10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549  

FORM 10-Q/A

(Mark One)
☒	QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2017
r	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from __________________ to ______________

Commission file number: 001-38244

GENPREX, INC.

(Exact name of registrant as specified in its charter)

Delaware	90 - 0772347
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)
100 Congress Avenue, Suite 2000, Austin, TX	78701
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (512) 370-4081

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes ☐   No ☒

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☐  No ☒

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See definition of “large accelerated filer,” accelerated filer” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act: 

Large accelerated filer ☐	Accelerated filer ☐
Non-accelerated filer ☐  (Do not check if a smaller reporting company)	Smaller Reporting Company ☒
Emerging growth company  ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐  No ☒    

As of November 27, 2017, the registrant had 333,065 shares of voting common stock, par value $0.001 per share, outstanding and 25,611 shares of non-voting common stock, par value $0.001 per share, outstanding.

EXPLANATORY NOTE

The sole purpose of this Amendment No. 1 to the Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2017 of Genprex, Inc. (the “Company”) filed with the Securities and Exchange Commission on November 27, 2017 (the “Form 10-Q”) is to include Exhibit 101 to the Form 10-Q, which contains the XBRL (eXtensible Business Reporting Language) Interactive Data File for the financial statements and notes.

No other changes have been made to the Form 10-Q. This Amendment No. 1 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-Q.

ITEM 6. EXHIBITS

Exhibit Number	Description of Exhibit
1.1(1)	Form of Underwriting Agreement
4.7(1)	Form of Underwriter’s Warrant Agreement
31.1(2)	Certification of Principal Executive Officer pursuant to Rule13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended
31.2(2)	Certification of Principal Financial Officer pursuant to Rule13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended
32.1(2)	Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14(b) or 15d-14(b) of the Securities Exchange Act, as amended, and 18 U.S.C. Section 1350
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

(1) Incorporated by reference to Amendment no. 6 to the Registrant’s Registration Statement on Form S-1 (File No. 333-219386), filed with the Securities and Exchange Commission on October 10, 2017.

(2) These exhibits were previously included in the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2017, filed with the Securities and Exchange Commission on November 27, 2017.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	GENPREX, INC.
Date: December 5, 2017	By:	/s/ Rodney Varner
		Rodney Varner
		Chief Executive Officer (Principal Executive Officer)
	By:	/s/ Ryan Confer
		Ryan Confer
		Chief Financial Officer (Principal Financial Officer)

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Document And Entity Information - shares	9 Months Ended
	Sep. 30, 2017	Nov. 27, 2017
Document Information [Line Items]
Entity Registrant Name	Genprex, Inc.
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Amendment Flag	false
Entity Central Index Key	0001595248
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Smaller Reporting Company
Entity Well-known Seasoned Issuer	No
Document Period End Date	Sep. 30, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	Q3
Nonvoting Common Stock [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		25,611
Voting Common Stock [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		333,065

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Balance Sheets - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Current assets:
Cash	$ 373,945	$ 1,602,295
Prepaid expenses and other	26,812	36,533
Total current assets	400,757	1,638,828
Property and equipment, net	8,833	5,157
Other assets:
Deposits	0	0
Deferred offering costs	559,810	25,507
Intellectual property, net	297,381	241,037
Total other assets	857,191	266,544
Total assets	1,266,781	1,910,529
Current liabilities:
Accounts payable and accrued expenses	363,077	285,661
Other current liabilities	32,180	0
Total current liabilities	395,257	285,661
Investment unit	0	0
Commitments and contingencies
Stockholders’ equity:
Common stock $0.001 par value: 5,500,000 shares authorized; 327,676, 307,676 and 348,676 shares issued and outstanding, respectively	355	328
Additional paid-in capital	17,655,553	15,761,362
Accumulated deficit	(16,785,779)	(14,138,195)
Total stockholders’ equity	871,524	1,624,868
Total liabilities and stockholders’ equity	1,266,781	1,910,529
Series A Preferred Stock [Member]
Stockholders’ equity:
Preferred stock	1,002	1,002
Series B Preferred Stock [Member]
Stockholders’ equity:
Preferred stock	208	208
Series C Preferred Stock [Member]
Stockholders’ equity:
Preferred stock	73	73
Series D Preferred Stock [Member]
Stockholders’ equity:
Preferred stock	1	1
Series E Preferred Stock [Member]
Stockholders’ equity:
Preferred stock	3	3
Series F Preferred Stock [Member]
Stockholders’ equity:
Preferred stock	4	4
Series G Preferred Stock [Member]
Stockholders’ equity:
Preferred stock	$ 104	$ 82

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Balance Sheets (Parentheticals) - $ / shares	Sep. 30, 2017	Dec. 31, 2016
Common stock; par value (in Dollars per share)	$ 0.001	$ 0.001
Common stock; shares authorized	5,500,000	5,500,000
Common stock; shares issued	353,676	327,676
Common stock; shares outstanding	353,676	327,676
Series A Preferred Stock [Member]
Series; shares issued	1,001,667	1,001,667
Series; shares outstanding	1,001,667	1,001,667
Series B Preferred Stock [Member]
Series; shares issued	207,917	207,917
Series; shares outstanding	207,917	207,917
Series C Preferred Stock [Member]
Series; shares issued	73,452	73,452
Series; shares outstanding	73,452	73,452
Series D Preferred Stock [Member]
Series; shares issued	1,443	1,443
Series; shares outstanding	1,443	1,443
Series E Preferred Stock [Member]
Series; shares issued	2,886	2,886
Series; shares outstanding	2,886	2,886
Series F Preferred Stock [Member]
Series; shares issued	4,008	4,008
Series; shares outstanding	4,008	4,008
Series G Preferred Stock [Member]
Series; shares issued	103,580	81,107
Series; shares outstanding	103,580	81,107

