company recognized a total of $215,000 in compensation expense for the six months ended December 31, 2013. 

 

The Company recognized $29,333 in directors’ fees during the six months ended December 31, 2013.

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Derivative Liability
6 Months Ended
Dec. 31, 2014
Derivative liability [Abstract]
Derivative liability
5 Derivative liability

The Company has issued common stock purchase warrants. Based on the terms of certain of these warrants the Company determined that the warrants were a derivative liability which is recognized at fair value at the date of the transaction and re-measured at fair value each reporting period with the changes in fair value recorded in the consolidated condensed statement of loss and comprehensive loss.

Investor Warrants

Tender offer – Investor Warrant exercise price reduction

On June 9, 2014, as amended on June 26, 2014, July 10, 2014, and July 29, 2014, the Company filed a tender offer statement with the Securities and Exchange Commission with respect to certain warrants to purchase common stock of the Company issued to investors (the “Investor Warrants”) to provide the holders thereof with the opportunity to amend and exercise their warrants, upon the terms and subject to the conditions set forth in the Company’s tender offer statement. Pursuant to the tender offer, the Company offered to amend Investor Warrants to purchase an aggregate of 9,195,478 shares of common stock (the “Offer to Amend and Exercise”). There was no minimum participation requirement with respect to the Offer to Amend and Exercise.

Pursuant to the Offer to Amend and Exercise, the Investor Warrants subject to the tender offer were amended (the “Amended Warrants”) to: (i) reduce the exercise price of the Investor Warrants from $0.80 per share to $0.65 per share of common stock in cash, (ii) shorten the exercise period of the Investor Warrants so that they expire concurrently with the expiration of the Offer to Amend and Exercise at 5:00 p.m. (Pacific Time) on August 8, 2014, as may be extended by the Company in its sole discretion (“Expiration Date”), (iii) delete the price-based anti-dilution provisions contained in the Investor Warrants, (iv) restrict the ability of the holder of shares issuable upon exercise of the Amended Warrants to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any of such shares without the prior written consent of the Company for a period of time twenty (20) days after the Expiration Date (the “ Lock-Up Period ”); and (v) provide that a holder, acting alone or with others, will agree not to effect any purchases or sales of any securities of the Company in any “short sales” as defined in Rule 200 promulgated under Regulation SHO under the Exchange Act, or any type of direct and indirect stock pledges, forward sale contracts, options, puts, calls, short sales, swaps, “put equivalent positions” (as defined in Rule 16a-1(h) under the Exchange Act) or similar arrangements, or sales or other transactions through non-U.S. broker dealers or foreign regulated brokers through the expiration of the Lock-Up Period.

Upon the expiration of the Offer to Amend and Exercise on August 8, 2014, 762,227 Amended Warrants were exercised for net proceeds of $470,676 after payment by the Company of a 5% warrant agent fee of $24,772.

Investor Warrant exercises

In addition, during the six months ended December 31, 2014, 1,223,847 Investor Warrants were exercised at $0.65 per warrant for 1,223,847 shares of common stock. The Company received proceeds of $795,501 from these exercises.

All Investor Warrants that have been exercised during the period, including those exercised under the tender offer, were revalued at their respective exercise dates and then a reclassification to equity was recorded. As a result of all of the Investor Warrant exercises, for the six months ended December 31, 2014 an aggregate $391,422 of the derivative liability has been reclassified to equity.

To date, including Investor Warrants exercised prior to June 30, 2014, a total of 5,195,598 Investor Warrants have been exercised for cash for total gross proceeds of $3,886,736.

Investor Warrant exchange

On December 31, 2014, the Company issued 414,889 shares of common stock in exchange for 1,244,666 Investor Warrants. The Investor Warrants that have been exchanged were revalued at their exchange date and then a reclassification to equity was recorded. The reclassification to equity upon the exchange was $305,112. The Company recognized a loss of $92,843 at the time of the exchange.

The remaining 5,964,738 Investor Warrants outstanding at December 31 , 2014 have been re-valued at December 31, 2014 using a simulated probability valuation model using the following assumptions: dividend rate - 0%, volatility - 73%, risk free rate – 1.34% and a term of approximately 3.0 years.

All 5,964,738 Investor Warrants outstanding at December 31, 2014 have an exercise price of $0.80.

Dividend Warrants

In connection with the reverse acquisition, effective January 24, 2013, the Company effected a warrant dividend (the “Warrant Dividend”) pursuant to which the Company issued one five-year warrant to purchase one share of common stock at an exercise price of $1.25 for each outstanding share of common stock (the “Dividend Warrants”). Pursuant to the Warrant Dividend, the Company issued an aggregate of 3,250,007 Dividend Warrants.

On October 31, 2014, the Company and all of its Dividend Warrant holders entered into amendments to the Dividend Warrants such that the Company’s redemption rights and certain provisions of the Dividend Warrant agreements relating to potential cash settlement of the Dividend Warrants were removed. The Dividend Warrants were revalued to the date of the amendment on October 31, 2014 which resulted in a reclassification to equity of $975,278.

Warrants issued for services

The Company has issued 300,000 warrants for services. The warrants were issued on September 12, 2013 and are exercisable on a cashless basis at an exercise price of $1.76 for five years. The warrants have been measured at December 31, 2014 using a simulated probability valuation model using the following assumptions: dividend rate - 0%, volatility - 74%, risk free rate – 1.49% and a term of approximately 3.5 years.

