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Document And Entity Information - shares	9 Months Ended
Document And Entity Information - shares	Sep. 30, 2017	Nov. 10, 2017
Document Information [Line Items]
Entity Registrant Name	Diffusion Pharmaceuticals Inc.
Entity Central Index Key	0001053691
Trading Symbol	dffn
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Entity Common Stock, Shares Outstanding (in shares)		14,521,730
Document Type	10-Q
Document Period End Date	Sep. 30, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	Q3
Amendment Flag	false

Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 1,216,000	$ 1,552,852
Certificate of deposit	10,020,164
Prepaid expenses, deposits and other current assets	1,004,361	50,844
Total current assets	12,240,525	1,603,696
Property and equipment, net	479,647	79,755
Intangible asset	8,639,000	8,639,000
Goodwill	6,929,258	6,929,258
Other assets	38,813	232,675
Total assets	28,327,243	17,484,384
Current liabilities:
Current portion of convertible debt	550,000	1,880,000
Accounts payable	409,423	1,684,158
Accrued expenses and other current liabilities	1,415,707	874,264
Common stock warrant liability	16,316,054
Total current liabilities	18,691,184	4,438,422
Convertible debt, net of current portion		550,000
Deferred income taxes	3,279,363	3,279,363
Other liabilities		31,915
Total liabilities	21,970,547	8,299,700
Commitments and Contingencies
Convertible preferred stock, $0.001 par value: Series A - 13,750,000 shares authorized, 12,376,329 and 8,324,032 shares issued and outstanding, respectively at September 30, 2017; No shares authorized, issued or outstanding at December 31, 2016 (liquidation value of $16,814,360 at September 30, 2017)	0	0
Stockholders’ Equity:
Common stock, $0.001 par value: 1,000,000,000 shares authorized; 14,503,976 and 10,345,637 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively	14,504	10,346
Additional paid-in capital	69,686,744	69,363,575
Accumulated deficit	(63,344,552)	(60,189,237)
Total stockholders' equity	6,356,696	9,184,684
Total liabilities, convertible preferred stock and stockholders' equity	$ 28,327,243	$ 17,484,384

Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0
Preferred stock, shares authorized (in shares)	13,750,000	0
Preferred stock, shares issued (in shares)	12,376,329	0
Preferred stock, shares outstanding (in shares)	8,324,032	0
Preferred stock, liquidation value	$ 16,814,360	$ 0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	1,000,000,000	1,000,000,000
Common stock, shares issued (in shares)	14,503,976	10,345,637
Common stock, shares outstanding (in shares)	14,503,976	10,345,637

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Operating expenses:
Research and development	$ 1,759,305	$ 1,941,743	$ 3,946,420	$ 5,739,456
General and administrative	1,559,399	3,852,406	4,908,424	10,070,878
Depreciation	27,374	5,822	39,767	19,520
Loss from operations	3,346,078	5,799,971	8,894,611	15,829,854
Other expense (income):
Interest (income) expense, net	(1,318)	1,378	73,290	854
Change in fair value of warrant liability (Note 11)	(8,441,616)		(18,909,792)
Warrant related expenses (Note 8)			10,225,846
Other financing expenses			2,870,226
Income (loss) from operations before income tax benefit	5,096,856	(5,801,349)	(3,154,181)	(15,830,708)
Income tax benefit		(364,796)		(364,796)
Net income (loss)	$ 5,096,856	$ (5,436,553)	$ (3,154,181)	$ (15,465,912)
Per share information:
Net income (loss) per share of common stock, basic (in dollars per share)	$ 0.21	$ (0.53)	$ (0.35)	$ (1.52)
Net income (loss) per share of common stock, diluted (in dollars per share)	$ 0.20	$ (0.53)	$ (1.83)	$ (1.52)
Weighted average shares outstanding, basic (in shares)	13,937,869	10,333,898	11,709,128	10,198,491
Weighted average shares outstanding, diluted (in shares)	14,714,853	10,333,898	12,525,707	10,198,491

Condensed Consolidated Statement of Changes in Convertible Preferred Stock and Stockholders' Equity (Unaudited) - 9 months ended Sep. 30, 2017 - USD ($)

Common Stock [Member]

Additional Paid-in Capital [Member]

Retained Earnings [Member]

Preferred Stock [Member]

Series A Preferred Stock [Member]

Total

Balance (in shares) at Dec. 31, 2016

10,345,637

Balance at Dec. 31, 2016

$ 10,346

$ 69,363,575

$ (60,189,237)

$ 9,184,684

Sale of Series A convertible preferred stock and common stock warrants (in shares)

88,436

12,376,329

Common stock issued for advisory services (in shares)

17,606

Common stock issued for advisory services

$ 18

49,982

50,000

Series A cumulative preferred dividend

(912,946)

$ (912,946)

(912,946)

Reclassification of accrued dividends upon conversion of Series A

$ 88

187,084

$ 200,000

187,172

Conversion of Series A convertible preferred stock to common stock (in shares)

4,052,297

(4,052,297)

88,436

Conversion of Series A convertible preferred stock to common stock

$ 4,052

(4,052)

Beneficial conversion feature for accrued interest of convertible debt

28,017

Stock-based compensation expense

973,950

Net loss

(3,154,181)

Balance (in shares) at Sep. 30, 2017

14,503,976

8,324,032

Balance at Sep. 30, 2017

$ 14,504

69,686,744

(63,344,552)

$ 6,356,696

Cumulative effect of change in accounting principle(a)

^[1]

$ 1,134

$ (1,134)

[1]

In 2017, the Company adopted provisions of ASU 2016-09, Improvements to Employee Share Based Payment Accounting, resulting in a cumulative effect adjustment to Accumulated Deficit and Additional Paid-in Capital for previously unrecognized stock-based compensation expense. See Note 3 for further discussion of the impacts of this standard.

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Operating activities:
Net loss	$ (3,154,181)	$ (15,465,912)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	39,767	19,520
Loss on sale or disposal of assets		6,761
Stock-based compensation expense	973,950	1,121,990
Common stock issued for advisory services	50,000	1,409,363
Warrant related expense, change in fair value, and other financing expenses	(5,813,720)
Abandonment of in-process research and development intangible asset		951,000
Change in deferred income taxes		(364,796)
Settlement of litigation matter		2,500,000
Non-cash interest expense, net	11,967	7,067
Changes in operating assets and liabilities:
Prepaid expenses, deposits and other assets	(661,675)	50,918
Accounts payable, accrued expenses and other liabilities	(1,496,150)	410,014
Net cash used in operating activities	(10,050,042)	(9,354,075)
Cash flows (used in) provided by investing activities:
Purchases of property and equipment	(438,604)	(2,331)
Purchase of certificate of deposit	(10,000,000)
Cash received in reverse merger transaction		8,500,602
Net cash (used in) provided by investing activities	(10,438,604)	8,498,271
Cash flows provided by financing activities:
Proceeds from the sale of Series A convertible preferred stock and warrants, net	22,129,774
Payment of offering costs for Series B	(97,980)
Repayment of convertible debt	(1,880,000)
Proceeds from the issuance of convertible debt		1,880,000
Net cash provided by financing activities	20,151,794	1,880,000
Net (decrease) increase in cash and cash equivalents	(336,852)	1,024,196
Cash and cash equivalents at beginning of period	1,552,852	1,997,192
Cash and cash equivalents at end of period	1,216,000	3,021,388
Supplemental disclosure of cash flow information:
Cash paid for interest	112,800
Supplemental disclosure of non-cash investing and financing activities:
Series A cumulative preferred dividends	(912,946)
Conversion of accrued dividends related to convertible preferred stock	187,172
Conversion of convertible notes and related accrued interest into common stock		711,495
Consideration in connection with RestorGenex Corporation merger transaction		21,261,000
Series A Preferred Stock [Member]
Supplemental disclosure of non-cash investing and financing activities:
Series A cumulative preferred dividends	(912,946)
Conversion of accrued dividends related to convertible preferred stock	200,000
Convertible Preferred Stock [Member]
Supplemental disclosure of non-cash investing and financing activities:
Conversion of accrued dividends related to convertible preferred stock	$ 187,172

Note 1 - Organization and Description of Business

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Nature of Operations [Text Block]

1.	Organization and Description of Business

Diffusion Pharmaceuticals Inc. (“Diffusion” or the “Company”), a Delaware corporation, is a clinical stage biotechnology company focused on extending the life expectancy of cancer patients by improving the effectiveness of current standard-of-care treatments, including radiation therapy and chemotherapy. The Company is developing its lead product candidate, trans sodium crocetinate (“TSC”) for use in many cancer types in which tumor oxygen deprivation ("hypoxia") is known to diminish the effectiveness of current treatments. TSC is designed to target the cancer

’s hypoxic micro-environment, re-oxygenating treatment-resistant tissue and making the cancer cells more susceptible to the therapeutic effects of standard-of-care radiation therapy and chemotherapy. The U.S. Food and Drug Administration (“FDA”) provided Diffusion with final protocol guidance for a Phase

trial of TSC in newly diagnosed inoperable GBM patients and the Company plans to begin the trial by the end of

2017.

January 8, 2016,

the Company completed a reverse merger (the “Merger”) with RestorGenex Corporation (“RestorGenex”) whereby the Company was considered the acquirer for accounting purposes. The operational activity of RestorGenex is included in the Company

’s consolidated financial statements from the date of acquisition. Accordingly, all comparative period information presented in these unaudited condensed consolidated financial statements from

January 1, 2016

through

January 7, 2016

exclude any activity related to RestorGenex.

Note 2 - Liquidity

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Substantial Doubt about Going Concern [Text Block]

Liquidity

The Company has

not

generated any revenues from product sales and has funded operations primarily from the proceeds of private placements of its membership units (prior to the Merger), convertible notes and convertible preferred stock. Substantial additional financing will be required by the Company to continue to fund its research and development activities.

assurance can be given that any such financing will be available when needed or that the Company

’s research and development efforts will be successful.

The Company regularly explores alternative means of financing its operations and seeks funding through various sources, including public and private securities offerings, collaborative arrangements with

third

parties and other strategic alliances and business transactions. In

March 2017,

the Company completed a

$25.0

million private placement of its securities by offering units consisting of

one

share of the Company's Series A convertible preferred stock and a warrant to purchase

one

share of common stock for each share of Series A convertible preferred stock purchased in the offering. The Company sold

12,376,329

units and received approximately

$22.1

million in aggregate net cash proceeds from the private placement, after deducting commissions and other expenses of approximately

$2.9

million. In addition, the Company granted to its placement agent in the offering warrants to purchase an aggregate

1,179,558

shares of common stock as compensation for its services.

