☒
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Nevada
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20-5242826
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(State or other jurisdiction of incorporation)
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(I.R.S. Employer Identification No.)
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Large accelerated filer ☐
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Accelerated filer ☐
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Non-accelerated filer ☐
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Smaller reporting company ☒
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(Do not check if a smaller
Reporting company)
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PAGE
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PART I - FINANCIAL INFORMATION
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Item 1.
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3
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Item 2.
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17
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Item 3.
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28
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Item 4.
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28
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PART II - OTHER INFORMATION
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|
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Item 1.
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29
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Item 1A.
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29
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Item 2.
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29
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Item 3.
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29
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Item 4.
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29
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Item 5.
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29
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Item 6.
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29
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30
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PAGE
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4
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|
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5
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6
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7
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8
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September 30,
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December 31,
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||||||
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2016
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2015
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||||||
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(Unaudited)
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|||||||
ASSETS
|
||||||||
|
||||||||
Current Assets:
|
||||||||
Cash
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$
|
122,952
|
$
|
437,400
|
||||
Amounts receivable
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7,579
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12,972
|
||||||
Prepaid expenses
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9,430
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12,251
|
||||||
Deferred charges
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-
|
645,534
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||||||
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||||||||
Total Current Assets
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139,961
|
1,108,157
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||||||
|
||||||||
Property and equipment, net
|
138
|
157
|
||||||
Patents (Note 3)
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178,254
|
165,848
|
||||||
|
||||||||
Total Assets
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$
|
318,353
|
$
|
1,274,162
|
||||
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||||||||
LIABILITIES AND EQUITY
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||||||||
|
||||||||
Current Liabilities:
|
||||||||
Accounts payable
|
$
|
59,414
|
$
|
62,149
|
||||
Accrued liabilities
|
17,274
|
23,239
|
||||||
Other liabilities
|
748
|
17,316
|
||||||
Deferred revenue
|
-
|
950,402
|
||||||
|
||||||||
Total Liabilities
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77,436
|
1,053,106
|
||||||
|
||||||||
Nature of Operations and Continuation of Business (note 1)
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||||||||
Commitment (Note 7)
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||||||||
Subsequent Event (Note 8)
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||||||||
|
||||||||
Stockholders' Equity:
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||||||||
|
||||||||
Preferred stock, 10,000,000 shares authorized, $0.001 par value, nil shares issued and
outstanding
|
-
|
-
|
||||||
Common stock, 500,000,000 shares authorized, $0.001 par value,
45,975,966 shares issued and outstanding
|
45,976
|
45,976
|
||||||
Additional Paid-in Capital
|
42,741,186
|
42,589,759
|
||||||
Accumulated other comprehensive income
|
15,749
|
73,243
|
||||||
Accumulated deficit
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(41,429,171
|
)
|
(41,331,858
|
)
|
||||
Total Bio-AMD, Inc. Stockholders' Equity
|
1,373,740
|
1,377,120
|
||||||
Non-controlling interest
|
(1,132,823
|
)
|
(1,156,064
|
)
|
||||
Total Stockholders' Equity
|
240,917
|
221,056
|
||||||
|
||||||||
Total Liabilities and Stockholders' Equity
|
$
|
318,353
|
$
|
1,274,162
|
|
For the three months
|
For the nine months
|
||||||||||||||
|
ended September 30,
|
ended September 30,
|
||||||||||||||
|
2016
|
2015
|
2016
|
2015
|
||||||||||||
|
$
|
$
|
$
|
$
|
||||||||||||
Expenses:
|
||||||||||||||||
General and administrative charges (Note 4)
|
68,099
|
160,781
|
325,693
|
739,277
|
||||||||||||
|
||||||||||||||||
Total operating expense
|
68,099
|
160,781
|
325,693
|
739,277
|
||||||||||||
|
||||||||||||||||
Net loss before other income
|
(68,099
|
)
|
(160,781
|
)
|
(325,693
|
)
|
(739,277
|
)
|
||||||||
|
||||||||||||||||
Other income:
|
||||||||||||||||
Gain on termination of research agreement (Note 5)
|
-
|
-
|
248,074
|
-
|
||||||||||||
Grant income
|
-
|
77,872
|
-
|
77,872
|
||||||||||||
Interest and other income
|
439
|
668
|
1,401
|
2,192
|
||||||||||||
|
||||||||||||||||
Net income (loss)
|
(67,660
|
)
|
(82,241
|
)
|
(76,218
|
)
|
(659,213
|
)
|
||||||||
|
||||||||||||||||
Net loss (income) attributable to the non-controlling interest
|
22,815
|
(16,682
|
)
|
(21,095
|
)
|
(9,382
|
)
|
|||||||||
|
||||||||||||||||
Net loss attributable to Bio-AMD, Inc. common shareholders
|
(44,845
|
)
|
(98,923
|
)
|
(97,313
|
)
|
(668,595
|
)
|
||||||||
|
||||||||||||||||
Comprehensive Loss:
|
||||||||||||||||
Net income (loss)
|
(67,660
|
)
|
(82,241
|
)
|
(76,218
|
)
|
(659,213
|
)
|
||||||||
Foreign currency translation adjustment, net of tax
|
(16,867
|
)
|
26,402
|
(33,921
|
)
|
(14,400
|
)
|
|||||||||
Total other comprehensive income (loss)
|
(84,527
|
)
|
(55,839
|
)
|
(110,139
|
)
|
(673,613
|
)
|
||||||||
|
||||||||||||||||
Comprehensive (income)/loss attributable to the non-controlling interest
|
19,861
|
19,990
|
(44,668
|
)
|
(13,702
|
)
|
||||||||||
Comprehensive loss attributable to the Bio-AMD Inc. Common Shareholders
|
(64,666
|
)
|
(35,849
|
)
|
(154,807
|
)
|
(687,315
|
)
|
||||||||
|
||||||||||||||||
Net loss per common share attributable to Bio-AMD, Inc. common shareholders - basic and diluted
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$
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(0.00
|
)
|
$
|
(0.00
|
)
|
$
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(0.00
|
)
|
$
|
(0.01
|
)
|
||||
|
||||||||||||||||
Weighted average number of common
shares outstanding - basic and diluted
|
45,975,966
|
45,975,966
|
45,975,966
|
45,266,425
|
|
Accumulated
|
|||||||||||||||||||||||||||
|
Other
|
|||||||||||||||||||||||||||
|
Common Stock
|
Additional
|
Accumulated
|
Comprehensive