 

The Company’s derivative liability is summarized as follows: 

     

December 31,

2014

$

     

June 30,

2014

$

 
                 
Opening balance     3,329,367       4,402,306  
                 
Change in fair value of warrants     (66,606 )     166,388  
Change in fair value due to change in warrant terms     (23,658 )     (111,179 )
Reclassification to equity upon amendment of warrants     (975,278 )     -  
Reclassification to equity upon exchange of warrants     (305,112 )     -  
Reclassification to equity upon exercise of warrants     (391,422 )     (1,128,148 )
                 
Closing balance     1,567,291       3,329,367  
               
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Stockholders' Equity
6 Months Ended
Dec. 31, 2014
Stockholders Equity [Abstract]
Stockholders' equity
6 Stockholders’ equity

Preferred stock

Authorized

5,000,000 preferred shares, $0.001 par value

 

Issued and outstanding

Special voting shares – at December 31 and June 30, 2014 – 1

Series A shares – at December 31, 2014 – 278,530 (June 30, 2014 – none)

 

Effective September 30, 2014 pursuant to the Company’s Exchange Agreement with Valent (note 3), the Company filed the Series A Certificate of Designation with the Secretary of State of Nevada. Pursuant to the Series A Certificate of Designation, the Company designated 278,530 shares of preferred stock as Series A Preferred Stock. The shares of Series A Preferred Stock have a stated value of $1.00 per share and are not convertible into common stock. The holder of the Series A Preferred Stock will be entitled to dividends at the rate of 3% of the Stated Value per year, payable quarterly in arrears. Upon any liquidation of the Company, the holder of the Series A Preferred Stock will be entitled to be paid, out of any assets of the Company available for distribution to stockholders, the Stated Value of the shares of Series A Preferred Stock held by such holder, plus any accrued but unpaid dividends thereon, prior to any payments being made with respect to the common stock.

 

Common stock

Authorized

200,000,000 common shares, $0.001 par value

 

Issued and outstanding

December 31, 2014 – 38,580,306 (June 30, 20143 – 35,992,343)

 

The issued and outstanding common shares at December 31, 2014 include 4,256,042 shares of common stock on an as-exchanged basis with respect to the shares of Exchangeco that can be exchanged for shares of common stock of the Company.

 

     

Shares of common stock

outstanding

      Common stock       Additional paid-in capital      

 

 

 

Warrants

 
                                 
Balance – June 30, 2014     35,992,343       35,992       13,286,278       6,200,445  
                                 
Exercise of Investor Warrants – net of issue costs     1,986,074       1,986       1,264,191       -  
Reclassification of derivative liability to equity on exercise of warrants     -       -       391.422       -  
Shares issued upon warrant exchange     414,889       415       397,540       -  
Reclassification of derivative liability to equity on amendment of warrant terms     -       -       975,278       -  
Shares issued for services     187,000       187       181,000       -  
Expiration of Broker Warrants     -       -       12,640       (12,640 )
Reclassification of stock option liability upon forfeiture of stock options     -       -       38,038       -  
Stock-based compensation     -       -       78,694       -  
                                 
Balance – December 31, 2014     38,580,306       38,580       16,625,081       6,187,805  
 

 

a) Expiration of Broker Warrants

During the six months ended December 31, 2014 92,000 warrants issued for certain broker services (“Broker Warrants”) exercisable at a price of CDN $0.50 per warrant expired.

Stock Options

The following table sets forth the options outstanding:

         

Number of

stock

options

outstanding

     

Weighted

average

exercise

price

$

 
                     
  Balance – June 30, 2014       3,187,214       0.96  
  Issued       300,000       1.00  
  Forfeited       (72,214 )     0.58  
  Balance – December 31, 2014       3,415,000       0.97  
                     
 

 

The following table summarizes stock options currently outstanding and exercisable at December 31, 2014:

 

Exercise price

$

     

Number

outstanding at

December 31,

2014

     

Weighted

average

remaining

contractual

life

(years)

     

Weighted

average

exercise

price

$

     

Number

exercisable

at

December 31,

2014

     

Exercise

price

$

 
                                             
  0.43       825,000       7.12       0.43       803,417       0.45  
  1.00       300,000       4.75       1.00       50,000       1.00  
  1.05       1,990,000       8.62       1.05       1,616,889       1.05  
  1.54       180,000       8.25       1.54       180,000       1.54  
  2.30       120,000       8.42       2.30       120,000       2.30  
          3,415,000               0.97       2,770,306       0.96  
                                             
 

 Included in the number of stock options outstanding are 825,000 stock options granted at an exercise price of CDN $0.50. The exercise prices shown in the above table have been converted to $0.43 USD using the period ending closing exchange rate. Certain stock options have been granted to non-employees and will be revalued at each reporting date until they have fully vested. The stock options have been re-valued using a Black-Scholes pricing model using the following assumptions:

     

December 31,

2014

 
         
Dividend rate     0 %
Volatility     73.8% to 91.9 %
Risk-free rate     1.25 %
Term - years     0.25 to 2.0  
 

 

The Company has recognized the following amounts as stock-based compensation expense for the periods noted:

    Three months ended December 31,     Six months ended December 31,  
     

2014

$

   

2013

$

   

2014

$

   

2013

$

                                 
Research and development     (8,077 )     163,514       13,056       213,589  
General and administrative     38,460       176,889       66,267       366,690  
                                 
      30,383       340,403       79,323       580,279  
 

 

Of the total stock option expense of $79,323 (December 31, 2013 - $580,279) for the six months ended December 31, 2014, $78,694 (December 31, 2013 - $678,975) has been recognized as additional paid in capital and $629 (December 31, 2013 – a reduction of $(98,696)) has been recognized as a stock option liability. The aggregate intrinsic value of stock options outstanding at December 31, 2014 was $312,675 (December 31, 2013 - $422,910) and the aggregate intrinsic value of stock options exercisable at December 31, 2014 was $304,495 (December 31, 2013 - $341,304). As of December 31, 2014 there was $80,089 in unrecognized compensation expense that will be recognized over the next 1.50 years. No stock options granted under the Plan have been exercised to December 31, 2014. Upon the exercise of stock options new shares will be issued.