The Company currently does

not

have any commitments to obtain additional funds and

may

be unable to obtain sufficient funding in the future on acceptable terms, if at all. If the Company cannot obtain the necessary funding, it will need to delay, scale back or eliminate some or all of its research and development programs, enter into collaborations with

third

parties to commercialize potential products or technologies that it might otherwise seek to develop or commercialize independently, consider other various strategic alternatives, including a merger or sale of the Company, or cease operations. If the Company engages in collaborations, it

may

receive lower consideration upon commercialization of such products than if it had

not

entered into such arrangements or if it entered into such arrangements at later stages in the product development process.

May 26, 2017,

the Company received a written notice from N

ASDAQ

indicating the Company was

not

in compliance with Nasdaq Listing Rule

5550

(b)(

) because the market value of the Company

’s listed securities had been below

$35.0

million for the previous

consecutive business days. N

ASDAQ

also noted that as of such date the Company also did

not

meet the alternative requirements under Nasdaq Listing Rule

5550

(b)(

), due to the Company's failure to maintain stockholders' equity of at least

$2.5

million, or Nasdaq Listing Rule

5550

(b)(

), due to the Company's failure to generate net income from continuing operations during its last fiscal year or during

two

of its last

three

fiscal years. See Note

for further details.

The Company has prepared its financial statements assuming that it will continue as a going concern, which contemplates realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred net losses since inception and it expects to generate losses from operations for the foreseeable future primarily due to research and development costs for its potential product candidates, which raises substantial doubt about the Company’s ability to continue as a going concern. Various internal and external factors will affect whether and when the Company’s product candidates become approved drugs and the extent of their market share. The regulatory approval and market acceptance of the Company’s proposed future products (if any), length of time and cost of developing and commercializing these product candidates and/or failure of them at any stage of the drug approval process will materially affect the Company’s financial condition and future operations. The Company believes its cash and cash equivalents and certificate of deposit at

September

30,

2017

are sufficient to fund operations through

June 2018.

Note 3 - Basis of Presentation and Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Significant Accounting Policies [Text Block]

3.	Basis of Presentation and Summary of Significant Accounting Policies

The Summary of Significant Accounting Policies included in the Company's Form

-K for the year ended

December 31, 2016,

filed with the Securities and Exchange Commission on

March 31, 2017

have

not

materially changed, except as set forth below.

Basis of Presentation

The accompanying unaudited interim

condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information as found in the Accounting Standard Codification (“ASC”) and Accounting Standards Updates (“ASUs”) of the Financial Accounting Standards Board (“FASB”), and with the instructions to Form

-Q and Article

of Regulation S-

of the Securities and Exchange Commission (the “SEC”). In the opinion of management, the accompanying unaudited interim condensed consolidated financial statements of the Company include all normal and recurring adjustments (which consist primarily of accruals, estimates and assumptions that impact the financial statements) considered necessary to present fairly the Company’s financial position as of

September

30,

2017,

its results of operations for the

three

and

nine

months ended

September

30,

2017

and

2016

and cash flows for the

nine

months ended

September

30,

2017

and

2016.

Operating results for the

nine

months ended

September

30,

2017

are

not

necessarily indicative of the results that

may

be expected for the year ending

December

31,

2017.

The unaudited interim condensed consolidated financial statements presented herein do

not

contain the required disclosures under GAAP for annual financial statements. The accompanying unaudited interim condensed consolidated financial statements should be read in conjunction with the annual audited financial statements and related notes as of and for the year ended

December

31,

2016

filed with the SEC on Form

-K on

March 31, 2017.

Use of Estimates

The preparation of the unaudited interim condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of assets and liabilities at the date the financial statements and reported amounts of expense during the reporting period. Actual results could differ from those estimates. Due to the uncertainty of factors surrounding the estimates or judgments used in the preparation of the unaudited condensed consolidated financial statements, actual results

may

materially vary from these estimates. Estimates and assumptions are periodically reviewed and the effects of revisions are reflected in the unaudited interim condensed consolidated financial statements in the period they are deemed necessary.

Cash and Cash Equivalents and Certificate of Deposit

The Company considers any highly liquid investments, such as money market funds, with an original maturity of

three

months or less to be cash and cash equivalents. The Company's certificate of deposit has a maturity greater than

three

months but within

one

year of the date of purchase. This certificate of deposit is classified as held-to-maturity, and the estimated fair value of the investment approximates its amortized cost.

Fair Value of Financial Instruments

The carrying amounts of the Company

’s financial instruments, including cash equivalents, certificate of deposit, accounts payable, and accrued expenses approximate fair value due to the short-term nature of those instruments. As of

September

30,

2017,

the fair value of the Company's outstanding Series B convertible note was approximately

$0.5

million. As of

December

31,

2016,

the fair value of the Company’s outstanding

2016

convertible note and Series B convertible note was approximately

$2.0

million and

$0.6

million, respectively. The

2016

convertible note was paid in full during the

three

month period ended

September 30, 2017.

The fair value of the convertible notes is determined using a binomial lattice model that utilizes certain unobservable inputs that fall within Level

of the fair value hierarchy.

Offering Costs

Offering costs are either expensed upon completion or abandonment of the related financing or offset against the proceeds of the offering, depending upon the accounting treatment of the offering. Offering costs consist principally of legal costs incurred through the balance sheet date related to the Company

’s private placement financings and are recognized in other assets on the consolidated balance sheet. During the

three

months ended

September

30,

2017,

management decided to

not

move forward with the Series B financing, which was originally contemplated and disclosed in the Company's definitive proxy statement filed with the Securities and Exchange Commission on

May 1, 2017,

and expensed

$98,000

of previously capitalized offering costs related to the financing.

Intangible Assets and Goodwill

In connection with the Merger, the Company acquired indefinite-lived In-Process Research and Development Assets (“IPR&D”) RES-

529

and RES-

440,

with estimated fair values of

$8.6

million and

$1.0

million, respectively, and recognized

$6.9

million in goodwill. In the

third

quarter of

2016,

the IPR&D asset associated with RES-

440

was abandoned and written down to

$0.

RES-

529

and goodwill are assessed for impairment on each of

October 1

of the Company

’s fiscal year or more frequently if impairment indicators exist. The Company has a single reporting unit and all goodwill relates to that reporting unit. There were

impairment indicators or impairments to RES-

529

or goodwill during the

three

and

nine

months ended

September 30, 2017.

Net Income (Loss) Per Common Share

For the

three

and

nine

months ended

September 30, 2017,

the Company used the

two

-class method to compute basic net income per common share because the Company has issued securities ("Series A convertible preferred stock") that entitle the holder to participate in dividends and earnings of the Company. Under this method, net income is reduced by any dividends earned during the period. The remaining earnings ("undistributed earnings") are allocated to common stock and the Series A convertible preferred stock to the extent that the Series A convertible preferred stock

may

share in earnings. In periods of net loss, losses are

not

allocated to participating securities as the holders of such securities have

obligation to fund losses. The total earnings allocated to common stock is then divided by the weighted average common shares outstanding to determine the basic earnings per share.

For purposes of calculating diluted loss per common share, the denominator includes both the weighted average common shares outstanding and the number of common stock equivalents if the inclusion of such common stock equivalents would be dilutive. Dilutive common stock equivalents potentially include stock options, unvested restricted stock awards and warrants using the treasury stock method. The Company considers the potential dilutive impact of its convertible debt instruments using the "if-converted" method. In addition, the Company considers the potential dilutive impact of its convertible preferred shares using the “if-converted” method if more dilutive than the

two

-class method. For convertible preferred shares, the

two

-class method was more dilutive than the “if-converted” method for the

three

months ended

September 30, 2017.

The following table sets forth the computation of basic and diluted earnings per share:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Basic net income (loss) per common share calculation:
Net income (loss)	$	5,096,856		$	(5,436,553	)	$	(3,154,181	)	$	(15,465,912	)
Accretion of Series A cumulative preferred dividends		(366,641	)		—			(912,946	)		—
Undistributed earnings to participating securities		(1,838,354	)		—			—			—
Net income (loss) attributable to common stockholders	$	2,891,861		$	(5,436,553	)	$	(4,067,127	)	$	(15,465,912	)

Weighted average shares outstanding, basic		13,937,869			10,333,898			11,709,128			10,198,491
Net income (loss) per share of common, basic	$	0.21		$	(0.53	)	$	(0.35	)	$	(1.52	)

Diluted net income (loss) per common share calculation:
Net income (loss) attributable to common stockholders		2,891,861			(5,436,553	)		(4,067,127	)		(15,465,912	)
Change in fair value of warrant liability		—			—			(18,909,792	)
Interest on convertible debt		28,891			—			—			—
Diluted net loss		2,920,752			(5,436,553	)		(22,976,919	)		(15,465,912	)
Weighted average common shares outstanding, basic		13,937,869			10,333,898			11,709,128			10,198,491
Common stock equivalents arising from stock options		20,608			—			—			—
Common stock equivalents arising from warrants		—			—			816,579			—
Common stock equivalents arising from convertible debt		756,376			—			—			—
Common stock equivalents		14,714,853			10,333,898			12,525,707			10,198,491
Net income (loss) per share of common stock, diluted	$	0.20		$	(0.53	)	$	(1.83	)	$	(1.52	)

The following potentially dilutive securities outstanding as of

September

30,

2017

and

2016

have been excluded from the computation of diluted weighted average shares outstanding, as they would be anti-dilutive:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Convertible debt		—		749,280		213,879		749,280
Common stock warrants		14,003,608		460,721		447,721		460,721
Stock options		2,521,605		2,010,409		2,545,989		2,010,409
Unvested restricted stock awards		4,599		10,738		4,599		10,738
		16,529,812		3,231,148		3,212,188		3,231,148

Amounts in the table reflect the common stock equivalents of the noted instruments.

Recent Accounting Pronouncements

July

2017,

the FASB issued ASU

2017

11,

Earnings Per Share (Topic

260

); Distinguishing Liabilities from Equity (Topic

480

); Derivatives and Hedging (Topic

815

): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception.

The

first

part of this update addresses the complexity of accounting for certain financial instruments with down round features and the

second

part addresses the complexity of distinguishing liabilities from equity. The guidance is applicable to public business entities for fiscal years beginning after

December 15, 2018

and interim periods within those years. The Company is currently evaluating the potential impact of the adoption of this standard on its consolidated results of operations, financial position and cash flows and related disclosures.

May 2017,

the FASB issued ASU

No.

2017

09,

Modification Accounting for Share-Based Payment Arrangements

, which amends the scope of modification accounting for share-based payment arrangements. The ASU provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting under ASC

718.

Specifically, an entity would

not

apply modification accounting if the fair value, vesting conditions, and classification of the awards are the same immediately before and after the modification. The guidance is applicable to public business entities for fiscal years beginning after

December 15, 2017

and interim periods within those years. Early adoption is permitted, including adoption in any interim period. The Company does

not

expect this new guidance to have a material impact on its condensed consolidated financial statements.