|
Noncontrolling
|
Total
|
||||||||||||||||||||||
|
Shares
|
Amount
|
Paid-in Capital
|
Deficit
|
Income
|
Interest
|
Equity
|
|||||||||||||||||||||
Balance at December 31, 2014
|
44,525,966
|
44,526
|
42,329,451
|
(40,504,433
|
)
|
102,589
|
(1,138,732
|
)
|
833,401
|
|||||||||||||||||||
|
||||||||||||||||||||||||||||
Issuance of shares for prepaid services
|
300,000
|
300
|
53,700
|
-
|
-
|
-
|
54,000
|
|||||||||||||||||||||
|
||||||||||||||||||||||||||||
Issuance of shares for services
|
1,150,000
|
1,150
|
182,850
|
-
|
-
|
-
|
184,000
|
|||||||||||||||||||||
|
||||||||||||||||||||||||||||
Comprehensive loss
|
-
|
-
|
-
|
-
|
(29,346
|
)
|
9,974
|
(19,372
|
)
|
|||||||||||||||||||
|
||||||||||||||||||||||||||||
Subsidiary preferred dividend
|
-
|
-
|
23,758
|
-
|
-
|
(23,758
|
)
|
-
|
||||||||||||||||||||
|
||||||||||||||||||||||||||||
Net loss
|
-
|
-
|
-
|
(827,425
|
)
|
-
|
(3,548
|
)
|
(830,973
|
)
|
||||||||||||||||||
Balance at December 31, 2015
|
45,975,966
|
45,976
|
42,589,759
|
(41,331,858
|
)
|
73,243
|
(1,156,064
|
)
|
221,056
|
|||||||||||||||||||
|
||||||||||||||||||||||||||||
Comprehensive loss
|
-
|
-
|
-
|
-
|
(57,494
|
)
|
23,573
|
(33,921
|
)
|
|||||||||||||||||||
|
||||||||||||||||||||||||||||
Investment in subsidiary
|
130,000
|
130,000
|
||||||||||||||||||||||||||
Subsidiary preferred dividend
|
-
|
-
|
8,914
|
-
|
-
|
(8,914
|
)
|
-,
|
||||||||||||||||||||
|
||||||||||||||||||||||||||||
Change in ownership interest of subsidiary
|
-
|
-
|
12,513
|
-
|
-
|
(12,513
|
)
|
-
|
||||||||||||||||||||
|
||||||||||||||||||||||||||||
Net loss
|
-
|
-
|
-
|
(97,313
|
)
|
-
|
21,095
|
(76,218
|
)
|
|||||||||||||||||||
Balance at September 30, 2016
|
45,975,966
|
45,976
|
42,741,186
|
(41,429,171
|
)
|
15,749
|
(1,132,823
|
)
|
240,917
|
|
For the nine months ended September 30,
|
|||||||
|
2016
|
2015
|
||||||
Cash flows from operating activities:
|
||||||||
Net loss
|
$
|
(76,218
|
)
|
$
|
(659,213
|
)
|
||
|
||||||||
Adjustments to reconcile net loss to net cash
used in operating activities:
|
||||||||
Amortization of prepaid stock based fees
|
-
|
39,000
|
||||||
Gain on termination of research agreement
|
(248,074
|
)
|
||||||
Stock based consulting fees
|
184,000
|
|||||||
Changes in operating assets and liabilities:
|
||||||||
Prepaid expenses
|
2,821
|
(11,456
|
)
|
|||||
Amounts receivable
|
5,393
|
10,523
|
||||||
Deferred charges
|
(46,879
|
)
|
(534,295
|
)
|
||||
Security deposit and other assets
|
-
|
(24,443
|
)
|
|||||
Accounts payable and accrued expenses
|
(8,700
|
)
|
67,689
|
|||||
Other liabilities
|
(16,568
|
)
|
9,717
|
|||||
Deferred revenue
|
-
|
983,790
|
||||||
Total Adjustments
|
(312,007
|
)
|
724,525
|
|||||
|
||||||||
Net cash used in operating activities
|
(388,225
|
)
|
65,312
|
|||||
|
||||||||
Cash flows used in investing activities:
|
||||||||
Patent expenditures
|
(34,890
|
)
|
-
|
|||||
Net cash used in investing activities
|
(34,890
|
)
|
-
|
|||||
|
||||||||
Cash flows from financing activities:
|
||||||||
Proceeds from investment in MIDS Medical
|
130,000
|
-
|
||||||
Net cash provided by financing activities
|
130,000
|
-
|
||||||
|
||||||||
|
||||||||
Effects of exchange rate changes on cash
|
(21,333
|
)
|
(16,948
|
)
|
||||
|
||||||||
Net (decrease) increase in cash
|
(314,448
|
)
|
48,364
|
|||||
|
||||||||
Cash, beginning of period
|
437,400
|
717,144
|
||||||
|
||||||||
Cash, end of period
|
$
|
122,952
|
$
|
765,508
|
||||
|
||||||||
Supplementary disclosure of cash flow information:
|
||||||||
Cash paid during the period for:
|
||||||||
Interest
|
$
|
-
|
$
|
-
|
||||
Income tax
|
$
|
-
|
$
|
-
|
||||
|
||||||||
Supplemental schedule of non-cash investing and financing activities:
|
$
|
-
|
$
|
-
|
||||
Common stock issued for prepaid services
|
$
|
-
|
$
|
54,000
|
|
Cost
$
|
Accumulated amortization
$
|
Foreign currency translation adjustment
$
|
September 30,
2016
Net carrying value
$
|
December 31,
2015
Net carrying value
$
|
|||||||||||||||
|
||||||||||||||||||||
Patents
|
200,738
|
–
|
(22,484
|
)
|
178,254
|
165, 848
|
|
WL
|
Bio-AMD Holdings &
Bio-AMD UK Holdings
|
Other
(Corporate)
|
Consolidated
|
||||||||||||
|
||||||||||||||||
Interest and other income
|
$
|
401
|
$
|
38
|
$
|
-
|
$
|
439
|
||||||||
Segment net loss
|
(1,112
|
)
|
(38,922
|
)
|
(27,626
|
)
|
(67,660
|
)
|
||||||||
Segment total assets
|
1,817
|
279,496
|
37,040
|
318,353
|
|
WL
|
Bio-AMD Holdings
|
Other
(Corporate)
|
Consolidated
|
||||||||||||
|
||||||||||||||||
Interest and other income
|
$
|
469
|
$
|
77,872
|
$
|
200
|
$
|
78,541
|
||||||||
Segment net income (loss)
|
(3,332
|
)
|
60,491
|
(139,400
|
)
|
(82,241
|
)
|
|||||||||
Segment total assets
|
7,050
|
1,166,370
|
323,893
|
1,497,313
|
|
WL
|
Bio-AMD Holdings &
Bio-AMD UK
|
Other
(Corporate)
|
Consolidated
|
||||||||||||
|
||||||||||||||||
Interest and other income
|
$
|
1,261
|
$
|
38
|
$
|
102
|
$
|
1,401
|
||||||||
Segment net income (loss)
|
(5,130
|
)
|
187,522
|
(258,610
|
)
|
(76,218
|
)
|
|||||||||
Segment total assets
|
1,817
|
279,496
|
37,040
|
318,353
|
|
WL
|
Bio-AMD Holdings
|
Other
(Corporate)
|
Consolidated
|
||||||||||||
|
||||||||||||||||
Interest and other income
|
$
|
1,390
|
$
|
77,872
|
$
|
802
|
$
|
80,064
|
||||||||
Segment net loss
|
(36,856
|
)
|
24,032
|
(646,389
|
)
|
(659,213
|
)
|
|||||||||
Segment total assets
|
7,050
|
1,166,370
|
323,893
|
1,497,313
|
(a)
|
On October 28, 2016 and November 2, 2016, the Company received further payments of $30,000 and $110,000, respectively, from the Partner in relation to the Phase 1 Payments pursuant to the Agreement.
|
(b)
|
On November 14, 2016, the Company issued 7,600,000 cashless warrants with “piggy-back” registration rights to the Chief Executive Officer and Chief Financial Officer of the Company with an exercise price of $0.07 per warrant with an expiration date of November 14, 2023, of which 4,100,000 warrants are vested immediately and 3,500,000 warrants will vest upon the first commercial sales of any MIDS-based products.
|
·
|
developing our POC medical diagnostic business; and
|
·
|
developing our currency risk mitigation business.
|
● |
Is capable of detecting biomarkers at a nanoparticle level, providing fully quantitative measurement of results i.e. giving a numerical value for the biomarker detected and not just an indication on whether a specified biomarker is actually present,
|
● |
Is capable of multiplexing i.e. performing multiple types of test from the same sample,
|
● |
Provides full connectivity and networking for collection, storage and transfer of data and results,
|
● |
Displays test results in minutes (less than 8 minutes for a panel of up to 3 tests),
|
● |
Requires a finger prick sample size for a single test,
|
● |
Utilizes a handheld reader and single disposable cartridge designed to be operated by a minimally trained person, requiring modest manual operation, other than for sample collection,
|
● |
Contains all necessary reagents and where all steps are automated into an integrated encompassing pre-treatment, analyte specific reaction, signal production, signal reaction and final result: from sample to result in one step,
|
● |
Can be adapted to perform different immunoassays for testing in areas such as infectious diseases, drugs of abuse or oncology, especially where rapid diagnosis is critical, and
|
● |
Has a simple system design, requiring minimal direct input costs and inline manufacturing processes to keep unit costs as low as possible.
|
·
|
Multinational corporate treasury operations;
|
·
|
Reference pricing for general global trade;
|
·
|
Reference pricing for currency, fixing, including virtual, online currencies;
|
·
|
Commodity pricing and trade;
|
·
|
Currency balanced savings accounts;
|
·
|
Fund management, including Exchange Traded Funds;
|
·
|
FX and derivative trading and speculation;
|
·
|
Global index calculations; and
|
·
|
Reserve ratio applications (similar to the IMF’s Special Drawing Right or SDR).
|
|
3 months ended September 30,
|
9 months ended September 30,
|
|||||||||||||||||
|
Note
|
2016
|
2015
|
2016
|
2015
|
||||||||||||||
Consulting expenses
|
1
|
19,871
|
106,516
|
194,376
|
332,570
|
||||||||||||||
Professional fees
|
2
|
9,457
|
70,156
|
39,514
|
83,910
|
||||||||||||||
Rent, office expense, and miscellaneous
|
3
|
9,606
|
20,038
|
31,182
|
66,483
|
||||||||||||||
Stock-based compensation
|
4
|
0
|
15,000
|
0
|
223,000
|
Exhibit No.