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Statements of Operations - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Revenues	$ 0	$ 0	$ 0	$ 0
Cost and expenses:
Depreciation	808	216	2,213	648
Research and development	55,517	89,896	228,860	225,546
General and administrative	658,797	629,747	2,416,557	2,906,898
Total costs and expenses	715,122	719,859	2,647,630	3,133,092
Operating loss	(715,122)	(719,859)	(2,647,630)	(3,133,092)
Interest Income	24	0	55	0
Income tax expense	0	0	0	0
Net loss	$ (715,098)	$ (719,859)	$ (2,647,576)	$ (3,133,092)
Net loss per share—basic and diluted (in Dollars per share)	$ (2.04)	$ (2.25)	$ (7.77)	$ (10.04)
Weighted average number of common shares— basic and diluted (in Shares)	351,176	320,176	340,764	311,985

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Statements of Cash Flows - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Cash flows from operating activities:
Net loss	$ (715,098)	$ (719,859)	$ (2,647,576)	$ (3,133,092)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	808	216	2,213	648
Share based compensation			1,100,328	2,316,859	$ 136,810
Changes in operating assets and liabilities:
Accounts receivable			8,182	2,519
Prepaid expenses and other			1,540	(15,050)
Deferred operating costs			(534,303)	0
Deposits			0	0
Accounts payable and accrued expenses			109,588	428,496
Net cash used in operating activities			(1,960,028)	(399,620)
Cash flows from investing activities:
Additions to property and equipment			(5,998)	0
Additions to intellectual property			(56,343)	(71,887)	(36,000)
Net cash used in investing activities			(62,341)	(71,887)
Cash flows from financing activities:
Proceeds from issuances of common stock			26	0
Proceeds from issuances of preferred stock			793,993	1,205,866
Net cash provided by financing activities			794,019	1,205,866
Net increase (decrease) in cash			(1,228,350)	(734,359)
Cash, beginning of period			1,602,295	234,220	234,220
Cash, end of period	$ 373,945	$ 968,579	$ 373,945	$ 968,579	$ 1,602,295

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Note 1-Description of Business and Basis of Presentation

9 Months Ended

Sep. 30, 2017

Disclosure Text Block [Abstract]

Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

Note 1—Description of Business and Basis of Presentation

Genprex, Inc. (“we” or “the Company”), is a privately held, clinical-stage biopharmaceutical company developing immunogene therapies for cancer. Our first product candidate, branded as Oncoprex™, is in phase II clinical trials for lung cancer patients in the United States.

We are subject to all the risks inherent in a start-up company in the biopharmaceutical industry. The biopharmaceutical industry is subject to rapid and technological change. We have numerous competitors, including major pharmaceutical and chemical companies, specialized biotechnology firms, universities and other research institutions. These competitors may succeed in developing technologies and products that are more effective than any that are being developed by us or that would render our technology and products obsolete and noncompetitive. Many of these competitors have substantially greater financial and technical resources than us. In addition, many of our competitors have significantly greater experience than us in pre-clinical testing and human clinical trials of new or improved pharmaceutical products and in obtaining FDA and other regulatory approvals on products for use in health care.

Initial Public Offering

On July 21, 2017, we filed a registration statement on Form S-1 (File No. 333-219386) relating to the initial public offering (IPO) of our common stock.  The Registration Statement, as amended, was declared effective by the Securities and Exchange Commission (SEC) on October 13, 2017.  On November 14, 2017, we filed our updated final prospectus with the SEC, relating to the sale of up to 4,500,000 shares of our common stock at a price of $5.00 per share.  The IPO is ongoing.

In connection with the completion of the IPO, all of our outstanding shares of convertible preferred stock will be converted into an aggregate of 1,394,953 shares of voting common stock (before giving effect to the forward split described below), all of our outstanding shares of non-voting common stock will be converted into an aggregate of 25,611 shares of voting common stock (before giving effect to the forward split described below), and each of our outstanding shares of voting common stock will be split and converted into 6.6841954 shares of voting common stock.  The accompanying financial statements and note to the financial statements do not give effect to these changes.

Capital Requirements, Liquidity and Going Concern Considerations

Our financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, as shown in the accompanying financial statements, we have sustained substantial losses from operations since inception and have no current source of revenue. In addition, we have used, rather than provided, cash in our operations. We expect to continue to incur significant expenditures to further clinical trials for the commercial development of our patents.

Management recognizes that we must obtain additional resources to successfully commercialize our intellectual property. To date, we have received funding in the form of equity and debt, and plan to either continue obtaining funding through 2017 or until we have secured a capital market transaction. However, no assurances can be given that we will be successful in raising additional capital. If we are not able to timely and successfully raise additional capital, the timing of our clinical trials, financial condition and results of operations will continue to be materially affected. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should we be unable to continue as a going concern.

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Note 2-Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2017

Accounting Policies [Abstract]

Significant Accounting Policies [Text Block]

Note 2—Summary of Significant Accounting Policies

The financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and reflect all adjustments, which are of a normal and recurring nature, that are, in the opinion of management, necessary for a fair presentation of our financial position and results of operations for the related periods. The results of operations for any interim periods are not necessarily indicative of results to be expected for the full year. A summary of our significant accounting policies consistently applied in the preparation of the accompanying financial statements follows.

Restatement of Balance Sheet at December 31, 2016

Subsequent to the auditors’ issuance of their report on our December 31, 2016 financial statements, management became aware of a scrivener’s error in the terms of certain options granted, resulting in a $136,810 increase in share based compensation (accumulated deficit) and additional paid-in capital during the fourth quarter of 2016.