March

2016,

the FASB issued ASU

2016

09,

Compensation – Improvements to Employee Share-Based Payment Accounting

, which simplifies several aspects of the accounting for employee share-based payment transactions including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The guidance is applicable to public business entities for fiscal years beginning after

December 15, 2016

and interim periods within those years. The Company adopted this standard in

2017

by electing to account for forfeitures in the period that they occur. Under ASU

2016

09,

accounting changes adopted using the modified retrospective method must be calculated as of the beginning of the period adopted and reported as a cumulative-effect adjustment. As a result, the Company recognized cumulative-effect adjustment of approximately

$1,000

January 1, 2017.

February 2016,

the FASB issued ASU

2016

02,

Leases (Topic

842

)

. The FASB issued the update to require the recognition of lease assets and liabilities on the balance sheet of lessees. The standard will be effective for fiscal years beginning after

December

15,

2018,

including interim periods within such fiscal years. The ASU requires a modified retrospective transition method with the option to elect a package of practical expedients. Early adoption is permitted. The Company is currently evaluating the potential impact of the adoption of this standard on its consolidated results of operations, financial position and cash flows and related disclosures.

Note 4 - Acquisition

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Business Combination Disclosure [Text Block]

4.	Acquisition

Reverse Merger with RestorGenex

January 8, 2016,

the Company completed a reverse merger transaction with RestorGenex. The Company entered into the Merger transaction in an effort to provide improved access to the capital markets in order to obtain the resources necessary to accelerate development of TSC in multiple clinical programs and continue to build an oncology-focused company.

The purchase price was calculated as follows:

Fair value of RestorGenex shares outstanding	$	19,546,000
Estimated fair value of RestorGenex stock options outstanding		1,321,000
Estimated fair value of RestorGenex warrants outstanding		384,000
CVRs – RES-440 product candidate		10,000
Total purchase price	$	21,261,000

The Merger transaction has been accounted for using the acquisition method of accounting, which requires that assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date. The valuation technique utilized to value the IPR&D was the cost approach.

The following table summarizes the allocation of the purchase price to the assets acquired and liabilities assumed as of the acquisition date:

Cash and cash equivalents	$	8,500,602
Prepaid expenses and other assets		195,200
Property and equipment		57,531
Intangible assets		9,600,000
Goodwill		6,929,258
Accrued liabilities		(377,432	)
Deferred tax liability		(3,644,159	)
Net assets acquired	$	21,261,000

Qualitative factors supporting the recognition of goodwill due to the Merger transaction include the Company’s anticipated enhanced ability to secure additional capital and gain access to capital market opportunities as a public company and the potential value created by having a more well-rounded clinical development portfolio by adding the earlier stage products acquired in the reverse merger transaction to the Company’s later stage product portfolio. The goodwill is

not

deductible for income tax purposes.

Pro Forma Financial Information (Unaudited)

The following pro forma financial information reflects the condensed consolidated results of operations of the Company as if the acquisition of RestorGenex had taken place on

January 1, 2016.

The pro forma financial information is

not

necessarily indicative of the results of operations as they would have been had the transactions been effected on the assumed date.

	Nine Months Ended September 30, 2016

Net revenues	$	—
Net loss		(13,900,691	)
Basic and diluted loss per share	$	(1.36	)

Non-recurring pro forma transaction costs directly attributable to the Merger were

$1.6

million for the

nine

months ended

September 30, 2016

and have been deducted from the net loss presented above. The costs deducted from the

nine

months ended

September 30, 2016

period includes a success fee of

$1.1

million and approximately

46,000

shares of common stock with a fair market value of

$0.5

million paid to a financial adviser upon the closing of the Merger on

January 8, 2016.

Additionally, RestorGenex incurred approximately

$3.0

million in severance costs as a result of resignations of executive officers immediately prior to the Merger and approximately

$2.7

million in share based compensation expense as a result of the acceleration of vesting of stock options at the time of the Merger. These costs are excluded from the pro forma financial information for the

nine

months ended

September 30, 2016.

such costs were recorded in the

three

and

nine

months ended

September 30, 2017

or in the

three

months ended

September 30, 2016.

Note 5 - Prepaid Expenses, Deposits and Other Current Assets

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Prepaid Expenses, Deposits and Other Current Assets [Text Block]

5.	Prepaid expenses, deposits and other current assets

Prepaid expenses, deposits and other current assets consisted of the following:

	September 30, 2017		December 31, 2016
Prepaid research and development expense	$	844,521	$	12,725
Prepaid insurance expense		126,733		9,731
Prepaid other		33,107		28,388
Total	$	1,004,361	$	50,844

Note 6 - Other Accrued Expenses and Liabilities

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Accounts Payable, Accrued Liabilities, and Other Liabilities Disclosure, Current [Text Block]

6.	Other Accrued Expenses and Liabilities

Other accrued expenses and liabilities consisted of the following:

	September 30, 2017		December 31, 2016
Accrued interest payable	$	36,029	$	29,359
Accrued Series A dividends		725,774		—
Accrued payroll and payroll related expenses		398,859		399,740
Accrued professional fees		114,268		72,855
Accrued clinical studies expenses		88,175		220,978
Other accrued expenses		52,602		151,332
Total	$	1,415,707	$	874,264

Note 7 - Convertible Debt

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Debt Disclosure [Text Block]

7.	Convertible Debt

The components of debt outstanding at

September

30,

2017

and

December 31, 2016

are as follows:

	September 30, 2017			December 31, 2016
2016 Convertible notes	$	—		$	1,880,000
Series B convertible notes		550,000			550,000
		550,000			2,430,000
Less current portion		(550,000	)		(1,880,000	)
Long-term debt, net of current portion	$	—		$	550,000

Upon maturity of the

2016

Convertible Notes during the

third

quarter of

2017,

the Company repaid the outstanding principal and interest of

$1.9

million and

$0.1

million, respectively. The accrued interest related to the Company’s Series B Convertible Note is included within accrued expenses and other current liabilities within the unaudited condensed consolidated balance sheets. As of

September

30,

2017,

the Company had accrued interest of approximately

$36,000.

Note 8 - Convertible Preferred Stock and Common Stock Warrants

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Stockholders' Equity Note Disclosure [Text Block]

8.	Convertible Preferred Stock and Common Stock Warrants

In contemplation of completing the private placement described below, the Company amended and restated its articles of incorporation and authorized

13,750,000

shares of Series A convertible preferred stock. The Company has classified its Series A convertible preferred stock outside of stockholders

’ equity because the shares contain deemed liquidation rights that are contingent redemption features

not

solely within the control of the Company.

Series

A Convertible Preferred Stock Transaction

March 2017,

the Company completed a

$25.0

million private placement of its securities in which the Company offered and sold units consisting of

one

share of the Company

’s Series A convertible preferred stock and a warrant to purchase

one

share of common stock for each share of Series A convertible preferred stock purchased in the offering. Each share of Series A convertible preferred stock entitles the holder to an

8.0%

cumulative dividend payable in shares of our common stock on a semi-annual basis. The holders

may,

at their option, convert each share of Series A convertible preferred stock into

one

share of the Company’s common stock based on the initial conversion price of

$2.02

per share, subject to adjustment. Each warrant entitles the holder to purchase

one

share of common stock at an initial exercise price of

$2.22,

subject to adjustment and expires on the

fifth

anniversary of their original issuance date.

The Company sold

12,376,329

units in the private placement and received approximately

$22.1

million in aggregate net cash proceeds, after deducting commissions and other expenses of approximately

$2.9

million. In addition, as compensation for its services, the Company granted to its placement agent in the offering warrants to purchase an aggregate of

1,179,558

shares of common stock at an initial exercise price of

$2.22

per share, which expire on the

fifth

anniversary of their original issuance date.

During its evaluation of equity classification for the common stock warrants, the Company considered the conditions as prescribed within ASC

815

40,

Derivatives and Hedging, Contracts in an Entity’s own Equity

(“ASC

815

40”

). The conditions within ASC

815

are

not

subject to a probability assessment. As the Company is obligated to issue a variable number of shares to settle the cumulative dividends on the Series A convertible preferred stock, the Company cannot assert there will be sufficient authorized shares available to settle the warrants issued in connection with the Series A offering. Accordingly, these warrants are classified as liabilities. The Company will continue to classify such warrants as liabilities until they are exercised, expire, or are

longer required to be classified as liabilities.

As the fair value of the warrants upon issuance was in excess of the proceeds of the Series A offering, there are

proceeds allocated to the Series A convertible preferred stock. The excess fair value of the warrants over the gross proceeds of the Series A offering and the fair value of the warrants granted to its placement agent was

$10.2

million in the aggregate and was recorded as warrant related expenses in the statement of operations for the

nine

months ended

September

30,

2017.

Dividends

The Company shall pay a cumulative preferential dividend on each share of the Series A convertible preferred stock outstanding at a rate of

8.0%

per annum, payable only in shares of common stock, semi-annually in arrears on

April 1

and

October 1

of each year commencing on

October 1, 2017.

This cumulative preferential dividend is

not

subject to declaration. The Company recognized approximately

$0.4

million and

$0.9

million in dividends, respectively, for the

three

and

nine

months ended

September

30,

2017.

Voting

Subject to certain preferred stock class votes specified in the Certificate of Designation of Preferences, Rights and Limitations of the Series A Convertible Preferred Stock (the “Certificate of Designation”) or as required by law, the holders of the Series A convertible preferred stock votes together with the holders of common stock as a single class on an adjusted as-converted basis. In accordance with N

ASDAQ

listing rules, in any matter voted on by the holders of our common stock, each share of Series A convertible preferred stock entitles the holder thereof to a number of votes based upon the closing price of our common stock on the N

ASDAQ

Capital Market on the date of issuance of such shares of Series A convertible preferred stock. Accordingly, shares of Series A convertible preferred stock issued in the initial closing of the private placement on

March 14, 2017

are entitled to

0.84874

votes per share and shares of Series A Preferred Stock issued in the final closing of the private placement on

March 31, 2017

are entitled to

0.50627

votes per share, in each case, subject to adjustment as described in the Certificate of Designation.

Liquidation Preference

The Series A convertible preferred stock is senior to the common stock. In the event of a liquidation, dissolution or winding up of the Company, either voluntary or involuntary, or in the event of a deemed liquidation event, which includes a sale of the Company as defined in the Certificate of Designation, the holders of the Series A convertible preferred stock shall be entitled to receive their original investment amount. If upon the occurrence of such event, the assets and funds available for distribution are insufficient to pay such holders the full amount to which they are entitled, then the entire remaining assets and funds legally available for distribution shall be distributed ratably among the holders of the Series A convertible preferred stock in proportion to the full amounts to which they would otherwise be entitled.