|
|
Description
|
31.1
|
|
|
31.2
|
|
|
32.1
|
|
|
32.2
|
|
|
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
|
BIO-AMD, INC.
|
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November 14, 2016
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By:
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/s/ Thomas Barr
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Thomas Barr, Chief Executive Officer
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November 14, 2016
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/s/ David Miller
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David Miller, Chief Financial Officer
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Date: November 14, 2016
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/s/ Thomas Barr
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Thomas Barr, Principal Executive Officer
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Date: November 14, 2016
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/s/ David Miller
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David Miller, Principal Financial Officer
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Date: November 14, 2016
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/s/ Thomas Barr
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Thomas Barr, Principal Executive Officer
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Date: November 14, 2016
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/s/ David Miller
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David Miller, Principal Financial Officer
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Document And Entity Information - shares |
9 Months Ended | |
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Sep. 30, 2016 |
Nov. 03, 2016 |
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Document and Entity Information [Abstract] | ||
Entity Registrant Name | Bio-AMD Inc. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 45,975,966 | |
Amendment Flag | false | |
Entity Central Index Key | 0001370030 | |
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, 2016 | |
Document Fiscal Year Focus | 2016 | |
Document Fiscal Period Focus | Q3 |
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares |
Sep. 30, 2016 |
Dec. 31, 2015 |
---|---|---|
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common Stock, Par Value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 |
Common Stock, Shares Issued | 45,975,966 | 45,975,966 |
Common Stock, Shares Outstanding | 45,975,966 | 45,975,966 |
CONDENSED CONSOLIDATED STATEMENT OF EQUITY (Unaudited) - USD ($) |
Total |
Common Stock [Member] |
Additional Paid-in Capital [Member] |
Retained Earnings [Member] |
AOCI Attributable to Parent [Member] |
Noncontrolling Interest [Member] |
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Balance at Dec. 31, 2014 | $ 833,401 | $ 44,526 | $ 42,329,451 | $ (40,504,433) | $ 102,589 | $ (1,138,732) |
Balance (in Shares) at Dec. 31, 2014 | 44,525,966 | |||||
Issuance of shares for prepaid services | 54,000 | $ 300 | 53,700 | |||
Issuance of shares for prepaid services (in Shares) | 300,000 | |||||
Issuance of shares for services | 184,000 | $ 1,150 | 182,850 | |||
Issuance of shares for services (in Shares) | 1,150,000 | |||||
Comprehensive loss | (19,372) | (29,346) | 9,974 | |||
Subsidiary preferred dividend | 23,758 | (23,758) | ||||
Net loss | (830,973) | (827,425) | (3,548) | |||
Balance at Dec. 31, 2015 | $ 221,056 | $ 45,976 | 42,589,759 | (41,331,858) | 73,243 | (1,156,064) |
Balance (in Shares) at Dec. 31, 2015 | 45,975,966 | 45,975,966 | ||||
Comprehensive loss | $ (33,921) | (57,494) | 23,573 | |||
Investment in subsidiary | 130,000 | 130,000 | ||||
Subsidiary preferred dividend | 8,914 | (8,914) | ||||
Change in ownership interest of subsidiary | 12,513 | (12,513) | ||||
Net loss | (76,218) | (97,313) | 21,095 | |||
Balance at Sep. 30, 2016 | $ 240,917 | $ 45,976 | $ 42,741,186 | $ (41,429,171) | $ 15,749 | $ (1,132,823) |
Balance (in Shares) at Sep. 30, 2016 | 45,975,966 | 45,975,966 |
Note 1 - Nature of Operations and Continuance of Business |
9 Months Ended |
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Sep. 30, 2016 | |
Disclosure Text Block [Abstract] | |
Nature of Operations [Text Block] | Note 1 – Nature of Operations and Continuance of Business General The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and note disclosures normally included in annual consolidated financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading. In the opinion of management, the unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the consolidated financial position as of September 30, 2016 and the results of operations and cash flows for the three and nine month periods ended September 30, 2016 and 2015. The financial data and other information disclosed in the notes to the interim condensed consolidated financial statements related to these periods are unaudited. The results for the three and nine month periods ended September 30, 2016 are not necessarily indicative of the results to be expected for any subsequent quarter or the entire year ending December 31, 2016. These unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and the notes thereto for the year ended December 31, 2015, included in the Company’s annual report on Form 10-K filed with the SEC on March 30, 2016. Nature of Operations Bio-AMD, Inc. (“Bio-AMD” the “Company”, “we”, “us”, “our”) (formerly known as Flex Fuels Energy, Inc. and Malibu Minerals, Inc.) was incorporated in the State of Nevada on March 10, 2006 to engage in the business of exploration and discovery of gold, minerals, mineral deposits and reserves. On April 15, 2011, we entered into an Agreement and Plan of Merger (the “Merger Agreement”) pursuant to which we merged with our newly formed, wholly owned subsidiary, Bio-AMD, Inc., a Nevada corporation (“Merger Sub” and such merger transaction, the “Merger”). Upon the consummation of the Merger, the separate existence of Merger Sub ceased and shareholders of the Company became shareholders of the surviving company named Bio-AMD, Inc. As permitted by Chapter 92A.180 of Nevada Revised Statutes, the sole purpose of the Merger was to effect a change of our name to Bio-AMD, Inc. to better reflect our core business area. Upon the filing of Articles of Merger (the “Articles of Merger”) with the Secretary of State of Nevada on April 15, 2011 to effect the Merger, our Articles of Incorporation were deemed amended to reflect the change in our corporate name. We are quoted on OTC Markets and the OTC Bulletin Board under the symbol “BIAD”. During the fourth quarter of our 2006 fiscal year, for the purpose of diversifying our business, acquiring capital, gaining greater access to the capital markets and with the assistance of newly acquired capital, we entered into an Agreement with Flex Fuels Energy Limited (“FFE Ltd”) and the stockholders of FFE Ltd by which FFE Ltd became our wholly-owned subsidiary effective on May 29, 2007. FFE Ltd engaged in the development of the business of manufacturing and distributing Oil Seed Rape (“OSR”) products. Effective September 5, 2009, after having carefully evaluated all options, we abandoned our proposed oil seed business, as we no longer considered the business to be economically viable on either a go alone or partnered basis. The proposed project initiated by prior management involved building an oil seed crushing plant at Cardiff, Wales was compromised by delays, sub-optional design and substantial legal costs. We were unable to raise the necessary financing, to locate a project partner, or to divest our interest in the project for value. Accordingly, we determined that our best course of action was to preserve value by winding down the oil seed operations of FFE Ltd. From our inception through the date of these unaudited condensed consolidated financial statements, we have not generated any revenues and have incurred significant expenses. The Company intends to fund its development of the currency risk technology, diagnostic technology and on-going operations through equity and/or debt financing arrangements. However, there can be no assurance that these arrangements will be sufficient to fund its ongoing capital expenditures, working capital, and other cash requirements. Consequently, our operations are subject to all the risks and uncertainties inherent in the establishment of a new business enterprise. WOCU Limited Acquisition On May 1, 2009, we entered into an Investment Agreement (the “Investment Agreement”) with WDX Organisation Limited, a corporation incorporated under the laws of England and Wales, and the founding shareholders of WDX Organisation Limited (the “Founders”), the owners of all of the issued and outstanding shares of WDX Organisation Limited. On the same date, we entered into a related Loan Agreement (the “Loan Agreement”) and a related Option and Funding Agreement (the “Funding Agreement”) with WDX Organisation Limited. The Investment Agreement, Loan Agreement and Funding Agreement are hereinafter collectively referred to as the “Agreements”. Pursuant to the Agreements, we acquired 51% ownership of WDX Organisation Limited. WDX Organisation Limited changed its name to WOCU Limited (“WL”) effective January 29, 2013. WL is the developer of the WOCU technology, an algorithm and system of providing reference data for its WOCU global currency unit, designed to mitigate currency risk. On August 14, 2009, we provided a further £150,000 (approximately $247,800) to WL by way of a loan and have exercised certain call options. On November 20, 2009, we loaned an additional £150,000 (approximately $249,840) to WL and increased our equity position in WL. WL has been working to develop contracts with a variety of banks, currency exchange networks, data providers, and derivative exchanges in an effort