Use of Estimates

The preparation of our financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

We consider all highly liquid short-term investments with an initial maturity of three months or less to be cash equivalents. Any amounts of cash in financial institutions which exceed FDIC insured limits expose us to cash concentration risk. We have no cash equivalents, and had $118,950 and $1,351,868 in excess of FDIC insured limits of $250,000 at September 30, 2017 and December 31, 2016, respectively.

Fair Value of Financial Instruments

The carrying amounts reported in the balance sheet for cash, accounts payable and accrued expenses approximate fair value because of the immediate or short-term maturity of these financial instruments.

ASC 820 defines fair value, provides a consistent framework for measuring fair value under GAAP and expands fair value financial statement disclosure requirements. ASC 820’s valuation techniques are based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect our market assumptions. ASC 820 classifies these inputs into the following hierarchy:

Level 1:Quoted prices for identical instruments in active markets

Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable

Level 3:Instruments with primarily unobservable value drivers.

Property and Equipment

Furniture and equipment are stated at cost. Depreciation is calculated using the straight line method over the estimated useful lives of the assets, which range from three to five years. Routine maintenance and repairs are charged to expense as incurred and major renovations or improvements are capitalized.

Research and Development Materials Costs

Research and development expenditures are comprised of costs incurred to conduct research and development activities. These include payments to collaborative research partners, including wages and associated employee benefits, facilities and overhead costs. These expenditures relate to Phase 1 and 2 clinical trials and are expensed as incurred. Purchased materials to be used in future research are capitalized and included in prepaid expenses.

Awards

In 2010, we were awarded $4.5 million from the State of Texas Emerging Technology Fund (“TETF”). The award was received in two tranches of $2.25 million during 2010 and 2011. The award proceeds were used for the development and future commercialization of our nanomolecular therapy product for the treatment of cancer. In consideration for the award, we provided the TETF with an “Investment Unit”, consisting of (i) a Promissory Note (“Note”) and (ii) a right to purchase our equity shares (“Warrant”). The funds received for this award were assigned to the Investment Unit, and classified separately from equity as “mezzanine” in the balance sheet.

In 2010, we also were awarded approximately $244,500 from the U.S. Treasury Department for our QTDP Program Nanoparticle Therapy for Lung Cancer. The award was received during 2011 for our historical activities, and required no prospective expenditures. We accounted for these funds received as revenue at that time.

Intellectual Property

Intellectual property consists of external legal and related costs associated with patents and other proprietary technology acquired, licensed, or maintained by us that we believe contribute to a probable economic benefit toward such patents and activities. These legal costs incurred in connection with the patent applications and patent maintenance are capitalized. Intellectual property is stated at cost, to be amortized on a straight-line basis over the estimated useful lives of the assets.

Accounting for Stock-Based Compensation

We use the fair value-based method of accounting for stock-based compensation for options granted to employees, independent consultants and contractors. We measure options granted at fair value determined as of the grant date, and recognize the expense over the periods in which the related services are rendered based on the terms and conditions of the award. Generally, where the award only has a service condition, the requisite service period is the same as the vesting period.

Financial Instruments

We have elected the Fair Value Option to account for the Investment Unit at fair value as a combined hybrid financial instrument containing a Warrant and a Note (see Note 4). Prior to its exercise, the Warrant component was not classified within equity, as the exercise price of the warrants was affected by the market price of our stock in a future qualifying financing transaction and was not considered to be indexed to our own stock. The Note is not classified within liabilities, as our management can determine the timing of the repayment obligation, if any. As a result, the Warrant and Note that comprised the Investment Unit were aggregated and classified within the mezzanine section of the balance sheet.

Due to the contingent terms of the financial instruments, changes in the fair value of the Investment Unit were calculated and realized in earnings. There were no changes in the fair value of the Investment Unit at September 30, 2017.

Long-Lived Assets

We review long-lived assets and certain identifiable intangibles held and used for possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In evaluating the fair value and future benefits of its intangible assets, management performs an analysis of the anticipated undiscounted future net cash flow of the individual assets over the remaining amortization period. We recognize an impairment loss if the carrying value of the asset exceeds the expected future cash flows. During the nine months ended September 30, 2017 and the year ended December 31, 2016, there were no deemed impairments of our long-lived assets.

Recent Accounting Developments

Accounting pronouncements issued but not effective until after September 30, 2017 are not expected to have a significant effect on our financial condition, results of operations, or cash flows.

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Note 3-Intellectual Property

9 Months Ended

Sep. 30, 2017

Disclosure Text Block [Abstract]

Intangible Assets Disclosure [Text Block]

Note 3—Intellectual Property

We have exclusive license agreements on thirty (30) issued and two (2) pending patents for technologies developed by researchers at the National Institutes of Health, The University of Texas MD Anderson Cancer Center, and The University of Texas Southwestern Medical Center. These patents comprise various therapeutic, diagnostic, technical and processing claims. See Note 9.

These license rights will be amortized on a straight-line basis over the estimated period of useful lives of the underlying patents or the license agreements.

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Note 4-Investment Unit

9 Months Ended

Sep. 30, 2017

Investment Unit [Abstract]

Investment Unit [Text Block]

Note 4—Investment Unit

The Texas Emerging Technology Fund (“TETF”) was created as an incentive for economic development to the Texas economy by providing financial support that leverages private investment for the creation of high-quality technology jobs in Texas. The award received required us to comply with certain performance conditions to ensure the monies the Company received were used for development activities in the state of Texas, and that we maintained our corporate nexus in Texas. Further, in connection with the award, the Company issued an Investment Unit to the TETF. As further described below, the Investment Unit consists of a Promissory Note and a Right to Purchase:

Promissory Note

The Promissory Note is an obligation to repay the $4.5 million principal amount, with interest accrued at 8% per annum, but only if an event of default occurs prior to August 13, 2020. If no event of default occurs prior to August 13, 2020, the Promissory Note and all related interest will be cancelled.