Conversion

The Series A convertible preferred stock is convertible, at the holder

’s option, into common stock. At the Company’s option, the Series A convertible preferred stock can be converted into common stock upon (a) the

thirty

-day moving average of the closing price of the Company’s common stock exceeding

$8.00

per share, (b) a financing of at least

$10.0

million or (c) upon the majority vote of the voting power of the then outstanding shares of Series A convertible preferred stock. The conversion price of the Series A convertible preferred stock is subject to adjustment as described in the Certificate of Designation.

Upon any conversion, any unpaid dividends shall be payable to the holders of Series A convertible preferred stock. During the

three

and

nine

months ended

September 30, 2017,

2,125,306

and

4,052,297

shares of Series A convertible preferred stock, respectively, were converted into common stock. During the

three

and

nine

months ended

September 30, 2017,

approximately

$0.1

million and

$0.2

million in accrued dividends, respectively, were converted into

62,701

and

88,436

shares of common stock, respectively.

Make-Whole Provision

Until

March 2020

and subject to certain exceptions, if the Company issues at least

$10.0

million of its common stock or securities convertible into or exercisable for common stock at a per share price less than

$2.02

(such lower price, the “Make-Whole Price”) while any shares of Series A convertible preferred stock remain outstanding, the Company will be required to issue to these holders of Series A convertible preferred stock a number of shares of common stock equal to the additional number of shares of common stock that such shares of Series A convertible preferred stock would be convertible into if the conversion price of such shares was equal to

105%

of the Make-Whole Price (the “Make-Whole Adjustment”). The Make-Whole Adjustment was evaluated and was

not

required to be bifurcated from the Series A convertible preferred stock.

Common Stock Warrants

As of

September

30,

2017,

the Company had the following warrants outstanding to acquire shares of its common stock:

	Outstanding		Range of exercise price per share
Common stock warrants issued prior to Merger		447,721	$20.00	-	$750.00
Common stock warrants issued in Series A		13,555,887		$2.22
		14,003,608

During the

nine

months ended

September

30,

2017,

13,000

warrants, issued prior to the Merger, expired. These common stock warrants will expire periodically through

2019.

The common stock warrants issued in connection with the

March 2017

Series A private placement expire in

March 2022.

During the

three

and

nine

months ended

September

30,

2017,

the Company recognized a net gain of

$8.4

million and

$5.8

million in warrant related charges associated with the Series A private placement, which consisted primarily of the change in fair value of the common stock warrants from issuance and the excess fair value of the common stock warrants over the gross cash proceeds of the Series A offering.

Note 9 - Stock-based Compensation

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Disclosure of Compensation Related Costs, Share-based Payments [Text Block]

9.	Stock-Based Compensation

2015

Equity Plan

The Diffusion Pharmaceuticals Inc.

2015

Equity Plan, as amended (the

"2015

Equity Plan"), provides for increases to the number of shares reserved for issuance thereunder each

January 1,

equal to

4.0%

of the total shares of the Company

’s common stock outstanding as of the immediately preceding

December 31,

unless a lesser amount is stipulated by the Compensation Committee of the Company's Board of Directors. Accordingly,

413,825

shares were added to the reserve as of

January 1, 2017,

which shares

may

be issued in connection with the grant of stock-based awards, including stock options, restricted stock, restricted stock units, stock appreciation rights and other types of awards as deemed appropriate, in each case, in accordance with the terms of the

2015

Equity Plan. As of

September

30,

2017,

there were

114,291

shares of common stock available for future issuance under the

2015

Equity Plan.

The Company recorded stock-based compensation expense in the following expense categories of its unaudited interim condensed consolidated statements of operations for the periods indicated:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Research and development	$	14,333	$	174,932	$	81,737	$	601,260
General and administrative		278,168		215,425		892,213		520,730
Total stock-based compensation expense	$	292,501	$	390,357	$	973,950	$	1,121,990

The following table summarizes the activity related to all stock option grants to employees and non-employees for the

nine

months ended

September

30,

2017:

	Number of Options			Weighted average exercise price per share		Weighted average remaining contractual life (in years)
Balance at January 1, 2017		2,207,409		$	8.09
Granted		340,041			2.49
Expired		(1,461	)		15.00
Outstanding at September 30, 2017		2,545,989		$	7.34		7.37
Exercisable at September 30, 2017		1,746,809		$	8.51		6.62

Non-employee Stock Options

Non-employee options are remeasured to fair value each period using a Black-Scholes option-pricing model until the options vest. During the

nine

months ended

September

30,

2017,

the Company granted

9,394

stock options to non-employees. The total fair value of non-employee stock options vested during the

three

months ended

September

30,

2017

and

2016

was approximately

$7,000

and

$0.2

million, respectively. The total fair value of non-employee stock options vested during the

nine

months ended

September

30,

2017

and

2016

was approximately

$83,000

and

$0.7

million, respectively. At

September

30,

2017,

there were

18,572

unvested options subject to remeasurement and approximately

$26,000

of unrecognized compensation expense that will be recognized over a weighted-average period of

1.64

years.

Employee Stock Options

During the

nine

months ended

September

30,

2017,

the Company granted

330,647

stock options to employees. The weighted average grant date fair value of stock option awards granted to employees was

$2.12

during the

nine

months ended

September

30,

2017.

During the

three

months ended

September

30,

2017

and

2016

the Company recognized stock-based compensation expense of

$0.3

million and

$0.1

million, respectively. During the

nine

months ended

September

30,

2017

and

2016,

the Company recognized stock-based compensation expense

$0.9

million and

$0.4

million, respectively.

options were exercised during any of the periods presented. At

September

30,

2017,

there was

$2.8

million of unrecognized compensation expense that will be recognized over a weighted-average period of

5.33

years.

Options granted were valued using the Black-Scholes model and the weighted average assumptions used to value the options granted during the

first

nine

months of

2017

were as follows:

Expected term (in years)	6.03
Risk-free interest rate	2.0	%
Expected volatility	114.9	%
Dividend yield	—	%

Restricted Stock Awards

As of

September

30,

2017,

there were

4,599

unvested shares of restricted stock. During the

three

months ended

September

30,

2017

and

2016,

there were

1,533

and

1,534

shares that vested, respectively and the Company recognized stock-based compensation expense of approximately

$3,000

and

$3,000,

respectively. During the

nine

months ended

September 30, 2017

and

2016,

there were

4,599

and

4,603

shares that vested, respectively and the Company recognized stock-based compensation expense of approximately

$9,000

and

$9,000,

respectively. At

September

30,

2017,

there was approximately

$9,000

of unrecognized compensation expense that will be recognized over a weighted-average period of less than

1.0

year.

Note 10 - Commitments and Contingencies

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Commitments and Contingencies Disclosure [Text Block]

10.	Commitments and Contingencies

Office Space Lease Commitment

The Company leases office and laboratory facilities in Charlottesville, Virginia. On

March 31, 2017,

the Company entered into a lease for its office and laboratory facilities at a new location in Charlottesville, Virginia. During the

nine

months ended

September 30, 2017,

the Company capitalized approximately

$0.4

million in leasehold improvements as part of the build out of the new office and laboratory location. Rent expense related to the Company's operating leases for the

three

months ended

September 30, 2017

and

2016

was

$28,000

and

$34,000,

respectively. Rent expense for the

nine

months ended

September 30, 2017

and

2016

was

$80,000

and

$115,000,

respectively. For the new operating lease, lease payments commenced on

May 1, 2017

and expire on

April 30, 2022.

The Company will continue to recognize rent expense on a straight-line basis over the lease period and will accrue for rent expense incurred but

not

yet paid. Future minimum rental payments under the Company's new non-cancelable operating lease at

September

30,

2017

was as follows:

	Rental Commitments
2017	$	27,746
2018		112,354
2019		114,409
2020		116,464
2021		118,519
Thereafter		58,232
Total	$	547,724

Arrangement with Clinical Research Organization

July 5, 2017,

the Company entered into a Master Services Agreement ("MSA") with a contract research organization ("CRO") to provide clinical trial services for individual studies and projects by executing individual work orders. The MSA and associated work orders are designed such that quarterly payments are to be made in advance of the work to be performed. The Company recognized research and development expenses related to this MSA of

$0.6

million for the

three

months ended

September 30, 2017.

As of

September 30, 2017,

there was

$1.0

million of prepaid research and development costs that are estimated to be recognized during the

fourth

quarter of fiscal

2017.

Legal Proceedings

August 7, 2014,

a complaint was filed in the Superior Court of Los Angeles County, California by Paul Feller, the Company

’s former Chief Executive Officer under the caption

Paul Feller v. RestorGenex Corporation, Pro Sports & Entertainment, Inc., ProElite, Inc. and Stratus Media Group, GmbH

(Case

No.

BC553996

). The complaint asserts various causes of action, including, among other things, promissory fraud, negligent misrepresentation, breach of contract, breach of employment agreement, breach of the covenant of good faith and fair dealing, violations of the California Labor Code and common counts. The plaintiff is seeking, among other things, compensatory damages in an undetermined amount, punitive damages, accrued interest and an award of attorneys’ fees and costs. On

December 30, 2014,

the Company filed a petition to compel arbitration and a motion to stay the action. On

April 1, 2015,

the plaintiff filed a petition in opposition to the Company’s petition to compel arbitration and a motion to stay the action. After a hearing for the petition and motion on

April 14, 2015,

the Court granted the Company’s petition to compel arbitration and a motion to stay the action. On

January 8, 2016,

the plaintiff filed an arbitration demand with the American Arbitration Association.

arbitration hearing has yet been scheduled. The Company believes this matter is without merit and intends to defend the arbitration vigorously. Because this matter is in an early stage, the Company is unable to predict its outcome and the possible loss or range of loss, if any, associated with its resolution or any potential effect the matter

may

have on the Company’s financial position. Depending on the outcome or resolution of this matter, it could have a material effect on the Company’s financial position.

Note 11 - Fair Value Measurements

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Fair Value Disclosures [Text Block]

11.	Fair Value Measurements

Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in

one

of the following

three

levels of the fair value hierarchy, of which the

first

two

are considered observable and the last is considered unobservable:

•

Level

1—Quoted

prices in active markets for identical assets or liabilities.

•

Level

2—Observable

inputs (other than Level

quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are

not

active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data.

•

Level

3—Unobservable

inputs that are supported by little or

market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques.

The asset’s or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Accordingly, transfers between levels within the valuation hierarchy occur when there are significant changes to the inputs, such as increases or decreases in market activity, changes to the availability of current prices, changes to the transparency to underlying inputs, and whether there are significant variances in quoted prices. Transfers in and/or out of any level are assumed to occur at the end of the period.