A summary of the status of the Company’s unvested stock options under all plans is presented below:

         

Number of

Options

     

Weighted

average

exercise

price

$

     

Weighted

average

grant date

fair value

$

 
                             
  Unvested at June 30, 2014       735,681       0.98       0.54  
  Issued       300,000       1.00       0.25  
  Vested       (318,773 )     1.03       0.57  
  Forfeited       (72,214 )     0.58       0.36  
                             
  Unvested at December 31, 2014       644,694       1.01       0.63  
 

 

Certain of the Company’s warrants have been recognized as a derivative liability (note 5). The following table summarizes all of the Company’s outstanding warrants as of December 31, 2014:

Description     Number  
         
Balance – June 30, 2014     18,732,485  
Broker Warrants (i)     (92,000 )
Investor Warrants exercised (ii)     (1,986,074 )
Investor Warrants exchanged (iii)     (1,244,666 )
         
Balance - December 31, 2014     15,409,745  
 

 

i) During the six months ended December 31, 2014, 92,000 Broker Warrants expired.
ii) During the six months ended December 31, 2014, 1,986,074 Investor Warrants were exercised for 1,986,074 shares of common stock (note 5).
iii) During the six months ended December 31, 2014, 1,244,666 Investor Warrants were exchanged for 414,889 shares of common stock (notes 5 and 8).
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Financial Instruments
6 Months Ended
Dec. 31, 2014
Fair Value Disclosures [Abstract]
Financial instruments
7 Financial instruments

The Company has financial instruments that are measured at fair value. To determine the fair value, we use the fair value hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use to value an asset or liability and are developed based on market data obtained from independent sources. Unobservable inputs are inputs based on assumptions about the factors market participants would use to value an asset or liability. The three levels of inputs that may be used to measure fair value are as follows:

· Level one - inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities;

 

· Level two - inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly such as interest rates, foreign exchange rates, and yield curves that are observable at commonly quoted intervals; and

 

· Level three - unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use.

 

Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy.

The Company’s financial instruments consist of cash and cash equivalents, other receivables, accounts payable, related party payables and derivative liability. The carrying values of cash and cash equivalents, other receivables, accounts payable and related party payables approximate their fair values due to the immediate or short-term maturity of these financial instruments.

As quoted prices for the derivative liability are not readily available, the Company has used a simulated probability valuation model, as described in note 2 to estimate fair value. The derivative liability utilizes Level 3 inputs as defined above.

The Company has the following liabilities under the fair value hierarchy:

          December 31, 2014
             
Liability   Level 1   Level 2   Level 3
             
Derivative liability   -   -   1,567,291
 

 

        June 30, 2014
             
Liability   Level 1   Level 2   Level 3
             
Derivative liability   -   -   3,329,367
 
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Subsequent Events
6 Months Ended
Dec. 31, 2014
Subsequent Events [Abstract]
Subsequent events
8 Subsequent events

Tender offer warrant exchange

On January 8, 2015 (note 5) , the Company filed a tender offer statement with the Securities and Exchange Commission, and on January 23, 2015, the Company filed an amendment thereto , with respect to certain Investor Warrants to purchase common stock of the Company. The tender offer provided the holders of the Investor Warrants with the opportunity to receive one share of common stock for every three Investor Warrants that are tendered. The tender offer was available to all 5,964,738 Investor Warrants outstanding at December 31, 2014. If all outstanding Investor Warrants were tendered, the Company would have issued 1,988,246 shares of common stock. To participate in the tender offer the Investor Warrant holders were required to deliver completed exchange documents to the Company, prior to the expiration of the tender offer, which was 5:00 p.m. (Pacific Time) on February 9, 2015.

The tender offer expired on February 9, 2015. A total of 1,591,875 Investor Warrants were exchanged for 530,625 shares of common stock resulting in a net increase in stockholder’s equity of approximately $400,957.

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Significant Accounting Policies (Policies)
6 Months Ended
Dec. 31, 2014
Significant Accounting Policies [Abstract]
Basis of presentation

Basis of presentation

The consolidated condensed interim financial statements of the Company have been prepared in accordance with United States Generally Accepted Accounting Principles (“U.S. GAAP”) and are presented in United States dollars. The Company’s functional currency is the United States dollar.

In the quarter ended March 31, 2013, the Company’s functional currency changed from Canadian dollars to United States dollars as a result of various objective factors. Therefore translation of goods and services in a foreign currency are re-measured to the functional currency of the Company with gains and losses on re-measurement recorded in the consolidated condensed interim statement of loss. Any gains and losses that were previously recorded in accumulated other comprehensive income are unchanged from the date of the change of functional currency which was January 1, 2013.