to commercialize its WOCU technology through licensing agreements. On March 8, 2010, we loaned an additional £150,000 (approximately $224,055) to WL and executed certain call options to further increase our equity position in WL. The loans were the result of our ongoing investment in WL as contemplated by our May 1, 2009 Investment Agreement with WL. Altogether, these transactions resulted in a total loan of £600,000 (approximately $904,000) to WL and the ownership of 93% of WL by the Company on March 8, 2010. On July 23, 2010, we entered into a Subscription Agreement with WL and the founders of WL under which we purchased 500,000 preference shares of WL (the “Preference Shares”) at a price of one British Pound per share (approximately $750,000). The Preference Shares earn in priority to any other class of stock of WL, a cumulative dividend equal to 5% of the subscription price of such Preference Shares per annum. These Preference Shares carry a preference over all other classes of WL stock in the event of a sale, liquidation or listing of WL. Upon liquidation, sale or listing and after repayment of the outstanding loans made by us to WL, other liabilities of WL and related transaction costs, the holder of the Preference Shares is entitled to a payment equal to three times the subscription price (the “Preference Shares Payment”) paid for such Preference Shares. The Preference Shares are redeemable upon a sale, listing or winding down of WL. The Subscription Agreement also provided for WL to allot up to an aggregate of 16,900 C Ordinary Shares of WL to employees, directors and consultants of WL to secure their continued service to WL and incentivize them in the performance thereof. An aggregate of 14,061 C Ordinary Shares were issued, for nominal consideration, to three employees and Robert Galvin, our former Chief Financial Officer on July 23, 2010. The issuance of the 14,061 C Ordinary Shares reduced our ownership in WL from 93% to 77.54%. Effective June 30, 2011, WL agreed with all three of its employees to terminate existing employment agreements so as to reduce the monthly cash outflows. As a result of the termination of employment contracts, and in accordance with the WL Articles of Association, terminated employees gave up 9,243 C Ordinary Shares. This increased our ownership in WL to 87.13%. During November 2011, we loaned an additional £50,000 (approximately $77,000) to WL as a short-term unsecured intercompany loan. On July 12, 2012, it was agreed that this loan would be settled through the issuance of 5,000,000 common shares, increasing our ownership in WL to 99.81%. Since January 2013, the Company has provided further advances totaling £196,000 (approximately $260,000) into WL to fund its operations based on the prospective pipeline of opportunities that have been generated. As at September 30, 2016, there were no commercial agreements in place, and no revenues had been generated by WL. Given the Company's limited resources, it is unlikely that the Company can support WL operations going forward, as a contractor to WL vital to its technical operation has indicated it is not willing to continue to provide its services at the current much reduced rate of payment and accordingly further investment will be required to support WL. The Company's default option is to shut down WL. The Company is considering any option that might preserve any value in WL and is considering an offer from the contractor and our CEO, Mr Thomas Barr, to purchase the Company's shares in WL in exchange for nominal consideration and a future payment contingent on the future success of WL, if any. Bio-AMD Holdings Limited Acquisition On February 25, 2010, we entered into a Subscription and Shareholders Agreement with Bio-AMD Holdings Limited (“Bio-AMD Holdings”), a United Kingdom company, and the managers of Bio-AMD Holdings, under which we acquired a 63% interest in Bio-AMD Holdings for £865,000 British Pounds (approximately $1,335,000) through the purchase of preferred shares. The preferred shares accrue dividends at the rate of 5% per year and provide for a preference in liquidation equal to £865,000, plus accrued unpaid dividends (the preference on a sale is £850,000, plus accrued and unpaid dividends). Bio-AMD Holdings is a development stage company, formed in February 2010, which, through its operating subsidiary, Bio Alternative Medical Devices Ltd. (“Bio-Medical”), principally operates in the Medical Point of Care (“POC”) diagnostic space. Where context requires, reference to Bio-AMD Holdings also includes reference to Bio-Medical. Bio-AMD Holdings owns a portfolio of patent applications on technologies, which it expects to enable it to develop highly accurate, low cost, hand held electronic diagnostic devices capable of reading certain third party assays. Since 2010 Bio-AMD Holdings has been developing its technology into three initial product types (1) a digital strip reader targeted initially into the “over the counter” female well-being market (including digital pregnancy, ovulation and fertility testing, (2) a blood coagulation device and (3) early stage development work into a POC immunoassay detection system based on magnetic nanoparticle manipulation. In addition, Bio-AMD Holdings is working to develop various commercial relationships with manufacturers, bio-chemistry companies and sales distributions partners to enable commercialization of its products through licensing agreements. Since January 2014, the Company has provided additional working capital by way of cash injections via intercompany loans amounting to £100,000 (approximately $132,000) to Bio-AMD Holdings to further fund operations. These loans are secured against the assets of Bio-AMD Holdings and its wholly owned operating subsidiary, Bio-Medical. Restructuring of Bio-AMD Holdings and Bio-Medical operations On June 1, 2016, the intellectual property relating to the Company’s DSR, COAG and MIDS projects (the “IP”) and depreciated physical equipment assets (together the IP, the “Assets”), formerly under the control of Bio-AMD Holdings and Bio-Medical, were brought into the full control of Bio-AMD, Inc. under loan security agreements put in place by the Company during 2015. On June 17, 2016, the Company entered into a Subscription and Shareholders’ Agreement with Bio-AMD UK Holdings Limited (“UKH”), a United Kingdom company, and the managers of UKH, under which we acquired a 70% interest in UKH in exchange for the Assets. UKH is a development stage company, formed in May 2009 by the Company’s two principal and key scientists formerly contracted to Holdings, Dr. Nasser Djennati and Dr. Andrew Mitchell. UKH was formerly dormant and has never traded. Immediately prior to the transaction UKH formed a new subsidiary, MIDS Medical Limited (“MML”) as a dedicated vehicle to develop our MIDS universal immunoassay detection technology in a joint venture, further described below. UKH has taken over most of the operations of Holdings and Bio-Medical. The 30% of UKH not owned by the Company is owned by Dr. Nasser Djennati (15%) and Dr. Andrew Mitchell (15%), whose experience and qualifications were reported on Form 8K filed on March 3, 2010. The board of directors of UKH consists of, and the board of MML includes, Drs. Djennati and Mitchell, and Mr Barr, the Company’s CEO. The effect of the restructuring was to beneficially increase the Company’s interest in its UK medical operations from 63% to 70%, to simplify and gain better voting control of its UK subsidiaries, and to eliminate two employee profit share arrangements. As a result of the incremental increase in the ownership of the Assets, the Company recorded a charge to Additional Paid-in Capital and the Non-controlling Interest of $12,513. The amount represents the Company’s additional interest in the net book value of the group of Assets determined by voting control. MIDS Medical Limited Operations On June 20, 2016, the Company and its UKH and MML subsidiaries entered into a joint venture by way of a Subscription and Shareholders’ Agreement (“Agreement”) with a third party medical detection device developer (“Partner”) a Nevada corporation, under which the Partner, in exchange for its participation and funding to support MML during a Phase 1 development, owns a 40% interest in MML as of July 1, 2016, The Partner also prospectively agreed to fund a Phase 2 development of our MIDS universal immunoassay detection technology within the MML vehicle. MML will have the right to use the MIDS Intellectual Property (“MIDS IP”) under license during the development and the MIDS IP will be transferred to MML in the event that MML concludes a commercial deal for MIDS with a third party. The Agreement provided for a series of payments ("Phase 1 Payments") in an aggregate amount of £450,500 (approximately $650,000 based on the rate of exchange prevailing at the time of the agreement). The Partner made a Phase 1 Payment to MML, of $130,000 (the "First Payment"), which was received on August 2, 2016 and was converted to £92,857. Subsequent Phase 1 Payments were expected to be received as follows; (a) on or before September 20, 2016, a payment £106,093, (b) on or before November 20, 2016, a payment of £100,640; (c) on or before January 20, 2017, a payment of £100,640; and (d) on or before March 20, 2017, a payment of £50,320. On September 29, 2016, the Agreement was amended to provide for the Phase 1 payments to be made in US dollars to an amended timetable, with all other provisions of the Agreement remaining in force: The Partner made a Phase 1 Payment to MML of $130,000 (the "First Payment"), received on August 2, 2016 and further payments of $30,000 and $110,000 were received on October 28, 2016 and November 2, 2016 respectively. Subsequent Phase 1 Payments are expected to be received as follows; (a) on or before November 30, 2016, a payment of $152,500; (b) on or before January 