The following table presents the Company

’s assets and liabilities that are measured at fair value on a recurring basis:

	September 30, 2017
	(Level 1)		(Level 2)		(Level 3)
Assets
Cash and cash equivalents	$	1,216,000	$	—	$	—
Certificate of deposit	$	10,020,164

Liabilities
Common stock warrant liability	$	—	$	—	$	16,316,054

	December 31, 2016
	(Level 1)		(Level 2)		(Level 3)
Assets
Cash and cash equivalents	$	1,552,852	$	—	$	—

The reconciliation of the common stock warrant liability measured at fair value on a recurring basis using significant unobservable inputs (Level

) is as follows:

	Common Stock Warrant Liability
Balance at December 31, 2016	$	—
Issued in connection with the Series A convertible preferred stock		35,225,846
Change in fair value		(18,909,792	)
Balance at September 30, 2017	$	16,316,054

The common stock warrants issued in connection with the Series A convertible preferred stock are classified as liabilities on the accompanying balance sheet at

September

30,

2017.

The liability is marked-to-market each reporting period with the change in fair value recorded as either income or expense in the accompanying statements of operations until the warrants are exercised, expire or other facts and circumstances lead the liability to be reclassified to stockholders’ equity. The fair value of the warrant liability is estimated using the Black-Scholes model and assumptions used to value the warrant liability as of

September 30, 2017

were as follows:

Stock price	$	1.66
Exercise price	$	2.22
Expected term (in years)		4.5
Risk-free interest rate		1.8	%
Expected volatility		109.3	%
Dividend yield		—

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Note 12 - Subsequent Events

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Subsequent Events [Text Block]

12.	Subsequent events

November 1, 2017

the Company held a Special Shareholders meeting, requesting shareholders, both common and Series A, to approve a proposed amendment to the Company’s Certificate of Incorporation to permit the Company to pay dividends on the Company’s Series A Convertible Preferred Stock in either cash or shares of the Company’s Common Stock, which was approved by the shareholders. As a result of this amendment, the Company is able to assert there will be sufficient authorized shares available to settle the Series A warrants. Upon this assertion, the Series A warrants were reclassified from liabilities to stockholders’ equity. Prior to the amendment, for accounting purposes, the warrants were recorded as a liability under U.S. generally accepted accounting principles. The warrant liability resulted in a reduction of our stockholders’ equity, as of

March 31, 2017

and

June 30, 2017,

below the required level under the Nasdaq Capital Market’s continued listing standards. The Charter Amendment, by permitting the Company to assert share settlement of the warrants, resulted in a reclassification of the warrant liability to stockholders’ equity as of the date of the amendment.

It is therefore the belief of the Company that this fundamental change will allow the Company to regain its N

ASDAQ

compliant status. The following pro-forma information shows adjustments to the

September 30, 2017

balances to (i) remove the Series A warrant liability of

$16.3

million as of

September 30, 2017

from total liabilities, (ii) show the reclassification of the fair value of the Series A warrants of

$13.2

million as of

November 1, 2017

to APIC, and (iii) to adjust the accumulated deficit balance for the change in fair value of the Series A warrants from

September 30, 2017

November 1, 2017

$3.2

million.

	As of September 30, 2017
	Actual			Adjustments				Pro-forma
Total assets	$	28,327,243		$	—			$	28,327,243
Total liabilities		21,970,547			(16,316,054	)	(i)		5,654,493
Convertible preferred stock		—			—				—
Stockholders' equity
Common stock		14,504			—				14,504
Additional paid-in-capital		69,686,744			13,153,524		(ii)		82,840,268
Accumulated deficit		(63,344,552	)		3,162,530		(iii)		(60,182,022	)
Total stockholders' equity		6,356,696			16,316,054				22,672,750
Total liabilities, convertible preferred stock and stockholders' equity	$	28,327,243		$	—			$	28,327,243

Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2017

Accounting Policies [Abstract]

Basis of Accounting, Policy [Policy Text Block]

Basis of Presentation

The accompanying unaudited interim

-Q and Article

of Regulation S-

September

30,

2017,

its results of operations for the

three

and

nine

months ended

September

30,

2017

and

2016

and cash flows for the

nine

months ended

September

30,

2017

and

2016.

Operating results for the

nine

months ended

September

30,

2017

are

not

necessarily indicative of the results that

may

be expected for the year ending

December

31,

2017.

The unaudited interim condensed consolidated financial statements presented herein do

not

December

31,

2016

filed with the SEC on Form

-K on

March 31, 2017.

Use of Estimates, Policy [Policy Text Block]

Use of Estimates

may

Cash and Cash Equivalents, Policy [Policy Text Block]

Cash and Cash Equivalents and Certificate of Deposit

The Company considers any highly liquid investments, such as money market funds, with an original maturity of

three

months or less to be cash and cash equivalents. The Company's certificate of deposit has a maturity greater than

three

months but within

one

year of the date of purchase. This certificate of deposit is classified as held-to-maturity, and the estimated fair value of the investment approximates its amortized cost.

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

Fair Value of Financial Instruments

The carrying amounts of the Company

’s financial instruments, including cash equivalents, certificate of deposit, accounts payable, and accrued expenses approximate fair value due to the short-term nature of those instruments. As of

September

30,

2017,

the fair value of the Company's outstanding Series B convertible note was approximately

$0.5

million. As of

December

31,

2016,

the fair value of the Company’s outstanding

2016

convertible note and Series B convertible note was approximately

$2.0

million and

$0.6

million, respectively. The

2016

convertible note was paid in full during the

three

month period ended

September 30, 2017.

The fair value of the convertible notes is determined using a binomial lattice model that utilizes certain unobservable inputs that fall within Level

of the fair value hierarchy.

Offering Costs, Policy [Policy Text Block]

Offering Costs

’s private placement financings and are recognized in other assets on the consolidated balance sheet. During the

three

months ended

September

30,

2017,

management decided to

not

move forward with the Series B financing, which was originally contemplated and disclosed in the Company's definitive proxy statement filed with the Securities and Exchange Commission on

May 1, 2017,

and expensed

$98,000

of previously capitalized offering costs related to the financing.

Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block]

Intangible Assets and Goodwill

In connection with the Merger, the Company acquired indefinite-lived In-Process Research and Development Assets (“IPR&D”) RES-

529

and RES-

440,

with estimated fair values of

$8.6

million and

$1.0

million, respectively, and recognized

$6.9

million in goodwill. In the

third

quarter of

2016,

the IPR&D asset associated with RES-

440

was abandoned and written down to

$0.

RES-

529

and goodwill are assessed for impairment on each of

October 1

of the Company

’s fiscal year or more frequently if impairment indicators exist. The Company has a single reporting unit and all goodwill relates to that reporting unit. There were

impairment indicators or impairments to RES-

529

or goodwill during the

three

and

nine

months ended

September 30, 2017.

Earnings Per Share, Policy [Policy Text Block]

Net Income (Loss) Per Common Share

For the

three

and

nine

months ended

September 30, 2017,

the Company used the

two

may

share in earnings. In periods of net loss, losses are

not

allocated to participating securities as the holders of such securities have

obligation to fund losses. The total earnings allocated to common stock is then divided by the weighted average common shares outstanding to determine the basic earnings per share.

two

-class method. For convertible preferred shares, the

two

-class method was more dilutive than the “if-converted” method for the

three

months ended

September 30, 2017.

The following table sets forth the computation of basic and diluted earnings per share:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Basic net income (loss) per common share calculation:
Net income (loss)	$	5,096,856		$	(5,436,553	)	$	(3,154,181	)	$	(15,465,912	)
Accretion of Series A cumulative preferred dividends		(366,641	)		—			(912,946	)		—
Undistributed earnings to participating securities		(1,838,354	)		—			—			—
Net income (loss) attributable to common stockholders	$	2,891,861		$	(5,436,553	)	$	(4,067,127	)	$	(15,465,912	)

Weighted average shares outstanding, basic		13,937,869			10,333,898			11,709,128			10,198,491
Net income (loss) per share of common, basic	$	0.21		$	(0.53	)	$	(0.35	)	$	(1.52	)

Diluted net income (loss) per common share calculation:
Net income (loss) attributable to common stockholders		2,891,861			(5,436,553	)		(4,067,127	)		(15,465,912	)
Change in fair value of warrant liability		—			—			(18,909,792	)
Interest on convertible debt		28,891			—			—			—
Diluted net loss		2,920,752			(5,436,553	)		(22,976,919	)		(15,465,912	)
Weighted average common shares outstanding, basic		13,937,869			10,333,898			11,709,128			10,198,491
Common stock equivalents arising from stock options		20,608			—			—			—
Common stock equivalents arising from warrants		—			—			816,579			—
Common stock equivalents arising from convertible debt		756,376			—			—			—
Common stock equivalents		14,714,853			10,333,898			12,525,707			10,198,491
Net income (loss) per share of common stock, diluted	$	0.20		$	(0.53	)	$	(1.83	)	$	(1.52	)

The following potentially dilutive securities outstanding as of

September

30,

2017

and

2016

have been excluded from the computation of diluted weighted average shares outstanding, as they would be anti-dilutive:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Convertible debt		—		749,280		213,879		749,280
Common stock warrants		14,003,608		460,721		447,721		460,721
Stock options		2,521,605		2,010,409		2,545,989		2,010,409
Unvested restricted stock awards		4,599		10,738		4,599		10,738
		16,529,812		3,231,148		3,212,188		3,231,148

Amounts in the table reflect the common stock equivalents of the noted instruments.

New Accounting Pronouncements, Policy [Policy Text Block]

Recent Accounting Pronouncements

July

2017,

the FASB issued ASU

2017

11,

Earnings Per Share (Topic

260

); Distinguishing Liabilities from Equity (Topic

480

); Derivatives and Hedging (Topic

815

The

first

part of this update addresses the complexity of accounting for certain financial instruments with down round features and the

second

part addresses the complexity of distinguishing liabilities from equity. The guidance is applicable to public business entities for fiscal years beginning after

December 15, 2018

May 2017,

the FASB issued ASU

No.

2017

09,

Modification Accounting for Share-Based Payment Arrangements

718.

Specifically, an entity would

not

December 15, 2017

and interim periods within those years. Early adoption is permitted, including adoption in any interim period. The Company does

not

expect this new guidance to have a material impact on its condensed consolidated financial statements.

March

2016,

the FASB issued ASU

2016

09,

Compensation – Improvements to Employee Share-Based Payment Accounting

December 15, 2016

and interim periods within those years. The Company adopted this standard in

2017

by electing to account for forfeitures in the period that they occur. Under ASU

2016

09,

$1,000

January 1, 2017.