The accompanying consolidated condensed interim financial statements include the accounts of the Company and its wholly-owned subsidiaries, DelMar BC, Callco, and Exchangeco. All intercompany balances and transactions have been eliminated.

The principal accounting policies applied in the preparation of these financial statements are set out below and have been consistently applied to all periods presented.

Unaudited interim financial data

Unaudited interim financial data

The accompanying unaudited December 31, 2014 consolidated condensed interim balance sheet, the consolidated condensed interim statements of loss and comprehensive loss for the three and six months ended December 31, 2014 and 2013, and consolidated condensed cash flows for the six months ended December 31, 2014 and 2013, and the related interim information contained within the notes to the consolidated condensed interim financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission for interim financial information. Accordingly, they do not include all of the information and the notes required by U.S. GAAP for complete financial statements. These consolidated condensed interim financial statements should read in conjunction with the audited financial statements of the Company as at June 30, 2014 and December 31, 2013 filed in our Form 10-KT filed with the Securities and Exchange Commission on August 28, 2014. In the opinion of management, the unaudited consolidated condensed interim financial statements reflect all adjustments, consisting of normal and recurring adjustments, necessary for the fair statement of the Company’s financial position at December 31, 2014 and results of its operations for the three and six months ended December 31, 2014 and 2013, and its cash flows for the six months ended December 31, 2014 and 2013. The results for three and six months ended December 31, 2014 are not necessarily indicative of the results to be expected for the fiscal year ending June 30, 2015 or for any other future annual or interim period.

Use of estimates

Use of estimates

The preparation of consolidated condensed interim financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions about future events that affect the reported amounts of assets, liabilities, expenses, contingent assets and contingent liabilities as at the end or during the reporting period. Actual results could significantly differ from those estimates. Significant areas requiring management to make estimates include the derivative liability and the valuation of equity instruments, including stock options, issued for services. We have updated our estimates and models for the issuance of any new awards issued during the period.

Loss per share

Loss per share

Loss per share is calculated based on the weighted average number of common shares outstanding. For the three and six month periods ended December 31, 2014 and for the three months ended December 31, 2013 diluted loss per share does not differ from basic loss per share since the effect of the Company’s warrants and stock options are anti-dilutive. At December 31, 2014, potential common shares of 15,409,745 (December 31, 2013 – 24,864,009) relating to warrants and 3,415,000 (December 31, 2013 – 3,240,000) relating to stock options were excluded from the calculation of net loss per common share because their inclusion would be anti-dilutive.

For the six months ended December 31, 2013 diluted income per share has also been presented.  Diluted income per share is calculated using the treasury stock method which uses the weighted average number of common shares outstanding during the period and also includes the dilutive effect of potentially issuable common shares from outstanding stock options and warrants.

Recent accounting pronouncements

Recent accounting pronouncements

 

The Company reviews new accounting standards as issued. The accounting pronouncements issued subsequent to the date of these financial statements that were considered significant by management were evaluated for the potential effect on these financial statements. Management does not believe any of the subsequent pronouncements will have a material effect on these financial statements as presented and does not anticipate the need for any future restatement of these financial statements because of the retro-active application of any accounting pronouncements issued subsequent to December 31, 2014 through the date these financial statements were issued.

 

Accounting Standards Update (“ASU”) 2014-15 - Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern

 

The objective of the guidance is to require management to explicitly assess an entity's ability to continue as a going concern, and to provide related footnote disclosures in certain circumstances. In connection with each annual and interim period, management will assess if there is substantial doubt about an entity's ability to continue as a going concern within one year after the issuance date of an entity’s financial statements. The new standard defines substantial doubt and provides examples of indicators thereof. The definition of substantial doubt incorporates a likelihood threshold of "probable" similar to the current use of that term in U.S. GAAP for loss contingencies. The new standard will be effective for all entities in the first annual period ending after December 15, 2016 (December 31, 2016 for calendar year-end entities). Earlier application is permitted. The Company is currently assessing this standard for its impact on future reporting periods.

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Derivative Liability (Tables)
6 Months Ended
Dec. 31, 2014
Derivative liability [Abstract]
Shedule of derivative liabilities
 
     

December 31,

2014

$

     

June 30,

2014

$

 
                 
Opening balance     3,329,367       4,402,306  
                 
Change in fair value of warrants     (66,606 )     166,388  
Change in fair value due to change in warrant terms     (23,658 )     (111,179 )
Reclassification to equity upon amendment of warrants     (975,278 )     -  
Reclassification to equity upon exchange of warrants     (305,112 )     -  
Reclassification to equity upon exercise of warrants     (391,422 )     (1,128,148 )
                 
Closing balance     1,567,291       3,329,367  
 

 

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Stockholders' Equity (Tables)
6 Months Ended
Dec. 31, 2014
Stockholders Equity [Abstract]
Schedule of common stock issued and outstanding
 
     

Shares of common stock

outstanding

      Common stock       Additional paid-in capital      

 

 

 

Warrants

 
                                 
Balance – June 30, 2014     35,992,343       35,992       13,286,278       6,200,445  
                                 
Exercise of Investor Warrants – net of issue costs     1,986,074       1,986       1,264,191       -  
Reclassification of derivative liability to equity on exercise of warrants     -       -       391.422       -  
Shares issued upon warrant exchange     414,889       415       397,540       -  
Reclassification of derivative liability to equity on amendment of warrant terms     -       -       975,278       -  
Shares issued for services     187,000       187       181,000       -  
Expiration of Broker Warrants     -       -       12,640       (12,640 )
Reclassification of stock option liability upon forfeiture of stock options     -       -       38,038       -  
Stock-based compensation     -       -       78,694       -  
                                 