31, 2017, a payment of $152,500; and (c) on or before March 31, 2017, a payment of $75,000. On October 11, 2016, the Partner appointed its CEO to the board of MML. The Agreement also provides for a contingency funding (“Contingency”) to be made available by the Partner after March 31, 2017 in an aggregate amount of up to £45,000 (approximately $64,000) to be paid by the Partner within 20 days of receiving a written notice from MML. The parties to the Agreement envisage a second phase of development (“Phase 2”) to follow Phase 1. This is expected to be broadly over a similar timeframe and at a similar cost. MML may independently obtain funding for Phase 2 at MML’s option, or invite the Partner to fund. The Agreement contains various provisions to govern the funding obligations of the Partner: if any Phase 1 Payment is not made within 14 days of it falling due (“Default”), the Partner’s shareholding in MML may be reduced to zero; if no Contingency is drawn during Phase 1, UKH will be awarded an enduring 2.5% profit after tax right in MML (“Override”) which will increase to a 15% Override if the Partner declines to fund Phase 2; if the Partner declines to fund Phase 2 and any Contingency has been drawn, UKH will be awarded a 15% Override decreased by 0.5% for each £7,500 tranche of Contingency drawn down during Phase 1. Any Override will convert pro rata into ordinary shares in the event of a sale of MML. Provided that each Phase 1 Payment is made within 14 days of falling due, the Partner also has additional control rights over MML, including representation on the MML board of directors, rights over the appointment and employment of senior management persons, indebtedness, major transactions, budget approval rights, accounting practices and general operational management supervisory rights. As a condition of the Agreement, MML has entered into Supply of Services Agreements under which it receives the services of Drs. Djennati and Mitchell, being key personnel related to the MIDS development. The Company has agreed, pursuant to a letter agreement (the “Warrant Agreement”), to prospectively issue 3,000,000 five year warrants in the Company exercisable at $0.10, to certain third parties (or their nominees) who have introduced the Partner to the Company (“Introducer Warrants”). The Warrant Agreement provides for the Introducer Warrants to be issued at the discretion of the Company at any time up to MML receiving the final Phase 1 Payment, and may not be exercised prior to June 15, 2017. In the event the Phase 1 Payments are not made in full, the Company will have the right to cancel the issuance of the Introducer Warrants, or to negotiate revised terms, at the Company’s sole option. No other fees have been paid in regard to the Agreement. As at September 30, 2016, the Company has not issued any Introducer Warrants. Going Concern The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has not commenced its planned principal operations. As shown in the accompanying unaudited condensed consolidated financial statements, the Company has not generated any revenue and has incurred recurring losses through September 30, 2016. Additionally, the Company has recurring negative cash flows from operations and has an accumulated deficit of $41,429,171 as at September 30, 2016. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s ability to continue its existence is dependent upon commencing its planned operations, management’s ability to develop and achieve profitable operations and/or upon obtaining additional financing to carry out its planned business. The Company intends to fund the development of its diagnostic technology and on-going operations through equity and debt financing arrangements. However, there can be no assurance that these arrangements will be sufficient to fund its ongoing capital expenditures, working capital, and other cash requirements. The outcome of these matters cannot be predicted at this time. There can be no assurance that any additional financings will be available to the Company on satisfactory terms and conditions, if at all. In the event we are unable to continue as a going concern, we may elect or be required to seek protection from our creditors by filing a voluntary petition in bankruptcy or may be subject to an involuntary petition in bankruptcy. To date, management has not considered this alternative. The accompanying unaudited condensed consolidated financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern. |
Note 2 - Summary of Significant Accounting Policies |
9 Months Ended |
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Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | Note 2 – Summary of Significant Accounting Policies Use of estimates The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Principles of consolidation The unaudited condensed consolidated financial statements include the accounts of Bio-AMD, Inc., WOCU Limited (a 99.81% owned subsidiary as of September 30, 2016), Bio-AMD Holdings Limited (a 63% owned subsidiary as of September 30, 2016), along with Bio-AMD Holdings Limited’s wholly owned subsidiary Bio-Medical, and Bio-AMD UK Holdings Limited (“UKH”) (a 70% owned subsidiary effective September 30, 2016), along with its then wholly owned subsidiary, MIDS Medical Limited. All significant intercompany transactions and balances have been eliminated in consolidation. The third party ownerships of 0.19% of WL, 37% of Bio-AMD Holdings, and 30% of UKH are recorded as non-controlling interests in the unaudited condensed consolidated financial statements. Patents Patents are stated at cost less accumulated amortization and are comprised of patent applications on technologies which the Company expects to enable it to develop highly accurate, low cost, hand held electronic diagnostic devices capable of reading third party assays. The patents are amortized straight-line over the estimated useful life but not to exceed 17 years. Revenue Recognition The Company recognizes revenue when the following criteria have been met: persuasive evidence of an arrangement exists, no significant Company obligations remain, collection of the related receivable is reasonably assured, and the fees are fixed or determinable. The Company acts as a principal in its revenue transactions as it is the primary obligor in the transactions. Deferred Revenue and Deferred Costs The Company defers revenue on contracts which contain a performance commitment until such time as the services have been completed and no significant Company obligations remain. The costs associated with contracts for which revenue is deferred, including personnel costs and incremental contract costs, are initially capitalized as deferred costs. Subsequently these costs are recognized as a component of cost of revenue when the associated revenue is recognized. In May 2016, the Company received formal written notice of termination of its Master Agreement with Sysmex Corporation (“Sysmex”) in a letter dated April 22, 2016. As a result of the termination, the Company has no further obligations with respect to the research agreement and related funding received. Due to the unexpected termination by Sysmex, the Company recorded a gain from the contract termination of $248,074. Foreign currency translation The Company’s reporting and functional currency is US Dollars. The accounts of the Company’s 99.81% owned subsidiary, WL, and the Company’s 63% owned subsidiary, Bio-AMD Holdings, and Bio-AMD Holdings’ wholly owned subsidiary, Bio-Medical, and the Company’s 70% owned subsidiary UKH and its wholly owned subsidiary MML, are maintained using the local currency (Great British Pounds) as the functional currency. All assets and liabilities are translated into US Dollars at the balance sheet date, equity is translated at historical rates, and revenue and expense accounts are translated at the average exchange rate for the year or the reporting period. The translation adjustments are recorded as accumulated other comprehensive income. Transaction gains and losses arising from exchange rate fluctuation on transactions denominated in a currency other than the functional currency are included in the consolidated statements of operations. The relevant translation rates are as follows: For the nine month period ended September 30, 2016 closing rate at US$1.3015 per GBP, average rate at US$1.3921 per GBP and for the nine month period ended September 30, 2015 closing rate at US$1.5164 per GBP, average rate at US$1.5322 per GBP. Recently Issued Accounting Standards In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which is intended to improve targeted areas of consolidation guidance for legal entities such as limited partnerships, limited liability corporations, and securitization structures (collateralized debt obligations, collateralized loan obligations, and mortgage-backed security transactions). The ASU focuses on the consolidation evaluation for reporting organizations that are required to evaluate whether they should consolidate certain legal entities. In addition to reducing the number of consolidation models from four to two, the new standard simplifies the FASB Accounting Standards Codification and improves current US GAAP by placing more emphasis on risk of loss when determining a controlling financial interest, reducing the frequency of the application of related-party guidance when determining a controlling financial interest in a variable interest entity (“VIE”), and changing consolidation conclusions for companies in several industries that typically make use of limited partnerships or VIEs. The ASU will be effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. The adoption of ASU 2015-02 did not have any effect on our financial position, results of operations or cash flows. In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 205-40)”. ASU 2014-15 provides guidance related to management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosure. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and for interim and annual periods thereafter. Early application is permitted. We do not expect the adoption of ASU 2014-15 to have a material effect on our financial position, results of operations or cash flows. In June 2014, the FASB issued ASU No. 2014-12, “Compensation – Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period.” This ASU requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU 2014-12 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. The adoption of ASU 2014-12 did not have any effect on our financial position, results of operations or cash flows. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” ASU 2014-09 affects any entity using US GAAP that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). ASU 2014-09 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. We are still evaluating the effect of the adoption of ASU 2014-09. On April 1, 2015, the FASB voted to propose to defer the effective date of the new revenue recognition standard by one year. Recent accounting pronouncements issued by the FASB and the SEC did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements. |