February 2016,

the FASB issued ASU

2016

02,

Leases (Topic

842

)

. The FASB issued the update to require the recognition of lease assets and liabilities on the balance sheet of lessees. The standard will be effective for fiscal years beginning after

December

15,

2018,

Note 3 - Basis of Presentation and Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2017

Notes Tables

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Basic net income (loss) per common share calculation:
Net income (loss)	$	5,096,856		$	(5,436,553	)	$	(3,154,181	)	$	(15,465,912	)
Accretion of Series A cumulative preferred dividends		(366,641	)		—			(912,946	)		—
Undistributed earnings to participating securities		(1,838,354	)		—			—			—
Net income (loss) attributable to common stockholders	$	2,891,861		$	(5,436,553	)	$	(4,067,127	)	$	(15,465,912	)

Weighted average shares outstanding, basic		13,937,869			10,333,898			11,709,128			10,198,491
Net income (loss) per share of common, basic	$	0.21		$	(0.53	)	$	(0.35	)	$	(1.52	)

Diluted net income (loss) per common share calculation:
Net income (loss) attributable to common stockholders		2,891,861			(5,436,553	)		(4,067,127	)		(15,465,912	)
Change in fair value of warrant liability		—			—			(18,909,792	)
Interest on convertible debt		28,891			—			—			—
Diluted net loss		2,920,752			(5,436,553	)		(22,976,919	)		(15,465,912	)
Weighted average common shares outstanding, basic		13,937,869			10,333,898			11,709,128			10,198,491
Common stock equivalents arising from stock options		20,608			—			—			—
Common stock equivalents arising from warrants		—			—			816,579			—
Common stock equivalents arising from convertible debt		756,376			—			—			—
Common stock equivalents		14,714,853			10,333,898			12,525,707			10,198,491
Net income (loss) per share of common stock, diluted	$	0.20		$	(0.53	)	$	(1.83	)	$	(1.52	)

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Convertible debt		—		749,280		213,879		749,280
Common stock warrants		14,003,608		460,721		447,721		460,721
Stock options		2,521,605		2,010,409		2,545,989		2,010,409
Unvested restricted stock awards		4,599		10,738		4,599		10,738
		16,529,812		3,231,148		3,212,188		3,231,148

Note 4 - Acquisition (Tables)

9 Months Ended

Sep. 30, 2017

Notes Tables

Business Combination, Preliminary Purchase Price Consideration [Table Text Block]

Fair value of RestorGenex shares outstanding	$	19,546,000
Estimated fair value of RestorGenex stock options outstanding		1,321,000
Estimated fair value of RestorGenex warrants outstanding		384,000
CVRs – RES-440 product candidate		10,000
Total purchase price	$	21,261,000

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]

Cash and cash equivalents	$	8,500,602
Prepaid expenses and other assets		195,200
Property and equipment		57,531
Intangible assets		9,600,000
Goodwill		6,929,258
Accrued liabilities		(377,432	)
Deferred tax liability		(3,644,159	)
Net assets acquired	$	21,261,000

Business Acquisition, Pro Forma Information [Table Text Block]

	Nine Months Ended September 30, 2016

Net revenues	$	—
Net loss		(13,900,691	)
Basic and diluted loss per share	$	(1.36	)

Note 5 - Prepaid Expenses, Deposits and Other Current Assets (Tables)

9 Months Ended

Sep. 30, 2017

Notes Tables

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Table Text Block]

	September 30, 2017		December 31, 2016
Prepaid research and development expense	$	844,521	$	12,725
Prepaid insurance expense		126,733		9,731
Prepaid other		33,107		28,388
Total	$	1,004,361	$	50,844

Note 6 - Other Accrued Expenses and Liabilities (Tables)

9 Months Ended

Sep. 30, 2017

Notes Tables

Other Current Liabilities [Table Text Block]

	September 30, 2017		December 31, 2016
Accrued interest payable	$	36,029	$	29,359
Accrued Series A dividends		725,774		—
Accrued payroll and payroll related expenses		398,859		399,740
Accrued professional fees		114,268		72,855
Accrued clinical studies expenses		88,175		220,978
Other accrued expenses		52,602		151,332
Total	$	1,415,707	$	874,264

Note 7 - Convertible Debt (Tables)

9 Months Ended

Sep. 30, 2017

Notes Tables

Convertible Debt [Table Text Block]

	September 30, 2017			December 31, 2016
2016 Convertible notes	$	—		$	1,880,000
Series B convertible notes		550,000			550,000
		550,000			2,430,000
Less current portion		(550,000	)		(1,880,000	)
Long-term debt, net of current portion	$	—		$	550,000

Note 8 - Convertible Preferred Stock and Common Stock Warrants (Tables)	9 Months Ended
	Sep. 30, 2017
Notes Tables
Schedule of Warrants Outstanding to Acquire Shares of Common Stock [Table Text Block]	<div style="display: inline; font-family: times new roman; font-size: 10pt"><table border="0" cellpadding="0" cellspacing="0" style="; font-size: 10pt; font-family: Times New Roman,Times,serif; text-indent: 0px; min-; min-width: 700px;"> <tr style="vertical-align: bottom;"> <td style="font-family: Times New Roman,Times,serif; font-size: 10pt; width: 70%;"> </td> <td style="font-family: Times New Roman,Times,serif; font-size: 10pt; width: 1%;"> </td> <td colspan="2" style="text-align: center; font-family: Times New Roman,Times,serif; font-size: 10pt; margin-left: 0pt; border-bottom: 1px solid rgb(0, 0, 0); width: 1%;"> <div style=" font-family:Times New Roman, Times, serif;font-size:10pt;margin:0pt;text-align:center;"><div style="display: inline; font-weight: bold;"><div style="display: inline; font-weight: bold;"><div style="display: inline; font-weight: bold;">Outstanding</div></div></div></div> </td> <td style="font-family: Times New Roman,Times,serif; font-size: 10pt; padding-bottom: 1px; width: 1%;"> </td> <td style="font-family: Times New Roman,Times,serif; font-size: 10pt; width: 1%;"> </td> <td colspan="3" style="text-align: center; font-family: Times New Roman,Times,serif; font-size: 10pt; margin-left: 0pt; border-bottom: 1px solid rgb(0, 0, 0); width: 44%;"> <div style=" font-family:Times New Roman, Times, serif;font-size:10pt;margin:0pt;text-align:center;"><div style="display: inline; font-weight: bold;"><div style="display: inline; font-weight: bold;"><div style="display: inline; font-weight: bold;">Range of exercise </div></div></div></div> <div style=" font-family:Times New Roman, Times, serif;font-size:10pt;margin:0pt;text-align:center;"><div style="display: inline; font-weight: bold;"><div style="display: inline; font-weight: bold;"><div style="display: inline; font-weight: bold;">price per share</div></div></div></div> </td> <td style="font-family: Times New Roman,Times,serif; font-size: 10pt; padding-bottom: 1px; width: 1%;"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204, 238, 255);"> <td style="font-family: Times New Roman,Times,serif; font-size: 10pt; width: 70%;"> <div style=" font-family: Times New Roman,Times,serif; font-size: 10pt; margin-top: 0pt; margin-bottom: 0pt;">Common stock warrants issued prior to Merger</div> </td> <td style="width: 1%; border-bottom: 1px none rgb(0, 0, 0); font-family: Times New Roman,Times,serif; font-size: 10pt;"> </td> <td style="width: 1%; border-bottom: 1px none rgb(0, 0, 0); font-family: Times New Roman,Times,serif; font-size: 10pt;"> </td> <td style="width: 12%; border-bottom: 1px none rgb(0, 0, 0); text-align: right; font-family: Times New Roman,Times,serif; font-size: 10pt; margin-left: 0pt;"><div style="display: inline; font-style: italic; font-weight: inherit; font-style: normal;">447,721</div></td> <td nowrap="nowrap" style="width: 1%; border-bottom: 1px none rgb(0, 0, 0); font-family: Times New Roman,Times,serif; font-size: 10pt; margin-left: 0pt;"> </td> <td style="width: 1%; font-family: Times New Roman,Times,serif; font-size: 10pt;"> </td> <td style="width: 4%; font-family: Times New Roman,Times,serif; font-size: 10pt; margin-left: 0pt; text-align: right;"><div style="display: inline; font-style: italic; font-weight: inherit; font-style: normal;">$20.00</div></td> <td style="width: 4%; font-family: Times New Roman,Times,serif; font-size: 10pt; margin-left: 0pt; text-align: center;"><div style="display: inline; font-style: italic; font-weight: inherit; font-style: normal;">-</div></td> <td style="width: 5%; font-family: Times New Roman,Times,serif; font-size: 10pt; margin-left: 0pt;"><div style="display: inline; font-style: italic; font-weight: inherit; font-style: normal;">$750.00</div></td> <td nowrap="nowrap" style="width: 1%; font-family: Times New Roman,Times,serif; font-size: 10pt; margin-left: 0pt;"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(255, 255, 255);"> <td style="font-family: Times New Roman,Times,serif; font-size: 10pt; width: 70%;"> <div style=" font-family: Times New Roman,Times,serif; font-size: 10pt; margin-top: 0pt; margin-bottom: 0pt;">Common stock warrants issued in Series A</div> </td> <td style="width: 1%; font-family: "Times New Roman", Times, serif; font-size: 10pt; padding-bottom: 1px;"> </td> <td style="width: 1%; font-family: "Times New Roman", Times, serif; font-size: 10pt; border-bottom: 1px solid rgb(0, 0, 0);"> </td> <td style="width: 12%; text-align: right; font-family: "Times New Roman", Times, serif; font-size: 10pt; margin-left: 0pt; border-bottom: 1px solid rgb(0, 0, 0);"><div style="display: inline; font-style: italic; font-weight: inherit; font-style: normal;">13,555,887</div></td> <td nowrap="nowrap" style="width: 1%; font-family: "Times New Roman", Times, serif; font-size: 10pt; margin-left: 0pt; padding-bottom: 1px;"> </td> <td style="width: 1%; font-family: "Times New Roman", Times, serif; font-size: 10pt; padding-bottom: 1px;"> </td> <td style="width: 4%; font-family: "Times New Roman",Times,serif; font-size: 10pt; margin-left: 0pt;"><div style="display: inline; font-style: italic; font-weight: inherit; font-style: normal;"> </div></td> <td style="width: 4%; font-family: "Times New Roman",Times,serif; font-size: 10pt; margin-left: 0pt; text-align: center;"><div style="display: inline; font-style: italic; font-weight: inherit; font-style: normal;">$2.22</div></td> <td style="width: 5%; text-align: right; font-family: "Times New Roman",Times,serif; font-size: 10pt; margin-left: 0pt;"><div style="display: inline; font-style: italic; font-weight: inherit; font-style: normal;"> </div></td> <td nowrap="nowrap" style="width: 1%; font-family: Times New Roman,Times,serif; font-size: 10pt; margin-left: 0pt;"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204, 238, 255);"> <td style="font-family: Times New Roman,Times,serif; font-size: 10pt; width: 70%;"> </td> <td style="width: 1%; font-family: "Times New Roman", Times, serif; font-size: 10pt; padding-bottom: 3px;"> </td> <td style="width: 1%; font-family: "Times New Roman", Times, serif; font-size: 10pt; border-bottom: 3px double rgb(0, 0, 0);"> </td> <td style="width: 12%; text-align: right; font-family: "Times New Roman", Times, serif; font-size: 10pt; margin-left: 0pt; border-bottom: 3px double rgb(0, 0, 0);"><div style="display: inline; font-style: italic; font-weight: inherit; font-style: normal;">14,003,608</div></td> <td nowrap="nowrap" style="width: 1%; font-family: "Times New Roman", Times, serif; font-size: 10pt; margin-left: 0pt; padding-bottom: 3px;"> </td> <td style="font-family: "Times New Roman", Times, serif; font-size: 10pt; width: 1%; padding-bottom: 3px;"> </td> <td style="font-family: "Times New Roman",Times,serif; font-size: 10pt; width: 4%;"><div style="display: inline; font-style: italic; font-weight: inherit; font-style: normal;"> </div></td> <td style="text-align: right; font-family: "Times New Roman",Times,serif; font-size: 10pt; width: 4%;"><div style="display: inline; font-style: italic; font-weight: inherit; font-style: normal;"> </div></td> <td style="text-align: right; font-family: "Times New Roman",Times,serif; font-size: 10pt; width: 5%;"><div style="display: inline; font-style: italic; font-weight: inherit; font-style: normal;"> </div></td> <td style="font-family: Times New Roman,Times,serif; font-size: 10pt; width: 1%;"> </td> </tr> </table></div>