Balance – December 31, 2014     38,580,306       38,580       16,625,081       6,187,805  
 

 

Schedule of options outstanding under the plan
 
         

Number of

stock

options

outstanding

     

Weighted

average

exercise

price

$

 
                     
  Balance – June 30, 2014       3,187,214       0.96  
  Issued       300,000       1.00  
  Forfeited       (72,214 )     0.58  
  Balance – December 31, 2014       3,415,000       0.97  
                     
 
Schedule of stock options currently outstanding and exercisable
 
 

Exercise price

$

     

Number

outstanding at

December 31,

2014

     

Weighted

average

remaining

contractual

life

(years)

     

Weighted

average

exercise

price

$

     

Number

exercisable

at

December 31,

2014

     

Exercise

price

$

 
                                             
  0.43       825,000       7.12       0.43       803,417       0.45  
  1.00       300,000       4.75       1.00       50,000       1.00  
  1.05       1,990,000       8.62       1.05       1,616,889       1.05  
  1.54       180,000       8.25       1.54       180,000       1.54  
  2.30       120,000       8.42       2.30       120,000       2.30  
          3,415,000               0.97       2,770,306       0.96  
                                             
 
Schedule of stock options valuation assumptions using a Black-Scholes pricing model
 
     

December 31,

2014

 
         
Dividend rate     0 %
Volatility     73.8% to 91.9 %
Risk-free rate     1.25 %
Term - years     0.25 to 2.0  
 
Schedule of stock-based compensation expense
 
    Three months ended December 31,     Six months ended December 31,  
     

2014

$

   

2013

$

   

2014

$

   

2013

$

                                 
Research and development     (8,077 )     163,514       13,056       213,589  
General and administrative     38,460       176,889       66,267       366,690  
                                 
      30,383       340,403       79,323       580,279  
 
Schedule of unvested stock options
 
         

Number of

Options

     

Weighted

average

exercise

price

$

     

Weighted

average

grant date

fair value

$

 
                             
  Unvested at June 30, 2014       735,681       0.98       0.54  
  Issued       300,000       1.00       0.25  
  Vested       (318,773 )     1.03       0.57  
  Forfeited       (72,214 )     0.58       0.36  
                             
  Unvested at December 31, 2014       644,694       1.01       0.63  
Schedule of outstanding warrants
 
Description     Number  
         
Balance – June 30, 2014     18,732,485  
Broker Warrants (i)     (92,000 )
Investor Warrants exercised (ii)     (1,986,074 )
Investor Warrants exchanged (iii)     (1,244,666 )
         
Balance - December 31, 2014     15,409,745  
 

 

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Financial Instruments (Tables)
6 Months Ended
Dec. 31, 2014
Fair Value Disclosures [Abstract]
Schedule of derivative liabilities under the fair value hierarchy
 
          December 31, 2014
             
Liability   Level 1   Level 2   Level 3
             
Derivative liability   -   -   1,567,291
 

 

        June 30, 2014
             
Liability   Level 1   Level 2   Level 3
             
Derivative liability   -   -   3,329,367
 

 