Consistent with the stated objectives of the TETF, an event of default that would trigger the repayment obligation under the Promissory Note is our failure to maintain our principal place of business or our principal executive offices headquartered in the State of Texas (referred to as the “Residency Requirement”) until August 13, 2020.

Warrant

The Warrant is an obligation to issue (a Right to purchase by the TETF) shares of the same class of stock to be issued in a “First Qualifying Financing Transaction,” at 80% of the per share transaction value (effectively a 20% discount). Alternatively, the TETF could exercise its right to purchase at any time prior to the occurrence of a First Qualifying Financial Transaction for $0.001 per share.

The Warrant included a provision that required changes in the strike price, driven by the pricing of the “First Qualifying Financing Transaction.” As a result, the Warrants embedded in the Investment Unit were accounted for as a derivative financial instrument and classified outside from equity under ASC 815-40-15 as the settlement adjustment from the future transaction did not permit for the strike price to be considered fixed.

On March 12, 2014, the TETF exercised its Right to Purchase for $0.001 per share, and we issued to the TETF an aggregate of 184,797 shares of our Series B preferred stock.

Accounting for the Investment Unit

We accounted for the Investment Unit as a hybrid financial instrument under FASB Statement 155, and measured the Investment Unit at the amount of proceeds received from the TETF award. The First Qualifying Financial Transaction occurred during December 2013, resulting in an adjustment to the fair value of the Investment Unit in the amount of approximately $2.5 million. The TETF exercised the Warrant for $0.001 per share. We received notice of purchase from the TETF during March 2014, and issued 184,797 shares of series B Preferred Stock.

Upon exercise by the TETF of the Warrant, the remaining component within the Investment Unit was the Promissory Note. The Investment Unit was valued at zero, because our obligation to repay the Promissory Note arises from an event of default (a failure to maintain the Texas Residency Requirement), which is an event which rests entirely within our control.

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Note 5-Equity

9 Months Ended

Sep. 30, 2017

Stockholders' Equity Note [Abstract]

Stockholders' Equity Note Disclosure [Text Block]

Note 5—Equity

Stock Issuances

During the nine months ended September 30, 2017, we issued (i) 26,000 shares of Common Stock for service provided to us, valued at $918,580, and we issued (ii) 22,473 shares of Series G Preferred Stock for cash of $793,971.

Preferred Stock

We have 4,500,000 shares of preferred stock authorized with a par value of $0.001. The Board has the authority to issue the shares in one or more series and to set the designations, preferences, powers and other rights, as it deems appropriate.

The Series A Preferred Stock is convertible by the holder into Voting Common Stock on a 1:1 basis, and is converted automatically upon a public offering of securities resulting in a capital raise of at least $20 million at a share price of at least $2.00 per share. The Series B through Series G Preferred Stock is convertible by the holder into Non-Voting Common Stock on a 1:1 basis, and is converted automatically into Voting Common Stock upon a public offering of securities resulting in a capital raise of at least $20 million at a share price of at least

$2.00 per share.

The Series A Preferred is voting and carries a non-cumulative dividend of $0.05 per share, if, as and when declared by the Board of Directors and carries a liquidation preference of $1.00 per share upon a “Liquidation Event”, as defined in our certificate of incorporation.

The Series B Preferred is nonvoting and carries a non-cumulative dividend of $1.91 per share, if, as and when declared by the Board of Directors and carries a liquidation preference, subordinate to the rights of the holders of Series A and D Preferred Stock, of $38.11 per share upon a “Liquidation Event”, as defined in our certificate of incorporation.

The Series C Preferred is nonvoting and carries a non-cumulative dividend of $.19 per share, if, as and when declared by the Board of Directors and carries a liquidation preference, subordinate to the rights of the holders of Series A, B and D Preferred Stock and pari passu with the rights of the holders of the Series E and F Preferred Stock, of $19.06 per share upon a “Liquidation Event”, as defined in our certificate of incorporation.

The Series D Preferred is voting and carries a non-cumulative dividend of $3.46 per share, if, as and when declared by the Board of Directors and carries a liquidation preference, subordinate to the rights of the holders of Series A Preferred Stock, of $69.29 per share upon a “Liquidation Event”, as defined in our certificate of incorporation.

The Series E Preferred is nonvoting and carries a non-cumulative dividend of $2.08 per share, if, as and when declared by the Board of Directors and carries a liquidation preference, subordinate to the rights of the holders of Series A, B and D Preferred Stock and pari passu with the rights of the holders of the Series C and E Preferred Stock, of $34.65 per share upon a “Liquidation Event”, as defined in our certificate of incorporation.

The Series F Preferred is nonvoting and carries a non-cumulative dividend of $1.37 per share, if, as and when declared by the Board of Directors and carries a liquidation preference, subordinate to the rights of the holders of Series A, B and D Preferred Stock and pari passu with the rights of the holders of the Series C and E Preferred Stock, of $22.87 per share upon a “Liquidation Event”, as defined in our certificate of incorporation.

The Series G Preferred is nonvoting and carries a non-cumulative dividend of $1.06 per share, if, as and when declared by the Board of Directors and carries a liquidation preference, subordinate to the rights of the holders of Series A, B, C, D, E, and F Preferred Stock, of $35.33 per share upon a “Liquidation Event”, as defined in our certificate of incorporation.