Note 9 - Stock-based Compensation (Tables)

9 Months Ended

Sep. 30, 2017

Notes Tables

Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block]

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Research and development	$	14,333	$	174,932	$	81,737	$	601,260
General and administrative		278,168		215,425		892,213		520,730
Total stock-based compensation expense	$	292,501	$	390,357	$	973,950	$	1,121,990

Share-based Compensation, Stock Options, Activity [Table Text Block]

	Number of Options			Weighted average exercise price per share		Weighted average remaining contractual life (in years)
Balance at January 1, 2017		2,207,409		$	8.09
Granted		340,041			2.49
Expired		(1,461	)		15.00
Outstanding at September 30, 2017		2,545,989		$	7.34		7.37
Exercisable at September 30, 2017		1,746,809		$	8.51		6.62

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]

Expected term (in years)	6.03
Risk-free interest rate	2.0	%
Expected volatility	114.9	%
Dividend yield	—	%

Note 10 - Commitments and Contingencies (Tables)

9 Months Ended

Sep. 30, 2017

Notes Tables

Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block]

	Rental Commitments
2017	$	27,746
2018		112,354
2019		114,409
2020		116,464
2021		118,519
Thereafter		58,232
Total	$	547,724

Note 11 - Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2017

Notes Tables

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block]

	September 30, 2017
	(Level 1)		(Level 2)		(Level 3)
Assets
Cash and cash equivalents	$	1,216,000	$	—	$	—
Certificate of deposit	$	10,020,164

Liabilities
Common stock warrant liability	$	—	$	—	$	16,316,054

	December 31, 2016
	(Level 1)		(Level 2)		(Level 3)
Assets
Cash and cash equivalents	$	1,552,852	$	—	$	—

Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]

	Common Stock Warrant Liability
Balance at December 31, 2016	$	—
Issued in connection with the Series A convertible preferred stock		35,225,846
Change in fair value		(18,909,792	)
Balance at September 30, 2017	$	16,316,054

Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block]

Stock price	$	1.66
Exercise price	$	2.22
Expected term (in years)		4.5
Risk-free interest rate		1.8	%
Expected volatility		109.3	%
Dividend yield		—

- Definition

Tabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable.

+ References + Details

Note 12 - Subsequent Events (Tables)

9 Months Ended

Sep. 30, 2017

Notes Tables

Balance Sheet Effects of Reclassification of Warrants from Liabilities to Stockholders' Equity [Table Text Block]

	As of September 30, 2017
	Actual			Adjustments				Pro-forma
Total assets	$	28,327,243		$	—			$	28,327,243
Total liabilities		21,970,547			(16,316,054	)	(i)		5,654,493
Convertible preferred stock		—			—				—
Stockholders' equity
Common stock		14,504			—				14,504
Additional paid-in-capital		69,686,744			13,153,524		(ii)		82,840,268
Accumulated deficit		(63,344,552	)		3,162,530		(iii)		(60,182,022	)
Total stockholders' equity		6,356,696			16,316,054				22,672,750
Total liabilities, convertible preferred stock and stockholders' equity	$	28,327,243		$	—			$	28,327,243

Note 2 - Liquidity (Details Textual) - USD ($)		1 Months Ended	9 Months Ended		10 Months Ended
Note 2 - Liquidity (Details Textual) - USD ($)	Mar. 31, 2017	Mar. 31, 2017	Sep. 30, 2017	Sep. 30, 2016	Jan. 07, 2018
Proceeds from Issuance of Convertible Preferred Stock, Net of Offering Costs			$ 22,129,774
Series A Preferred Stock [Member]
Proceeds from Issuance of Private Placement			$ 0
Series A Preferred Stock [Member] \| Private Placement [Member]
Proceeds from Issuance of Private Placement		$ 25,000,000
Number of Convertible Preferred Stock Per Unit	1	1
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right	1	1
Temporary Equity, Stock Issued During Period, New Issues		12,376,329
Proceeds from Issuance of Convertible Preferred Stock, Net of Offering Costs		$ 22,100,000
Payments of Stock Issuance Costs		$ 2,900,000			$ 2,900,000
Class of Warrant or Right, Granted During Period		1,179,558

Note 3 - Basis of Presentation and Summary of Significant Accounting Policies (Details Textual) - USD ($)	3 Months Ended	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2017	Jan. 01, 2017	Dec. 31, 2016	Sep. 30, 2016	Jan. 08, 2016
Previously Capitalized Offering Costs Expensed During the Period	$ 98,000
Goodwill	6,929,258	$ 6,929,258		$ 6,929,258
Indefinite-Lived Intangible Assets (Excluding Goodwill)	8,639,000	8,639,000		8,639,000
Impairment of Long-Lived Assets to be Disposed of	0	0
Accounting Standards Update 2016-09 [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption			$ 1,000
Diffusion LLC [Member]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill						$ 9,600,000
Goodwill						6,929,258
RES-529 [Member] \| Diffusion LLC [Member]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill						8,600,000
RES-440 [Member]
Indefinite-Lived Intangible Assets (Excluding Goodwill)					$ 0
RES-440 [Member] \| Diffusion LLC [Member]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill						$ 1,000,000
Fair Value, Inputs, Level 3 [Member] \| Convertible Note, Series B [Member]
Convertible Debt, Fair Value Disclosures	$ 500,000	$ 500,000		600,000
Fair Value, Inputs, Level 3 [Member] \| The 2016 Convertible Notes [Member]
Convertible Debt, Fair Value Disclosures				$ 2,000,000

Note 3 - Basis of Presentation and Summary of Significant Accounting Policies - Basic and Diluted Earnings Per Share (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Basic net income (loss) per common share calculation:
Net income (loss)	$ 5,096,856	$ (5,436,553)	$ (3,154,181)	$ (15,465,912)
Accretion of Series A cumulative preferred dividends	(366,641)		(912,946)
Undistributed earnings to participating securities	(1,838,354)
Net income (loss) attributable to common stockholders	$ 2,891,861	$ (5,436,553)	$ (4,067,127)	$ (15,465,912)
Weighted average shares outstanding, basic (in shares)	13,937,869	10,333,898	11,709,128	10,198,491
Net income (loss) per share of common stock, basic (in dollars per share)	$ 0.21	$ (0.53)	$ (0.35)	$ (1.52)
Diluted net income (loss) per common share calculation:
Net income (loss) attributable to common stockholders	$ 2,891,861	$ (5,436,553)	$ (4,067,127)	$ (15,465,912)
Change in fair value of warrant liability			(18,909,792)
Interest on convertible debt	28,891
Diluted net loss	$ 2,920,752	$ (5,436,553)	$ (22,976,919)	$ (15,465,912)
Weighted average shares outstanding, basic (in shares)	13,937,869	10,333,898	11,709,128	10,198,491
Common stock equivalents arising from stock options (in shares)	20,608
Common stock equivalents arising from warrants (in shares)			816,579
Common stock equivalents arising from convertible debt (in shares)	756,376
Common stock equivalents (in shares)	14,714,853	10,333,898	12,525,707	10,198,491
Net income (loss) per share of common stock, diluted (in dollars per share)	$ 0.20	$ (0.53)	$ (1.83)	$ (1.52)

Note 3 - Basis of Presentation and Summary of Significant Accounting Policies - Outstanding Dilutive Securities (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Anti-dilutive securities (in shares)	16,529,812	3,231,148	3,212,188	3,231,148
Convertible Debt Securities [Member]
Anti-dilutive securities (in shares)		749,280	213,879	749,280
Warrant [Member]
Anti-dilutive securities (in shares)	14,003,608	460,721	447,721	460,721
Employee Stock Option [Member]
Anti-dilutive securities (in shares)	2,521,605	2,010,409	2,545,989	2,010,409
Restricted Stock [Member]
Anti-dilutive securities (in shares)	4,599	10,738	4,599	10,738

Note 4 - Acquisition (Details Textual) - USD ($)		3 Months Ended		9 Months Ended
Note 4 - Acquisition (Details Textual) - USD ($)	Jan. 08, 2016	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Stock Issued During Period, Value, Issued for Services				$ 50,000
Share-based Compensation				973,950	$ 1,121,990
Executive Officers [Member]
Severance Costs	$ 3,000,000	$ 0	$ 0	0
Diffusion LLC [Member] \| Employee Stock Option [Member]
Share-based Compensation	$ 2,700,000	$ 0	$ 0	$ 0
Diffusion LLC [Member] \| Financial Adviser [Member]
Stock Issued During Period, Shares, Issued for Services	46,000
Stock Issued During Period, Value, Issued for Services	$ 500,000
Diffusion LLC [Member] \| Success Fee Agreement Costs [Member]
Payments for Other Fees	$ 1,100,000
Diffusion LLC [Member] \| Acquisition-related Costs [Member]
Business Combination, Acquisition Related Costs					$ 1,600,000