Note 3 - Patents |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Sep. 30, 2016 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Disclosure Text Block [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Intangible Assets Disclosure [Text Block] | Note 3 – Patents
The Company, through UKH and MML, currently has eight patent applications covering its three proprietary technology platforms. We continue to review our intellectual property strategy with the intention, within the constraints of our currently limited financial resources, of sufficiently protecting our key intangible assets, and that any new IP generated is reviewed as far as possible to optimize the novel nature of the IP and freedom to operate in key jurisdictions. In June 2015, the Company received a grant of U.S. patent protecting twenty one claims central to the Company’s microfluidic strip and reader technology designed to test PT/INR by a POC device. In January 2016, the Company received a grant of patent from the State Intellectual Property Office of the People’s Republic of China (“PRC”) for our MIDS technology. The Company has made similar MIDS technology patent applications in the U.K. and in more than 145 Contracting States under the international Patent Cooperation Treaty, and separately in the USA, the European Union and India. In March 2016, the Company received notice of grant of patent from the State Intellectual Property Office of the PRC relating to our microfluidic strip and reader technology designed to test PT/INR by a POC device. For the period ended September 30, 2016, there has been no amortization on the patents as they are still under development and have not been placed in use. |
Note 4 - Related Party Transactions |
9 Months Ended |
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Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Note 4 – Related Party Transactions During the three months ended September 30, 2016, we paid $nil (2015 - $46,613), to The ARM Partnership (“ARM”), a partnership in which Robert Galvin, our former Chief Financial Officer and Treasurer is a partner, for services provided to us by Mr. Galvin in all capacities. During the nine month period ended September 30, 2016, we paid an aggregate of $10,030 (2015 - $145,932) to ARM. Mr. Galvin owns 12.33% of the outstanding share capital of Bio-AMD Holdings. In addition, during the nine months ended September 30, 2016, the Company paid $nil (2015 - $9,750 (£14,800)) for the use of ARM’s offices in central London located at 3rd Floor, 14 South Molton Street, London, UK. During the three month period ended September 30, 2016, we paid an aggregate of $9,269 (2015 - $36,175) to Thomas Barr, our Chief Executive Officer, for services provided to us by Mr. Barr in all capacities. During the nine month period ended September 30, 2016, we paid an aggregate of $68,559 (2015 - $108,526) to Mr. Barr. During the three month period ended September 30, 2016, we paid an aggregate of $4,833 (2015 - $23,494) to David Miller, our Chief Financial Officer, for services provided to us by Mr. Miller in all capacities. During the nine month period ended September 30, 2016, we paid an aggregate of $43,395 (2015 - $70,482) to Mr. Miller. |
Note 5 - Deferred Revenue |
9 Months Ended |
---|---|
Sep. 30, 2016 | |
Deferred Revenue Disclosure [Abstract] | |
Deferred Revenue Disclosure [Text Block] | Note 5 – Deferred Revenue Deferred revenue consists of funds received in advance of services being performed. The Company’s revenue recognition policy dictates that revenues will be recognized when the services have been completed and no significant Company obligations remain. The costs directly associated with the performance of services for which revenue has been deferred are initially capitalized as deferred costs. These costs will be recognized as a component of cost of revenue when the associated revenue is recognized. In May 2016, the Company received notice of termination of its Master Agreement with Sysmex. Upon receiving notice, management has determined that the Company has no further material obligations under the research agreement. The net difference between the deferred revenues and deferred costs of $248,074 has been recognized as a gain on termination of research agreement in the consolidated statements of operations. |
Note 6 - Segmented Information |
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Segment Reporting [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Segment Reporting Disclosure [Text Block] | Note 6 – Segmented Information We currently operate in two segments: 1) the development of a technology designed to mitigate currency risk through our 99.81% owned subsidiary, WL as of September 30, 2016, and 2) the development of highly accurate, low cost, hand held, electronic medical diagnostic devices capable of reading third party assays through our 63% and 70% owned subsidiaries, Bio-AMD Holdings and Bio-AMD UK Holdings Limited, respectively. Segment information for the three and nine months ended September 30, 2016 and 2015 consists of the following: Three months ended September 30, 2016:
Three months ended September 30, 2015:
Nine months ended September 30 2016:
Nine months ended September 2015:
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Note 7 - Commitment |
9 Months Ended |
---|---|
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Note 7 – Commitment As previously described in Note 1, effective July 1, 2016, the Company has formed a joint venture agreement for the Phase 1 development of MIDS technological application. The Company has agreed, to prospectively issue 3,000,000 five year warrants in the Company exercisable at $0.10 per share, to certain third parties (or their nominees) who have introduced the joint venture partner to the Company. The warrants may be issued at any time up to MML receiving the final Phase 1 Payment and they may not be exercised prior to June 15, 2017. Management evaluated all activities of the Company through the issuance date of the Company’s interim unaudited condensed consolidated financial statements and concluded that no further subsequent events have occurred that would require adjustments or disclosure into the interim unaudited condensed consolidated financial statements. |
Note 8 - Subsequent Event |
9 Months Ended | ||||
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Sep. 30, 2016 | |||||
Subsequent Events [Abstract] | |||||
Subsequent Events [Text Block] | Note 8 – Subsequent Event
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Accounting Policies, by Policy (Policies) |
9 Months Ended |
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Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Use of Estimates, Policy [Policy Text Block] | Use of estimates The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
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Consolidation, Policy [Policy Text Block] | Principles of consolidation The unaudited condensed consolidated financial statements include the accounts of Bio-AMD, Inc., WOCU Limited (a 99.81% owned subsidiary as of September 30, 2016), Bio-AMD Holdings Limited (a 63% owned subsidiary as of September 30, 2016), along with Bio-AMD Holdings Limited’s wholly owned subsidiary Bio-Medical, and Bio-AMD UK Holdings Limited (“UKH”) (a 70% owned subsidiary effective September 30, 2016), along with its then wholly owned subsidiary, MIDS Medical Limited. All significant intercompany transactions and balances have been eliminated in consolidation. The third party ownerships of 0.19% of WL, 37% of Bio-AMD Holdings, and 30% of UKH are recorded as non-controlling interests in the unaudited condensed consolidated financial statements. |
Intangible Assets, Finite-Lived, Policy [Policy Text Block] | Patents Patents are stated at cost less accumulated amortization and are comprised of patent applications on technologies which the Company expects to enable it to develop highly accurate, low cost, hand held electronic diagnostic devices capable of reading third party assays. The patents are amortized straight-line over the estimated useful life but not to exceed 17 years.
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Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition The Company recognizes revenue when the following criteria have been met: persuasive evidence of an arrangement exists, no significant Company obligations remain, collection of the related receivable is reasonably assured, and the fees are fixed or determinable. The Company acts as a principal in its revenue transactions as it is the primary obligor in the transactions.