Common Stock

We have 5,500,000 shares of Common Stock authorized (4,500,000 voting and 1,000,000 nonvoting) with a par value of $0.001. Each share of voting Common Stock has one vote per share for the election of directors and all other items submitted to a vote of stockholders. The Common Stock does not have cumulative voting rights, preemptive, redemption or conversion rights. For all periods presented, 25,611 shares of our total number of shares of Common Stock outstanding were nonvoting.

Preferred Stock Purchase Warrants

There was no preferred stock purchase warrant activity for the nine months ended September 30, 2017.

Common Stock Purchase Warrants

There was no common stock purchase warrant activity for the nine months ended September 30, 2017.

Stock Options

We have outstanding stock options to purchase 393,280 shares of Common Stock that have been granted to various employees, vendors and independent contractors. These options vest over periods ranging from twelve (12) to forty-eight (48) months, are exercisable for a period of ten years, and enable the holders to purchase shares of our Common Stock at exercise prices ranging from $0.001—$35.33. The per-share fair values of these options range from $0.001 to $17.91, based on Black-Scholes-Merton pricing models with the following assumptions: volatility (76.74%); risk-free rates (1.77%—1.82%); and terms (3—10 years). The weighted average remaining contractual term for the outstanding options at September 30, 2017, is 7.49 years.

There was no stock option activity for the nine months ended September 30, 2017.

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Note 6-Related Party Transactions

9 Months Ended

Sep. 30, 2017

Related Party Transactions [Abstract]

Related Party Transactions Disclosure [Text Block]

Note 6—Related Party Transactions

Introgen Research Institute

Introgen Research Institute (“IRI”) is a Texas-based technology company, currently affiliated with Rodney Varner, our CEO.

In April 2009, prior to Mr. Varner becoming an officer and director of our Company in August 2012, we entered into an Assignment and Collaboration Agreement with IRI, providing us with the exclusive right to commercialize a portfolio of intellectual property. This agreement was amended in 2011 to include additional sublicensing of additional intellectual property made available to IRI from the University of Texas MD Anderson Cancer Center (“UTMDACC”).

Confer Capital

Confer Capital, Inc. (“Confer Capital”) is a technology commercialization advisory services company affiliated with Ryan Confer, current CFO. From time to time since the Company’s inception, Confer Capital provided strategic, financial, and executive managerial services to the Company when Ryan Confer was not considered a payroll employee. Additionally, Confer Capital has also incurred corporate expenses on our behalf and was reimbursed for these expenses. Mr. Confer provided $65,000 of consulting services to the Company during 2016 while not on Company payroll. These services were booked in account payable when the service period concluded in August 2016 and paid out in December 2016.

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Note 7-Commitments and Contingencies

9 Months Ended

Sep. 30, 2017

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies Disclosure [Text Block]

Note 7—Commitments and Contingencies

Commitments

We have entered into a clinical trial agreement with the University of Texas MD Anderson Cancer Center to administer a phase I/II clinical trial, combining FUS1-nanoparticles and Erlotinib in Stage IV lung cancer patients. The trial is expected to run through the end of 2018 with a projected total cost of approximately $2 million. Payments are due and payable when invoiced throughout the clinical trial period. The agreement may be terminated at any time.

In 2009, we agreed to assume certain contractual and other obligations of IRI in consideration for the sublicense rights, expertise, and assistance associated with the assignment of certain technologies and intellectual property. We also agreed to pay royalties of one percent (1%) on sales of resulting Licensed Products, for a period of

21 years following the termination of the last of the MD Anderson License Agreement and Sublicense Agreement, to IRI and we assumed patent prosecution costs and an annual minimum royalty of $20,000 payable to the National Institutes of Health (“NIH”).

Our $191,393 payment obligation to the National Institutes of Health (“NIH”) represented a current obligation, of which $15,393 of 2016 patent prosecution costs were paid in the fourth quarter of 2016 and $176,000 was included in Accounts Payable at December 31, 2016 (consisting of accrued annual royalties of $140,000 and patent costs of $36,000). During the first quarter of 2017, we modified the terms of our accrued royalty obligation to NIH. Under the modified agreement, NIH agreed to extinguish $120,000 of the accrued royalties payable to them in consideration for payment by us of (i) accrued patent costs of $36,000, (ii) a royalty payment of $20,000, and (iii) a contingent payment of $240,000, increasing at $20,000 per year starting in 2018, to be paid upon our receipt of FDA approval. The payments for the patent costs of $36,000 and royalties of $20,000 were paid during the second quarter of 2017.

As a result of our modified agreement with the NIH, we have recognized the exchange of the $120,000 fixed obligation for the $240,000 contingent obligation as a $120,000 reduction to intellectual property expense (classified within General and Administrative Expense) during the first quarter of 2017. The $240,000 contingent obligation (and related expense) will be recognized when we obtain regulatory approval (the event that triggers the payment obligation).

Contingencies

From time to time we may become subject to threatened and/or asserted claims arising in the ordinary course of our business. Management is not aware of any matters, either individually or in the aggregate, that are reasonably likely to have a material impact on our Company’s financial condition, results of operations or liquidity.

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Note 8-Income Taxes

9 Months Ended

Sep. 30, 2017

Income Tax Disclosure [Abstract]

Income Tax Disclosure [Text Block]

Note 8—Income Taxes

The provision for income taxes differs from the amount computed by applying the statutory federal income tax rate to income before provision for income taxes. The sources and tax effects of the differences are as follows:

Income tax provisions at the federal statutory rate	34	%
Effect of operating losses	-34	%
	0	%

At December 31, 2016, we have a net operating loss carryforward of approximately $6.8 million for Federal and state purposes. This loss will be available to offset future taxable income. If not used, this carryforward will begin to expire in 2029. The deferred tax asset relating to the operating loss carryforward has been fully reserved at September 30, 2017 and December 31, 2016 and 2015. The principal differences between the operating loss for income tax purposes and reporting purposes are shares issued for services and share-based compensation and a temporary difference in depreciation expense.