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Nature of Operations and Liquidity Risk (Details) (USD $)
3 Months Ended 6 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2014
Dec. 31, 2013
Jun. 30, 2014
Jun. 30, 2013
Nature of operations and liquidity risk [Abstract]
Net and comprehensive loss (income) for the period $ 1,076,759 $ 865,976 $ 2,399,120 $ (5,928,256)
Accumulated deficit 21,064,623 21,064,623 18,663,414
Cash and cash equivalents 3,958,439 4,136,803 3,958,439 4,136,803 4,759,711 6,282,992
Net proceeds from exercise of warrants $ 1,266,177
Number of warrants exercised 1,986,074
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Significant Accounting Policies (Details)
6 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Common stock
Significant Accounting Policies [Line Items]
Antidilutive securities excluded from computation of earnings per share 15,409,745 24,864,009
Stock options [Member]
Significant Accounting Policies [Line Items]
Antidilutive securities excluded from computation of earnings per share 3,415,000 3,240,000
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Valent Technologies LLC Agreement (Details) (USD $)
3 Months Ended 6 Months Ended 1 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2014
Dec. 31, 2013
Sep. 30, 2014
Jun. 30, 2014
Agreement [Line Items]
Preferred Stock, par value (in dollars per share) $ 0.001 $ 0.001 $ 0.001
Interest expense    $ (2,044) $ (2,091) $ (4,073)
Dividends payable 2,089 2,089
Series A Preferred Stock [Member]
Agreement [Line Items]
Preferred stock, issued 278,530 278,530   
Preferred Stock, dividend rate percentage 3.00%
Valent Technologies, LLC
Agreement [Line Items]
Loan payable 278,530
Aggregate accrued interest 28,530
Accrued dividend payable 2,089 2,089
Loans payable to accured interest $ 2,044 $ 4,073 2,091
Valent Technologies, LLC | Series A Preferred Stock [Member]
Agreement [Line Items]
Preferred Stock, par value (in dollars per share) 1
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Related Party Transactions (Details) (USD $)
6 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Jun. 30, 2014
Sep. 30, 2014
Related Party Transaction [Line Items]
Aggregate amount owing to officers and directors for fees and expenses $ 37,659 $ 54,960
Valent Technologies, LLC
Related Party Transaction [Line Items]
Loans Payable, Current 278,530
Officer and Director | Consulting Agreement
Related Party Transaction [Line Items]
Cash compensation to officers 265,000 215,000
Aggregate amount owing to officers and directors for fees and expenses 37,659 54,960
Director fees recognized $ 48,500 $ 29,333
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Derivative Liability (Details) (USD $)
3 Months Ended 6 Months Ended 12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2014
Dec. 31, 2013
Jun. 30, 2014
Schedule Of Derivative Liabilities [Roll Forward]
Opening balance $ 3,329,367 $ 4,402,306 $ 4,402,306
Change in fair value of warrants (435,200) (372,487) (66,606) (8,466,826) (166,388)
Change in fair value of derivative liability due to change in warrant terms 143,532    (23,658)    (111,179)
Reclassification to equity upon amendment of warrants 975,278      
Reclassification to equity upon exchange of warrants 305,112      
Reclassification to equity upon exercise of warrants (391,422) (1,128,148)
Closing balance $ 1,567,291 $ 1,567,291 $ 3,329,367
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Derivative Liability (Details Textual) (USD $)
3 Months Ended 6 Months Ended 12 Months Ended 1 Months Ended 0 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2014
Jun. 30, 2014
Dec. 31, 2013
Jun. 30, 2014
Oct. 31, 2014
Aug. 08, 2014
Jun. 09, 2014
Derivative [Line Items]
Reclassification of derivative liability to equity upon exercise of Investor Warrants (note 8)   
Exercise Price $ 0.65 $ 0.65
Net proceeds from the exercise of warrants 1,266,177   
Dividend warrants exercise price $ 1.25 $ 1.25
Number of dividend warrants issued 3,250,007
Reclassification of derivative liability to equity upon the exchange of Investor Warrants (note 5) 305,112      
Reclassification of derivative liability to equity upon the amendment of Dividend Warrants (note 5) 975,278      
Loss on exchange of warrants 92,843    92,843   
Investor Warrants [Member]
Derivative [Line Items]
Number of warrants outstanding 9,195,478
Investor Warrants [Member] | Maximum [Member]
Derivative [Line Items]
Exercise Price $ 0.8 $ 0.8
Investor Warrants [Member] | Minimum [Member]
Derivative [Line Items]
Exercise Price $ 0.65 $ 0.65
Investor Warrant Exercises [Member]
Derivative [Line Items]
Common stock shares issued on exercise of warrants 1,223,847
Number of warrants of exercised 1,223,847 1,223,847 5,195,598 5,195,598
Reclassification of derivative liability to equity upon exercise of Investor Warrants (note 8) 391,422
Exercise Price $ 0.65 $ 0.65
Net proceeds from the exercise of warrants 795,501 3,886,736
Term of warrant 3 years
Investor Warrant Exchange [Member]
Derivative [Line Items]
Common stock shares issued on exercise of warrants 1,244,666
Number of warrants issued 414,889
Number of warrants outstanding 5,964,738 5,964,738
Exercise Price $ 0.8 $ 0.8
Dividend Warrants [Member]
Derivative [Line Items]
Reclassification of derivative liability to equity upon the amendment of Dividend Warrants (note 5) 975,278
Warrants Issued for Services [Member]
Derivative [Line Items]
Number of warrants issued 300,000
Exercise Price $ 1.76 $ 1.76
Term of warrant 5 years
Amended Warrants
Derivative [Line Items]
Number of warrants of exercised 762,227
Warrants exercisable description (i) reduce the exercise price of the Investor Warrants from $0.80 per share to $0.65 per share of common stock in cash, (ii) shorten the exercise period of the Investor Warrants so that they expire concurrently with the expiration of the Offer to Amend and Exercise at 5:00 p.m. (Pacific Time) on August 8, 2014, as may be extended by the Company in its sole discretion ("Expiration Date"), (iii) delete the price-based anti-dilution provisions contained in the Investor Warrants, (iv) restrict the ability of the holder of shares issuable upon exercise of the Amended Warrants to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any of such shares without the prior written consent of the Company for a period of time twenty (20) days after the Expiration Date (the " Lock-Up Period ")