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Revenue Recognition, Deferred Revenue [Policy Text Block] | Deferred Revenue and Deferred Costs The Company defers revenue on contracts which contain a performance commitment until such time as the services have been completed and no significant Company obligations remain. The costs associated with contracts for which revenue is deferred, including personnel costs and incremental contract costs, are initially capitalized as deferred costs. Subsequently these costs are recognized as a component of cost of revenue when the associated revenue is recognized. In May 2016, the Company received formal written notice of termination of its Master Agreement with Sysmex Corporation (“Sysmex”) in a letter dated April 22, 2016. As a result of the termination, the Company has no further obligations with respect to the research agreement and related funding received. Due to the unexpected termination by Sysmex, the Company recorded a gain from the contract termination of $248,074. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign currency translation The Company’s reporting and functional currency is US Dollars. The accounts of the Company’s 99.81% owned subsidiary, WL, and the Company’s 63% owned subsidiary, Bio-AMD Holdings, and Bio-AMD Holdings’ wholly owned subsidiary, Bio-Medical, and the Company’s 70% owned subsidiary UKH and its wholly owned subsidiary MML, are maintained using the local currency (Great British Pounds) as the functional currency. All assets and liabilities are translated into US Dollars at the balance sheet date, equity is translated at historical rates, and revenue and expense accounts are translated at the average exchange rate for the year or the reporting period. The translation adjustments are recorded as accumulated other comprehensive income. Transaction gains and losses arising from exchange rate fluctuation on transactions denominated in a currency other than the functional currency are included in the consolidated statements of operations. The relevant translation rates are as follows: For the nine month period ended September 30, 2016 closing rate at US$1.3015 per GBP, average rate at US$1.3921 per GBP and for the nine month period ended September 30, 2015 closing rate at US$1.5164 per GBP, average rate at US$1.5322 per GBP. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Standards In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which is intended to improve targeted areas of consolidation guidance for legal entities such as limited partnerships, limited liability corporations, and securitization structures (collateralized debt obligations, collateralized loan obligations, and mortgage-backed security transactions). The ASU focuses on the consolidation evaluation for reporting organizations that are required to evaluate whether they should consolidate certain legal entities. In addition to reducing the number of consolidation models from four to two, the new standard simplifies the FASB Accounting Standards Codification and improves current US GAAP by placing more emphasis on risk of loss when determining a controlling financial interest, reducing the frequency of the application of related-party guidance when determining a controlling financial interest in a variable interest entity (“VIE”), and changing consolidation conclusions for companies in several industries that typically make use of limited partnerships or VIEs. The ASU will be effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. The adoption of ASU 2015-02 did not have any effect on our financial position, results of operations or cash flows. In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 205-40)”. ASU 2014-15 provides guidance related to management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosure. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and for interim and annual periods thereafter. Early application is permitted. We do not expect the adoption of ASU 2014-15 to have a material effect on our financial position, results of operations or cash flows. In June 2014, the FASB issued ASU No. 2014-12, “Compensation – Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period.” This ASU requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU 2014-12 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. The adoption of ASU 2014-12 did not have any effect on our financial position, results of operations or cash flows. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” ASU 2014-09 affects any entity using US GAAP that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). ASU 2014-09 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. We are still evaluating the effect of the adoption of ASU 2014-09. On April 1, 2015, the FASB voted to propose to defer the effective date of the new revenue recognition standard by one year. Recent accounting pronouncements issued by the FASB and the SEC did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements. |
Note 3 - Patents (Tables) |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Sep. 30, 2016 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Disclosure Text Block [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Finite-Lived Intangible Assets [Table Text Block] |
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Note 6 - Segmented Information (Tables) |
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Segment Reporting [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | We currently operate in two segments: 1) the development of a technology designed to mitigate currency risk through our 99.81% owned subsidiary, WL as of September 30, 2016, and 2) the development of highly accurate, low cost, hand held, electronic medical diagnostic devices capable of reading third party assays through our 63% and 70% owned subsidiaries, Bio-AMD Holdings and Bio-AMD UK Holdings Limited, respectively. Segment information for the three and nine months ended September 30, 2016 and 2015 consists of the following:
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Note 1 - Nature of Operations and Continuance of Business (Details) |
1 Months Ended | 6 Months Ended | 9 Months Ended | ||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Nov. 02, 2016
USD ($)
|
Oct. 28, 2016
USD ($)
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Sep. 29, 2016 |
Aug. 02, 2016
USD ($)
|
Jul. 01, 2016
USD ($)
$ / shares
shares
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Jul. 01, 2016
GBP (£)
shares
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Jul. 12, 2012
shares
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Jun. 30, 2011
shares
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Jul. 23, 2010
USD ($)
shares
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Mar. 08, 2010
USD ($)
|
Mar. 08, 2010
GBP (£)
|
Feb. 25, 2010
USD ($)
|
Feb. 25, 2010
GBP (£)
|
Nov. 20, 2009
USD ($)
|
Nov. 20, 2009
GBP (£)
|
Aug. 14, 2009
USD ($)
|
Aug. 14, 2009
GBP (£)
|
Nov. 30, 2011
USD ($)
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Nov. 30, 2011
GBP (£)
|
Jun. 17, 2016
USD ($)
|
Sep. 30, 2016
USD ($)
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Sep. 30, 2016
GBP (£)
|
Jun. 16, 2016 |
Dec. 31, 2015
USD ($)
|
Jul. 23, 2010
£ / shares
shares
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Mar. 08, 2010
GBP (£)
|
May 01, 2009 |
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Note 1 - Nature of Operations and Continuance of Business (Details) [Line Items] | |||||||||||||||||||||||||||
Preferred Stock, Liquidation Preference, Value | £ | £ 850,000 | ||||||||||||||||||||||||||
Noncontrolling Interest, Period Increase (Decrease) | $ | $ 12,513 | ||||||||||||||||||||||||||
Retained Earnings (Accumulated Deficit) | $ | $ (41,429,171) | $ (41,331,858) | |||||||||||||||||||||||||
Corporate Joint Venture [Member] | |||||||||||||||||||||||||||
Note 1 - Nature of Operations and Continuance of Business (Details) [Line Items] | |||||||||||||||||||||||||||
Joint Venture, Aggregate Proceeds Provided by Partner | $ 650,000 | £ 450,500 | |||||||||||||||||||||||||
Proceeds from Joint Venture Partner | $ 110,000 | $ 30,000 | $ 130,000 | $ 130,000 | £ 92,857 | ||||||||||||||||||||||
Joint Venture, Partner Funding Description | Subsequent Phase 1 Payments are expected to be received as follows; (a) on or before November 30, 2016, a payment of $152,500; (b) on or before January 31, 2017, a payment of $152,500; and (c) on or before March 31, 2017, a payment of $75,000 | Subsequent Phase 1 Payments were expected to be received as follows; (a) on or before September 20, 2016, a payment £106,093, (b) on or before November 20, 2016, a payment of £100,640; (c) on or before January 20, 2017, a payment of £100,640; and (d) on or before March 20, 2017, a payment of £50,320. | Subsequent Phase 1 Payments were expected to be received as follows; (a) on or before September 20, 2016, a payment £106,093, (b) on or before November 20, 2016, a payment of £100,640; (c) on or before January 20, 2017, a payment of £100,640; and (d) on or before March 20, 2017, a payment of £50,320. | ||||||||||||||||||||||||
Joint Venture, Partner Provisions | The Agreement contains various provisions to govern the funding obligations of the Partner: if any Phase 1 Payment is not made within 14 days of it falling due (“Default”), the Partner’s shareholding in MML may be reduced to zero; if no Contingency is drawn during Phase 1, UKH will be awarded an enduring 2.5% profit after tax right in MML (“Override”) which will increase to a 15% Override if the Partner declines to fund Phase 2; if the Partner declines to fund Phase 2 and any Contingency has been drawn, UKH will be awarded a 15% Override decreased by 0.5% for each £7,500 tranche of Contingency drawn down during Phase 1. Any Override will convert pro rata into ordinary shares in the event of a sale of MML. | The Agreement contains various provisions to govern the funding obligations of the Partner: if any Phase 1 Payment is not made within 14 days of it falling due (“Default”), the Partner’s shareholding in MML may be reduced to zero; if no Contingency is drawn during Phase 1, UKH will be awarded an enduring 2.5% profit after tax right in MML (“Override”) which will increase to a 15% Override if the Partner declines to fund Phase 2; if the Partner declines to fund Phase 2 and any Contingency has been drawn, UKH will be awarded a 15% Override decreased by 0.5% for each £7,500 tranche of Contingency drawn down during Phase 1. Any Override will convert pro rata into ordinary shares in the event of a sale of MML. | |||||||||||||||||||||||||