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Note 9-Subsequent Events

9 Months Ended

Sep. 30, 2017

Subsequent Events [Abstract]

Subsequent Events [Text Block]

Note 9—Subsequent Events

During October 2017, we received an informal demand from a former financial advisor, claiming that it is entitled to a warrant to purchase shares of common stock equal to three percent of our outstanding shares as of December 1, 2015. We believe this asserted claim lacks merit, and we intend to defend the claim vigorously.

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Accounting Policies, by Policy (Policies)

9 Months Ended

Sep. 30, 2017

Accounting Policies [Abstract]

Use of Estimates, Policy [Policy Text Block]

Use of Estimates

The preparation of our financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents, Policy [Policy Text Block]

Cash and Cash Equivalents

We consider all highly liquid short-term investments with an initial maturity of three months or less to be cash equivalents. Any amounts of cash in financial institutions which exceed FDIC insured limits expose us to cash concentration risk. We have no cash equivalents, and had $118,950 and $1,351,868 in excess of FDIC insured limits of $250,000 at September 30, 2017 and December 31, 2016, respectively.

Fair Value of Financial Instruments, Policy [Policy Text Block]

Fair Value of Financial Instruments

The carrying amounts reported in the balance sheet for cash, accounts payable and accrued expenses approximate fair value because of the immediate or short-term maturity of these financial instruments.

ASC 820 defines fair value, provides a consistent framework for measuring fair value under GAAP and expands fair value financial statement disclosure requirements. ASC 820’s valuation techniques are based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect our market assumptions. ASC 820 classifies these inputs into the following hierarchy:

Level 1:Quoted prices for identical instruments in active markets

Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable

Level 3:Instruments with primarily unobservable value drivers.

Property, Plant and Equipment, Policy [Policy Text Block]

Property and Equipment

Furniture and equipment are stated at cost. Depreciation is calculated using the straight line method over the estimated useful lives of the assets, which range from three to five years. Routine maintenance and repairs are charged to expense as incurred and major renovations or improvements are capitalized.

Research and Development Expense, Policy [Policy Text Block]

Research and Development Materials Costs

Research and development expenditures are comprised of costs incurred to conduct research and development activities. These include payments to collaborative research partners, including wages and associated employee benefits, facilities and overhead costs. These expenditures relate to Phase 1 and 2 clinical trials and are expensed as incurred. Purchased materials to be used in future research are capitalized and included in prepaid expenses.

Award, Policy [Policy Text Block]

Awards

In 2010, we were awarded $4.5 million from the State of Texas Emerging Technology Fund (“TETF”). The award was received in two tranches of $2.25 million during 2010 and 2011. The award proceeds were used for the development and future commercialization of our nanomolecular therapy product for the treatment of cancer. In consideration for the award, we provided the TETF with an “Investment Unit”, consisting of (i) a Promissory Note (“Note”) and (ii) a right to purchase our equity shares (“Warrant”). The funds received for this award were assigned to the Investment Unit, and classified separately from equity as “mezzanine” in the balance sheet.

In 2010, we also were awarded approximately $244,500 from the U.S. Treasury Department for our QTDP Program Nanoparticle Therapy for Lung Cancer. The award was received during 2011 for our historical activities, and required no prospective expenditures. We accounted for these funds received as revenue at that time.

Intangible Assets, Finite-Lived, Policy [Policy Text Block]

Intellectual Property

Intellectual property consists of external legal and related costs associated with patents and other proprietary technology acquired, licensed, or maintained by us that we believe contribute to a probable economic benefit toward such patents and activities. These legal costs incurred in connection with the patent applications and patent maintenance are capitalized. Intellectual property is stated at cost, to be amortized on a straight-line basis over the estimated useful lives of the assets.

Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block]

Accounting for Stock-Based Compensation

We use the fair value-based method of accounting for stock-based compensation for options granted to employees, independent consultants and contractors. We measure options granted at fair value determined as of the grant date, and recognize the expense over the periods in which the related services are rendered based on the terms and conditions of the award. Generally, where the award only has a service condition, the requisite service period is the same as the vesting period.

Fair Value Measurement, Policy [Policy Text Block]

Financial Instruments

We have elected the Fair Value Option to account for the Investment Unit at fair value as a combined hybrid financial instrument containing a Warrant and a Note (see Note 4). Prior to its exercise, the Warrant component was not classified within equity, as the exercise price of the warrants was affected by the market price of our stock in a future qualifying financing transaction and was not considered to be indexed to our own stock. The Note is not classified within liabilities, as our management can determine the timing of the repayment obligation, if any. As a result, the Warrant and Note that comprised the Investment Unit were aggregated and classified within the mezzanine section of the balance sheet.

Due to the contingent terms of the financial instruments, changes in the fair value of the Investment Unit were calculated and realized in earnings. There were no changes in the fair value of the Investment Unit at September 30, 2017.

Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block]

Long-Lived Assets

We review long-lived assets and certain identifiable intangibles held and used for possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In evaluating the fair value and future benefits of its intangible assets, management performs an analysis of the anticipated undiscounted future net cash flow of the individual assets over the remaining amortization period. We recognize an impairment loss if the carrying value of the asset exceeds the expected future cash flows. During the nine months ended September 30, 2017 and the year ended December 31, 2016, there were no deemed impairments of our long-lived assets.

New Accounting Pronouncements, Policy [Policy Text Block]

Recent Accounting Developments

Accounting pronouncements issued but not effective until after September 30, 2017 are not expected to have a significant effect on our financial condition, results of operations, or cash flows.