Agent fee of warrants 24,772
Percentage of agent fee of warrant 5.00%
Net proceeds from the exercise of warrants $ 470,676
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Derivative Liability (Details Textual 1)
6 Months Ended
Dec. 31, 2014
Warrants Issued for Services [Member]
Derivative [Line Items]
Fair value assumptions dividend rate 0.00%
Fair value assumptions volatility rate 74.00%
Fair value assumptions risk free rate 1.49%
Fair value assumptions expected term 3 years 6 months
Investor Warrant Exchange [Member]
Derivative [Line Items]
Fair value assumptions dividend rate 0.00%
Fair value assumptions volatility rate 73.00%
Fair value assumptions risk free rate 1.34%
Fair value assumptions expected term 3 years
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Stockholders' Equity (Details) (USD $)
6 Months Ended 12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Jun. 30, 2014
Schedule Of Common Stock Issued And Outstanding [Line Items]
Balance $ 880,479
Reclassification of derivative liability to equity on exercise of warrants (391,422) (1,128,148)
Reclassification of derivative liability to equity on amendment of warrant terms 975,278      
Shares issued for services, shares 1,988,246
Stock-based compensation 78,694 678,975
Balance 2,086,551 880,479
Common stock [Member]
Schedule Of Common Stock Issued And Outstanding [Line Items]
Balance 35,992
Balance (in shares) 35,992,343
Exercise of Investor Warrants - net of issue costs 1,986
Exercise of Investor Warrants - net of issue costs, shares 1,986,074
Reclassification of derivative liability to equity on exercise of warrants   
Shares issued upon warrant exchange 415
Shares issued upon warrant exchange, shares 414,889
Shares issued for services 187
Shares issued for services, shares 187,000
Expiration of Broker Warrants   
Reclassification of stock option liability upon forfeiture of stock options   
Stock-based compensation   
Balance 38,580
Balance (in shares) 38,580,306
Additional paid-in capital [Member]
Schedule Of Common Stock Issued And Outstanding [Line Items]
Balance 13,286,278
Exercise of Investor Warrants - net of issue costs 1,264,191
Reclassification of derivative liability to equity on exercise of warrants 391.422
Shares issued upon warrant exchange 397,540
Reclassification of derivative liability to equity on amendment of warrant terms 975,278
Shares issued for services 181,000
Expiration of Broker Warrants 12,640
Reclassification of stock option liability upon forfeiture of stock options 38,038
Stock-based compensation 78,694
Balance 16,625,081
Warrants [Member]
Schedule Of Common Stock Issued And Outstanding [Line Items]
Balance 6,200,445
Exercise of Investor Warrants - net of issue costs   
Reclassification of derivative liability to equity on exercise of warrants   
Shares issued upon warrant exchange   
Shares issued for services   
Expiration of Broker Warrants (12,640)
Reclassification of stock option liability upon forfeiture of stock options   
Stock-based compensation   
Balance $ 6,187,805
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Stockholders' Equity (Details 1)
6 Months Ended
Dec. 31, 2014
USD ($)
Dec. 31, 2014
CAD
Dec. 31, 2014
Stock options [Member]
USD ($)
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Beginning balance 3,187,214
Issued 825,000 825,000 300,000
Forfeited (72,214)
Ending balance 3,415,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]
Beginning balance (in Dollars per share) $ 0.96
Issued (in Dollars per share) $ 0.43 0.5 $ 1
Forfeited (in Dollars per share) $ 0.58
Ending balance (in Dollars per share) $ 0.97
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Stockholders' Equity (Details 2) (Stock options [Member], USD $)
6 Months Ended
Dec. 31, 2014
Jun. 30, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of stock options outstanding 3,415,000 3,187,214
Weighted average exercise price (in Dollars per share) $ 0.97 $ 0.96
Number of stock options exercisable 2,770,306
Exercise price (in Dollars per share) $ 0.96
0.43 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exercise price (in Dollars per share) $ 0.43
Number of stock options outstanding 825,000
Weighted average remaining contractual life (years) 7 years 1 month 13 days
Weighted average exercise price (in Dollars per share) $ 0.43
Number of stock options exercisable 803,417
Exercise price (in Dollars per share) $ 0.45
1.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exercise price (in Dollars per share) $ 1
Number of stock options outstanding 300,000
Weighted average remaining contractual life (years) 4 years 9 months
Weighted average exercise price (in Dollars per share) $ 1
Number of stock options exercisable 50,000
Exercise price (in Dollars per share) $ 1
1.05 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exercise price (in Dollars per share) $ 1.05
Number of stock options outstanding 1,990,000
Weighted average remaining contractual life (years) 8 years 7 months 13 days
Weighted average exercise price (in Dollars per share) $ 1.05
Number of stock options exercisable 1,616,889
Exercise price (in Dollars per share) $ 1.05
1.54 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exercise price (in Dollars per share) $ 1.54
Number of stock options outstanding 180,000
Weighted average remaining contractual life (years) 8 years 3 months
Weighted average exercise price (in Dollars per share) $ 1.54
Number of stock options exercisable 180,000
Exercise price (in Dollars per share) $ 1.54
2.30 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exercise price (in Dollars per share) $ 2.3
Number of stock options outstanding 120,000 120,000
Weighted average remaining contractual life (years) 8 years 5 months 1 day
Weighted average exercise price (in Dollars per share) $ 2.3 $ 2.3
Number of stock options exercisable 120,000
Exercise price (in Dollars per share) $ 2.3
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Stockholders' Equity (Details 3) (Stock options [Member])
6 Months Ended
Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividend rate 0.00%
Risk-free rate 1.25%
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Volatility 73.80%
Term - years 3 months
Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Volatility 91.90%
Term - years 2 years
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Stockholders' Equity (Details 4) (USD $)