Class of Warrant or Rights, Granted | 3,000,000 | 3,000,000 | |||||||||||||||||||||||||
Warrants, Term of Warrants | 5 years | 5 years | |||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.10 | ||||||||||||||||||||||||||
WOCU Limited "WL", formerly WDX Organization [Member] | |||||||||||||||||||||||||||
Note 1 - Nature of Operations and Continuance of Business (Details) [Line Items] | |||||||||||||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 51.00% | ||||||||||||||||||||||||||
Loans and Leases Receivable, Related Parties, Additions | $ 224,055 | £ 150,000 | $ 249,840 | £ 150,000 | $ 247,800 | £ 150,000 | $ 77,000 | £ 50,000 | 260,000 | £ 196,000 | |||||||||||||||||
Loans and Leases Receivable, Related Parties | $ 904,000 | £ 600,000 | |||||||||||||||||||||||||
Subsidiary or Equity Method Investee, Cumulative Percentage Ownership after All Transactions | 99.81% | 87.13% | 77.54% | 93.00% | 93.00% | ||||||||||||||||||||||
Preference Shares Purchased in Subsidiary | 500,000 | ||||||||||||||||||||||||||
Sale of Stock, Price Per Share | £ / shares | £ 1 | ||||||||||||||||||||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Changes, Purchase of Interest by Parent | $ | $ 750,000 | ||||||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 5.00% | ||||||||||||||||||||||||||
Preferred Stock, Redemption Terms | Upon liquidation, sale or listing and after repayment of the outstanding loans made by us to WL, other liabilities of WL and related transaction costs, the holder of the Preference Shares is entitled to a payment equal to three times the subscription price (the “Preference Shares Payment”) paid for such Preference Shares. | ||||||||||||||||||||||||||
Number of Employees | 3 | ||||||||||||||||||||||||||
Sale of Stock, Percentage of Ownership before Transaction | 93.00% | ||||||||||||||||||||||||||
Stock Repurchased and Retired During Period, Shares | 9,243 | ||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 5,000,000 | ||||||||||||||||||||||||||
Revenues | $ | $ 0 | ||||||||||||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 0.19% | ||||||||||||||||||||||||||
Equity Method Investment, Ownership Percentage | 99.81% | ||||||||||||||||||||||||||
WOCU Limited "WL", formerly WDX Organization [Member] | Series C Preferred Stock [Member] | |||||||||||||||||||||||||||
Note 1 - Nature of Operations and Continuance of Business (Details) [Line Items] | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 16,900 | ||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 14,061 | ||||||||||||||||||||||||||
Bio-AMD Holdings Limited [Member] | |||||||||||||||||||||||||||
Note 1 - Nature of Operations and Continuance of Business (Details) [Line Items] | |||||||||||||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 63.00% | ||||||||||||||||||||||||||
Loans and Leases Receivable, Related Parties, Additions | $ 132,000 | £ 100,000 | |||||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 5.00% | 5.00% | |||||||||||||||||||||||||
Payments to Acquire Businesses, Gross | $ 1,335,000 | £ 865,000 | |||||||||||||||||||||||||
Preferred Stock, Liquidation Preference, Value | £ | £ 865,000 | ||||||||||||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 37.00% | ||||||||||||||||||||||||||
Equity Method Investment, Ownership Percentage | 63.00% | ||||||||||||||||||||||||||
Bio-AMD UK Holdings Limited [Member] | |||||||||||||||||||||||||||
Note 1 - Nature of Operations and Continuance of Business (Details) [Line Items] | |||||||||||||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 70.00% | ||||||||||||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 30.00% | 30.00% | |||||||||||||||||||||||||
Equity Method Investment, Ownership Percentage | 70.00% | 70.00% | |||||||||||||||||||||||||
Bio-AMD UK Holdings Limited [Member] | Dr. Nasser Djennati [Member] | |||||||||||||||||||||||||||
Note 1 - Nature of Operations and Continuance of Business (Details) [Line Items] | |||||||||||||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 15.00% | ||||||||||||||||||||||||||
Bio-AMD UK Holdings Limited [Member] | Dr. Andrew Mitchell [Member] | |||||||||||||||||||||||||||
Note 1 - Nature of Operations and Continuance of Business (Details) [Line Items] | |||||||||||||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 15.00% | ||||||||||||||||||||||||||
Interest in UK Medical Operations [Member] | |||||||||||||||||||||||||||
Note 1 - Nature of Operations and Continuance of Business (Details) [Line Items] | |||||||||||||||||||||||||||
Equity Method Investment, Ownership Percentage | 70.00% | 63.00% | |||||||||||||||||||||||||
MIDS Medical Limited [Member] | Third Party Medical Detection Device Devloper [Member] | |||||||||||||||||||||||||||
Note 1 - Nature of Operations and Continuance of Business (Details) [Line Items] | |||||||||||||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 40.00% |
Note 3 - Patents (Details) |
9 Months Ended |
---|---|
Sep. 30, 2016 | |
Disclosure Text Block [Abstract] | |
Number of live patents | 8 |
Number of proprietary technology platforms | 3 |
Note 3 - Patents (Details) - Schedule of Finite-Lived Intangible Assets - USD ($) |
9 Months Ended | |
---|---|---|
Sep. 30, 2016 |
Dec. 31, 2015 |
|
Schedule of Finite-Lived Intangible Assets [Abstract] | ||
Patents | $ 200,738 | |
Patents | 0 | |
Patents | (22,484) | |
Patents | $ 178,254 | $ 165,848 |
Note 4 - Related Party Transactions (Details) |
3 Months Ended | 9 Months Ended | |||
---|---|---|---|---|---|
Sep. 30, 2016
USD ($)
|
Sep. 30, 2015
USD ($)
|
Sep. 30, 2016
USD ($)
|
Sep. 30, 2015
USD ($)
|
Sep. 30, 2015
GBP (£)
|
|
Affiliated Entity [Member] | |||||
Note 4 - Related Party Transactions (Details) [Line Items] | |||||
Related Party Transaction, Amounts of Transaction | $ 46,613 | $ 10,030 | $ 145,932 | ||
Costs and Expenses, Related Party | 9,750 | £ 14,800 | |||
Chief Financial Officer [Member] | |||||
Note 4 - Related Party Transactions (Details) [Line Items] | |||||
Related Party Transaction, Amounts of Transaction | $ 4,833 | $ 43,395 | 70,482 | ||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 12.33% | 12.33% | |||
Chief Executive Officer [Member] | |||||
Note 4 - Related Party Transactions (Details) [Line Items] | |||||
Related Party Transaction, Amounts of Transaction | $ 9,269 | 36,175 | $ 68,559 | $ 108,526 | |
President [Member] | |||||
Note 4 - Related Party Transactions (Details) [Line Items] | |||||
Related Party Transaction, Amounts of Transaction | $ 23,494 |
Note 5 - Deferred Revenue (Details) - USD ($) |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2016 |
Sep. 30, 2015 |
Sep. 30, 2016 |
Sep. 30, 2015 |
|
Deferred Revenue Disclosure [Abstract] | ||||
Gain (Loss) on Contract Termination | $ 0 | $ 0 | $ 248,074 | $ 0 |
Note 6 - Segmented Information (Details) |
9 Months Ended | |
---|---|---|
Sep. 30, 2016 |
Jun. 17, 2016 |
|
Note 6 - Segmented Information (Details) [Line Items] | ||
Number of Operating Segments | 2 | |
WOCU Limited "WL", formerly WDX Organization [Member] | ||
Note 6 - Segmented Information (Details) [Line Items] | ||
Segment Reporting Information, Description of Products and Services | development of a technology designed to mitigate currency risk through our 99.81% owned subsidiary, WL | |
Equity Method Investment, Ownership Percentage | 99.81% | |
Bio-AMD Holdings Limited [Member] | ||
Note 6 - Segmented Information (Details) [Line Items] | ||
Equity Method Investment, Ownership Percentage | 63.00% | |
Bio-AMD UK Holdings Limited [Member] | ||
Note 6 - Segmented Information (Details) [Line Items] | ||
Equity Method Investment, Ownership Percentage | 70.00% | 70.00% |
Note 6 - Segmented Information (Details) - Schedule of Segment Information - USD ($) |
3 Months Ended | 9 Months Ended | |||
---|---|---|---|---|---|
Sep. 30, 2016 |
Sep. 30, 2015 |
Sep. 30, 2016 |
Sep. 30, 2015 |
Dec. 31, 2015 |
|
Segment Reporting Information [Line Items] | |||||
Interest and other income | $ 439 | $ 78,541 | $ 1,401 | $ 80,064 | |
Segment net income (loss) | (67,660) | (82,241) | (76,218) | (659,213) | |
Segment total assets | 318,353 | 1,497,313 | 318,353 | 1,497,313 | $ 1,274,162 |
WOCU Limited "WL", formerly WDX Organization [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Interest and other income | 401 | 469 | 1,261 | 1,390 | |
Segment net income (loss) | (1,112) | (3,332) | (5,130) | (36,856) | |
Segment total assets | 1,817 | 7,050 | 1,817 | 7,050 | |
Bio-AMD Holdings Limited [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Interest and other income | 38 | 77,872 | 38 | 77,872 | |
Segment net income (loss) | (38,922) | 60,491 | 187,522 | 24,032 | |
Segment total assets | 279,496 | 1,166,370 | 279,496 | 1,166,370 | |
Corporate Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Interest and other income | 0 | 200 | 102 | 802 | |
Segment net income (loss) | (27,626) | (139,400) | (258,610) | (646,389) | |
Segment total assets | $ 37,040 | $ 323,893 | $ 37,040 | $ 323,893 |
Note 7 - Commitment (Details) - Corporate Joint Venture [Member] |
Jul. 01, 2016
$ / shares
shares
|
---|---|
Note 7 - Commitment (Details) [Line Items] | |
Class of Warrant or Rights, Granted | shares | 3,000,000 |
Warrants, Term of Warrants | 5 years |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.10 |
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