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Note 8-Income Taxes (Tables)

9 Months Ended

Sep. 30, 2017

Income Tax Disclosure [Abstract]

Schedule of Effective Income Tax Rate Reconciliation [Table Text Block]

The provision for income taxes differs from the amount computed by applying the statutory federal income tax rate to income before provision for income taxes. The sources and tax effects of the differences are as follows:

Income tax provisions at the federal statutory rate	34	%
Effect of operating losses	-34	%
	0	%

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Note 1-Description of Business and Basis of Presentation (Details)		9 Months Ended
	Jul. 21, 2017 shares	Sep. 30, 2017	Nov. 14, 2017 $ / shares shares
Note 1-Description of Business and Basis of Presentation (Details) [Line Items]
Sale of Stock, Price Per Share (in Dollars per share) | $ / shares			$ 5.00
Stockholders' Equity Note, Stock Split, Conversion Ratio		6.6841954
Common Stock Relating to Initial Public Offering [Member]
Note 1-Description of Business and Basis of Presentation (Details) [Line Items]
Common Stock, Capital Shares Reserved for Future Issuance			4,500,000
Preferred Stock [Member]
Note 1-Description of Business and Basis of Presentation (Details) [Line Items]
Conversion of Stock, Shares Issued	1,394,953
Common Stock [Member]
Note 1-Description of Business and Basis of Presentation (Details) [Line Items]
Conversion of Stock, Shares Issued	25,611

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Note 2-Summary of Significant Accounting Policies (Details)	9 Months Ended		12 Months Ended
	Sep. 30, 2017 USD ($)	Sep. 30, 2016 USD ($)	Dec. 31, 2016 USD ($)	Dec. 31, 2011 USD ($)	Dec. 31, 2010 USD ($)
Note 2-Summary of Significant Accounting Policies (Details) [Line Items]
Share-based Compensation	$ 1,100,328	$ 2,316,859	$ 136,810
Cash, Uninsured Amount	118,950		$ 1,351,868
Cash, FDIC Insured Amount	250,000
Debt Instrument, Face Amount	$ 4,500,000
State of Texas Emerging Fund ("TETF") [Member]
Note 2-Summary of Significant Accounting Policies (Details) [Line Items]
Debt Instrument, Face Amount					$ 4,500,000
Number of Tranches					2
Proceeds from Other Debt				$ 2,250,000	$ 2,250,000
U.S. Treasury Department [Member]
Note 2-Summary of Significant Accounting Policies (Details) [Line Items]
Proceeds from Award					$ 244,500
Minimum [Member]
Note 2-Summary of Significant Accounting Policies (Details) [Line Items]
Property, Plant and Equipment, Useful Life	3 years
Maximum [Member]
Note 2-Summary of Significant Accounting Policies (Details) [Line Items]
Property, Plant and Equipment, Useful Life	5 years

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Note 3-Intellectual Property (Details)	9 Months Ended
	Sep. 30, 2017
Disclosure Text Block [Abstract]
Number of Patents	30
Number of Pending Patents	2

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Note 4-Investment Unit (Details) - USD ($)		9 Months Ended	12 Months Ended
	Mar. 12, 2014	Sep. 30, 2017	Dec. 31, 2013	Dec. 31, 2016
Note 4-Investment Unit (Details) [Line Items]
Debt Instrument, Face Amount		$ 4,500,000
Debt Instrument, Interest Rate, Stated Percentage		8.00%
Debt Instrument, Maturity Date		Aug. 13, 2020
Debt Instrument, Description		If no event of default occurs prior to August 13, 2020, the Promissory Note and all related interest will be cancelled.
Warrant, Right to Purchase, Percentage		80.00%
Warrant, Discount Rate		20.00%
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.001	$ 0.001
Fair Value Adjustment of Warrants			$ 2,500,000
undefined		$ 0		$ 0
Series B Preferred Stock [Member]
Note 4-Investment Unit (Details) [Line Items]
Stock Issued During Period, Shares, New Issues	184,797