3 Months Ended 6 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2014
Dec. 31, 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense $ 30,383 $ 340,403 $ 79,323 $ 580,279
Research and development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense (8,077) 163,514 13,056 213,589
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense $ 38,460 $ 176,889 $ 66,267 $ 366,690
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Stockholders' Equity (Details 5) (USD $)
6 Months Ended
Dec. 31, 2014
Number of Options
Number of options, Issued 825,000
Stock options [Member]
Number of Options
Number of options unvested, beginning balance 735,681
Number of options, Issued 300,000
Number of options, vested (318,773)
Number of options, forfeited (72,214)
Number of options unvested, ending balance 644,694
Weighted Average Exercise Price
Weighted average exercise price unvested, beginning balance (in Dollars per share) 0.98
Weighted average exercise price unvested, issued (in Dollars per share) 1
Weighted average exercise price unvested, vested (in Dollars per share) 1.03
Weighted average exercise price unvested, forfeited (in Dollars per share) 0.58
Weighted average exercise price unvested, ending balance (in Dollars per share) 1.01
Weighted Average Grant Date Fair Value
Weighted average grant date fair value, unvested, beginning balance (in Dollars per share) 0.54
Weighted average grant date fair value, unvested, granted (in Dollars per share) 0.25
Weighted average grant date fair value, unvested, vested (in Dollars per share) 0.57
Weighted average grant date fair value, unvested, forfeited (in Dollars per share) 0.36
Weighted average grant date fair value, unvested, ending balance (in Dollars per share) 0.63
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Stockholders' Equity (Details 6)
6 Months Ended
Dec. 31, 2014
Number Of Warrants [Roll Forward]
Beginning Balance 18,732,485
Broker warrants (i) (92,000) [1]
Investor Warrants exercised (ii) (1,986,074) [2]
Investor Warrants exchanged (iii) (1,244,666) [3]
Ending Balance 15,409,745
[1] i) During the six months ended December 31, 2014, 92,000 Broker Warrants expired.
[2] ii) During the six months ended December 31, 2014, 1,986,074 Investor Warrants were exercised for 1,986,074 shares of common stock (note 5).
[3] iii) During the six months ended December 31, 2014, 1,244,666 Investor Warrants were exchanged for 414,889 shares of common stock (notes 5 and 8).
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Stockholders' Equity (Detail Textuals) (USD $)
6 Months Ended 12 Months Ended 1 Months Ended 6 Months Ended
Dec. 31, 2014
Jun. 30, 2014
Sep. 30, 2014
Jun. 30, 2014
Stockholders Equity Note [Line Items]
Preferred stock, par value (in dollars per share) $ 0.001 $ 0.001 0.001
Preferred stock, shares authorized 5,000,000 5,000,000 5,000,000
Preferred stock special voting shares issued 1 1
Common stock, shares authorized 200,000,000 200,000,000 200,000,000
Common stock, par value (in dollars per share) $ 0.001 $ 0.001 0.001
Common stock, shares issued (in shares) 38,580,306 35,992,343 35,992,343
Common stock, shares outstanding (in shares) 38,580,306 35,992,343 35,992,343
Stock issued and outstanding on exchanged basis 4,256,042
Series A Preferred Stock [Member]
Stockholders Equity Note [Line Items]
Preferred stock, issued 278,530      
Preferred stock, shares outstanding 278,530      
Preferred Stock, dividend rate percentage 3.00%
Exchange Agreement | Series A Preferred Stock [Member]
Stockholders Equity Note [Line Items]
Preferred stock, par value (in dollars per share) $ 1
Voting and Exchange Trust Agreement
Stockholders Equity Note [Line Items]
Preferred stock special voting shares issued 1 1
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Stockholders' Equity (Detail Textuals 1)
6 Months Ended 6 Months Ended
Dec. 31, 2014
USD ($)
Dec. 31, 2014
CAD
Dec. 31, 2013
USD ($)
Jun. 30, 2014
USD ($)
Dec. 31, 2014
Investor Warrant Exercises [Member]
Dec. 31, 2014
Investor Warrant Exchange [Member]
Dec. 31, 2014
Broker Warrants [Member]
CAD
Stockholders Equity Note [Line Items]
Number of warrants exercisable (1,986,074) [1] (1,986,074) [1] 92,000
Number of warrants exchanged (1,244,666) [2] (1,244,666) [2]
Number of broker warrants (92,000) [3] (92,000) [3]
Stock options granted 825,000 825,000
Stock option expense $ 79,323 $ 580,279
Stock option recognized as additional paid in capital 78,694 678,975
Exercise price $ 0.43 0.5 0.5
Stock option liability 180,350 217,759
Aggregate intrinsic value of stock options outstanding 12,675 422,910
Aggregate intrinsic value of stock options exercisable 304,495 341,304
Unrecognized compensation expense 80,089
Unrecognized compensation expense, period of recognition 1 year 6 months 1 year 6 months
Number of investort warrants issued 414,889
Common stock shares issued on exercise of warrants 1,223,847 1,244,666
Rrecognized as stock option liability $ 629 $ 98,696
[1] ii) During the six months ended December 31, 2014, 1,986,074 Investor Warrants were exercised for 1,986,074 shares of common stock (note 5).
[2] iii) During the six months ended December 31, 2014, 1,244,666 Investor Warrants were exchanged for 414,889 shares of common stock (notes 5 and 8).
[3] i) During the six months ended December 31, 2014, 92,000 Broker Warrants expired.
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Financial Instruments (Details) (USD $)
Dec. 31, 2014
Jun. 30, 2014
Jun. 30, 2013
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability $ 1,567,291 $ 3,329,367 $ 4,402,306
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability      
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability      
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability $ 1,567,291 $ 3,329,367
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Subsequent Events (Details) (USD $)
6 Months Ended
Dec. 31, 2014
Jun. 30, 2014
Subsequent Event [Line Items]
Warrants outstanding 15,409,745 18,732,485
Shares issued for services, shares 1,988,246
Investor warrants total 1,591,875
Common stock shares are exchanged with warrants 530,625
Net increasese in stockholder's equity $ 400,957
Investor [Member]
Subsequent Event [Line Items]
Warrants outstanding 5,964,738
Subsequent Event [Member]
Subsequent Event [Line Items]
Shares issued for services, shares 1,988,246
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