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Note 5-Equity (Details) - USD ($)		9 Months Ended
	Mar. 12, 2014	Sep. 30, 2017	Dec. 31, 2016
Note 5-Equity (Details) [Line Items]
Stock Issued During Period, Shares, Issued for Services (in Shares)		26,000
Stock Issued During Period, Value, Issued for Services (in Dollars)		$ 918,580
Preferred Stock, Shares Authorized (in Shares)		4,500,000
Preferred Stock, Par or Stated Value Per Share		$ 0.001
Common Stock, Shares Authorized (in Shares)		5,500,000	5,500,000
Common Stock, Par or Stated Value Per Share		$ 0.001	$ 0.001
Common Stock, Voting Rights		Each share of voting Common Stock has one vote per share for the election of directors and all other items submitted to a vote of stockholders.
Common Stock, Shares, Outstanding (in Shares)		353,676	327,676
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number (in Shares)		393,280
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period		10 years
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate		76.74%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum		1.77%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum		1.82%
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term		7 years 178 days
Series G Preferred Stock [Member]
Note 5-Equity (Details) [Line Items]
Stock Issued During Period, Shares, New Issues (in Shares)		22,473
Stock Issued During Period, Value, New Issues (in Dollars)		$ 793,971
Preferred Stock, Conversion Basis		The Series B through Series G Preferred Stock is convertible by the holder into Non-Voting Common Stock on a 1:1 basis, and is converted automatically into Voting Common Stock upon a public offering of securities resulting in a capital raise of at least $20 million at a share price of at least$2.00 per share.
Preferred Stock, Dividend Rate, Per-Dollar-Amount		$ 1.06
Preferred Stock, Liquidation Preference Per Share		$ 35.33
Series A Preferred Stock [Member]
Note 5-Equity (Details) [Line Items]
Preferred Stock, Conversion Basis		The Series A Preferred Stock is convertible by the holder into Voting Common Stock on a 1:1 basis, and is converted automatically upon a public offering of securities resulting in a capital raise of at least $20 million at a share price of at least $2.00 per share.
Preferred Stock, Dividend Rate, Per-Dollar-Amount		$ 0.05
Preferred Stock, Liquidation Preference Per Share		$ 1.00
Series D Preferred Stock [Member]
Note 5-Equity (Details) [Line Items]
Preferred Stock, Conversion Basis		The Series B through Series G Preferred Stock is convertible by the holder into Non-Voting Common Stock on a 1:1 basis, and is converted automatically into Voting Common Stock upon a public offering of securities resulting in a capital raise of at least $20 million at a share price of at least
Preferred Stock, Dividend Rate, Per-Dollar-Amount		$ 3.46
Preferred Stock, Liquidation Preference Per Share		$ 69.29
Series B Preferred Stock [Member]
Note 5-Equity (Details) [Line Items]
Stock Issued During Period, Shares, New Issues (in Shares)	184,797
Preferred Stock, Conversion Basis		The Series B through Series G Preferred Stock is convertible by the holder into Non-Voting Common Stock on a 1:1 basis, and is converted automatically into Voting Common Stock upon a public offering of securities resulting in a capital raise of at least $20 million at a share price of at least$2.00 per share.
Preferred Stock, Dividend Rate, Per-Dollar-Amount		$ 1.91
Preferred Stock, Liquidation Preference Per Share		$ 38.11
Series C Preferred Stock [Member]
Note 5-Equity (Details) [Line Items]
Preferred Stock, Conversion Basis		The Series B through Series G Preferred Stock is convertible by the holder into Non-Voting Common Stock on a 1:1 basis, and is converted automatically into Voting Common Stock upon a public offering of securities resulting in a capital raise of at least $20 million at a share price of at least$2.00 per share.
Preferred Stock, Dividend Rate, Per-Dollar-Amount		$ 0.19
Preferred Stock, Liquidation Preference Per Share		$ 19.06
Series E Preferred Stock [Member]
Note 5-Equity (Details) [Line Items]
Preferred Stock, Conversion Basis		The Series B through Series G Preferred Stock is convertible by the holder into Non-Voting Common Stock on a 1:1 basis, and is converted automatically into Voting Common Stock upon a public offering of securities resulting in a capital raise of at least $20 million at a share price of at least$2.00 per share.
Preferred Stock, Dividend Rate, Per-Dollar-Amount		$ 2.08
Preferred Stock, Liquidation Preference Per Share		$ 34.65
Series F Preferred Stock [Member]
Note 5-Equity (Details) [Line Items]
Preferred Stock, Conversion Basis		The Series B through Series G Preferred Stock is convertible by the holder into Non-Voting Common Stock on a 1:1 basis, and is converted automatically into Voting Common Stock upon a public offering of securities resulting in a capital raise of at least $20 million at a share price of at least$2.00 per share.
Preferred Stock, Dividend Rate, Per-Dollar-Amount		$ 1.37
Preferred Stock, Liquidation Preference Per Share		$ 22.87
Voting Common Stock [Member]
Note 5-Equity (Details) [Line Items]
Common Stock, Shares Authorized (in Shares)		4,500,000
Nonvoting Common Stock [Member]
Note 5-Equity (Details) [Line Items]
Common Stock, Shares Authorized (in Shares)		1,000,000
Common Stock, Shares, Outstanding (in Shares)		25,611
Minimum [Member]
Note 5-Equity (Details) [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period		12 months
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price		$ 0.001
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Weighted Average Grant Date Fair Value		$ 0.001
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term		3 years
Maximum [Member]
Note 5-Equity (Details) [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period		48 months
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price		$ 35.33
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Weighted Average Grant Date Fair Value		$ 17.91
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term		10 years

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Note 6-Related Party Transactions (Details)	12 Months Ended
	Dec. 31, 2016 USD ($)
Chief Financial Officer [Member]
Note 6-Related Party Transactions (Details) [Line Items]
Related Party Transaction, Amounts of Transaction	$ 65,000

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Note 7-Commitments and Contingencies (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Jun. 30, 2017	Mar. 31, 2017	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
Long-term Contract, Estimated Total Cost			$ 2,000,000
Royalty on Sales, Percentage			1.00%
Royalty, Term			21 years
Royalty Payment, Annual Minimum			$ 20,000
Other Commitment			191,393
Legal Fees					$ 15,393
Accounts Payable, Other, Current					176,000
Accrued Royalties, Current					140,000
Payments to Acquire Intangible Assets			$ 56,343	$ 71,887	$ 36,000
Extinguishment of Debt, Amount		$ 120,000
Other Expenses	$ 36,000
Payments for Royalties	20,000
Payment for Contingent Consideration Liability, Operating Activities	240,000
Contingent Payments, Annual Increase	$ 20,000
Finite-Lived Intangible Assets, Period Increase (Decrease)		$ (120,000)

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Note 8-Income Taxes (Details) $ in Millions	Dec. 31, 2016 USD ($)
Income Tax Disclosure [Abstract]
Operating Loss Carryforwards	$ 6.8

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Note 8-Income Taxes (Details) - Schedule of Effective Income Tax Rate Reconciliation	9 Months Ended
	Sep. 30, 2017
Schedule of Effective Income Tax Rate Reconciliation [Abstract]
Income tax provisions at the federal statutory rate	34.00%
Effect of operating losses	(34.00%)
	0.00%