Note 4 - Acquisition - Purchase Price Consideration (Details) - RestorGenex [Member] - Diffusion LLC [Member]	Jan. 08, 2016 USD ($)
Fair value of RestorGenex shares outstanding	$ 19,546,000
Estimated fair value of RestorGenex stock options outstanding	1,321,000
Estimated fair value of RestorGenex warrants outstanding	384,000
CVRs – RES-440 product candidate	10,000
Total purchase price	$ 21,261,000

Note 4 - Acquisition - Assets Acquired and Liabilities Assumed (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016	Jan. 08, 2016
Goodwill	$ 6,929,258	$ 6,929,258
Diffusion LLC [Member]
Cash and cash equivalents			$ 8,500,602
Prepaid expenses and other assets			195,200
Property and equipment			57,531
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill			9,600,000
Goodwill			6,929,258
Accrued liabilities			(377,432)
Deferred tax liability			(3,644,159)
Net assets acquired			$ 21,261,000

Note 4 - Acquisition - Pro Forma Financial Information (Details) - Diffusion LLC [Member]	9 Months Ended
	Sep. 30, 2016 USD ($) $ / shares
Net revenues
Net loss	$ (13,900,691)
Basic and diluted loss per share (in dollars per share) \| $ / shares	$ (1.36)

Note 5 - Prepaid Expenses, Deposits and Other Current Assets - Summary of Prepaid Expenses, Deposits and Other Current Assets (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Prepaid research and development expense	$ 844,521	$ 12,725
Prepaid insurance expense	126,733	9,731
Prepaid other	33,107	28,388
Total	$ 1,004,361	$ 50,844

Note 6 - Other Accrued Expenses and Liabilities - Summary of Accrued Expenses (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Accrued interest payable	$ 36,029	$ 29,359
Accrued Series A dividends	725,774
Accrued payroll and payroll related expenses	398,859	399,740
Accrued professional fees	114,268	72,855
Accrued clinical studies expenses	88,175	220,978
Other accrued expenses	52,602	151,332
Total	$ 1,415,707	$ 874,264

Note 7 - Convertible Debt (Details Textual) - USD ($)	3 Months Ended	9 Months Ended
Note 7 - Convertible Debt (Details Textual) - USD ($)	Sep. 30, 2017	Sep. 30, 2017	Sep. 30, 2016
Repayments of Convertible Debt		$ 1,880,000
Interest Paid, Net		112,800
Interest Payable	$ 36,000	$ 36,000
The 2016 Convertible Notes [Member]
Repayments of Convertible Debt	1,900,000
Interest Paid, Net	$ 100,000

Note 7 - Convertible Debt - Outstanding Convertible Notes (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Total principal amount	$ 550,000	$ 2,430,000
Less current portion	(550,000)	(1,880,000)
Long-term debt, net of current portion		550,000
The 2016 Convertible Notes [Member]
Total principal amount		1,880,000
Convertible Note, Series B [Member]
Total principal amount	$ 550,000	$ 550,000

Note 8 - Convertible Preferred Stock and Common Stock Warrants (Details Textual)		1 Months Ended	3 Months Ended		9 Months Ended		10 Months Ended
	Mar. 31, 2017 $ / shares shares	Mar. 31, 2017 USD ($) $ / shares shares	Sep. 30, 2017 USD ($) $ / item shares	Sep. 30, 2016 USD ($)	Sep. 30, 2017 USD ($) $ / shares $ / item shares	Sep. 30, 2016 USD ($)	Jan. 07, 2018 USD ($)	Mar. 14, 2017 $ / item
Proceeds from Issuance of Convertible Preferred Stock, Net of Offering Costs					$ 22,129,774
Warrant Expense					10,225,846
Dividends					912,946
Stock Reclassified Upon Conversion of Preferred Stock					$ 187,172
Make-Whole Provision Conversion Price, Percentage					105.00%
Fair Value Adjustment of Warrants			$ (8,441,616)		$ (18,909,792)
Maximum [Member]
Convertible Preferred Stock, Conversion Price \| shares			2.02		2.02
Minimum [Member]
Financing Trigger from Issuance of Common Stock			$ 10,000,000		$ 10,000,000
Convertible Preferred Stock, Make-Whole Provision, Proceeds from Issue of Common Stock					10,000,000
Warrant [Member]
Warrant Expense			$ 5,800,000		$ 5,800,000
Class of Warrant or Rights, Expired \| shares					13,000
Private Placement [Member]
Convertible Preferred Stock, Votes Per Share \| $ / item			0.50627		0.50627			0.84874
Private Placement [Member] \| Warrant [Member]
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right \| shares	1	1
Class of Warrant or Right, Exercise Price of Warrants or Rights \| $ / shares	$ 2.22	$ 2.22
Class of Warrant or Right, Term	5 years
Warrant Expense					$ 10,200,000
Series A Preferred Stock [Member]
Preferred Stock, Shares Authorized \| shares			13,750,000		13,750,000
Proceeds from Issuance of Private Placement					$ 0
Dividends					$ 912,946
Conversion of Stock, Shares Converted \| shares			2,125,306		4,052,297
Stock Reclassified Upon Conversion of Preferred Stock			$ 100,000		$ 200,000
Stock Reclassified Upon Conversion of Preferred Stock, Shares \| shares			62,701		88,436
Fair Value Adjustment of Warrants			$ 8,400,000		$ 8,400,000
Series A Preferred Stock [Member] \| Maximum [Member]
Convertible Preferred Stock, Make-Whole Provision, Minimum Share Price \| $ / shares					$ 8
Series A Preferred Stock [Member] \| Private Placement [Member]
Proceeds from Issuance of Private Placement		$ 25,000,000
Number of Convertible Preferred Stock Per Unit \| shares	1	1
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right \| shares	1	1
Preferred Stock, Dividend Rate, Percentage	8.00%
Number of Common Stock Per Unit \| shares	1
Convertible Preferred Stock, Conversion Price \| shares	2.02	2.02
Temporary Equity, Stock Issued During Period, New Issues \| shares		12,376,329
Proceeds from Issuance of Convertible Preferred Stock, Net of Offering Costs		$ 22,100,000
Payments of Stock Issuance Costs		$ 2,900,000					$ 2,900,000
Class of Warrant or Right, Granted During Period \| shares		1,179,558
Dividends			$ 400,000		$ 900,000
Series B Preferred Stock [Member] \| Private Placement [Member] \| Placement Agent [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights \| $ / shares	$ 2.22	$ 2.22
Class of Warrant or Right, Term	5 years
Class of Warrant or Right, Granted During Period \| shares		1,179,558

Note 8 - Convertible Preferred Stock and Common Stock Warrants - Warrants Outstanding to Acquire Shares of its Common Stock (Details)	Sep. 30, 2017 $ / shares shares
Common stock warrants, outstanding (in shares) \| shares	14,003,608
Convertible Preferred Stock Issued Prior to Merger [Member]
Common stock warrants, outstanding (in shares) \| shares	447,721
Convertible Preferred Stock Issued Prior to Merger [Member] \| Minimum [Member]
Range of exercise price (in dollars per share) \| $ / shares	$ 20
Convertible Preferred Stock Issued Prior to Merger [Member] \| Maximum [Member]
Range of exercise price (in dollars per share) \| $ / shares	$ 750
Series A Convertible Preferred Stock [Member]
Common stock warrants, outstanding (in shares) \| shares	13,555,887
Range of exercise price (in dollars per share) \| $ / shares	$ 2.22

Note 9 - Stock-based Compensation (Details Textual) - USD ($)			3 Months Ended		9 Months Ended
	Jan. 01, 2017	Jul. 21, 2016	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross					340,041
Allocated Share-based Compensation Expense			$ 292,501	$ 390,357	$ 973,950	$ 1,121,990
Non-employee Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross					9,394
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value			$ 7,000	200,000	$ 83,000	700,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares			18,572		18,572
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options			$ 26,000		$ 26,000
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition					1 year 233 days
Employee Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross					330,647
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options			2,800,000		$ 2,800,000
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition					5 years 120 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value					$ 2.12
Allocated Share-based Compensation Expense			$ 300,000	$ 100,000	$ 900,000	$ 400,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period			0	0	0	0
Restricted Stock [Member]
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition					1 year
Allocated Share-based Compensation Expense			$ 3,000	$ 3,000	$ 9,000	$ 9,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number			4,599		4,599
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period			1,533	1,534	4,599	4,603
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options			$ 9,000		$ 9,000
Restorgenex Corporation 2015 Equity Incentive Plan [Member]
Percentage of Total Shares Eligible for Plan Reserve, On an Annual Basis		4.00%
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized	413,825
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant			114,291		114,291

Note 9 - Stock-based Compensation - Stock-based Compensation Expense (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Stock-based compensation expense	$ 292,501	$ 390,357	$ 973,950	$ 1,121,990
Research and Development Expense [Member]
Stock-based compensation expense	14,333	174,932	81,737	601,260
General and Administrative Expense [Member]
Stock-based compensation expense	$ 278,168	$ 215,425	$ 892,213	$ 520,730

Note 9 - Stock-based Compensation - Stock Option Activity (Details)	9 Months Ended
	Sep. 30, 2017 $ / shares shares
Balance (in shares) \| shares	2,207,409
Balance (in dollars per share) \| $ / shares	$ 8.09
Granted (in shares) \| shares	340,041
Granted (in dollars per share) \| $ / shares	$ 2.49
Expired (in shares) \| shares	(1,461)
Expired (in dollars per share) \| $ / shares	$ 15
Options outstanding (in shares) \| shares	2,545,989
Options outstanding, weighted-average per share exercise price (in dollars per share) \| $ / shares	$ 7.34
Options outstanding, weighted-average remaining contractual life (Year)	7 years 135 days
Exercisable (in shares) \| shares	1,746,809
Exercisable (in dollars per share) \| $ / shares	$ 8.51
Exercisable (Year)	6 years 226 days

Note 9 - Stock-based Compensation - Fair Value Assumptions (Details)	9 Months Ended
	Sep. 30, 2017
Expected term (Year)	6 years 10 days
Risk-free interest rate	2.00%
Expected volatility	114.90%
Dividend yield

Note 10 - Commitments and Contingencies (Details Textual) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Research and Development Expense	$ 1,759,305	$ 1,941,743	$ 3,946,420	$ 5,739,456
Prepaid Research and Development Expense	844,521		844,521		$ 12,725
Arrangement With Clinical Research Organization [Member]
Research and Development Expense	600,000
Prepaid Research and Development Expense	1,000,000		1,000,000
Charlottesville, Virginia [Member] \| Leasehold Improvements [Member]
Property, Plant and Equipment, Additions			400,000
Charlottesville, Virginia [Member] \| Building [Member]
Operating Leases, Rent Expense, Net	$ 28,000	$ 34,000	$ 80,000	$ 115,000

Note 10 - Commitments and Contingencies - Total Future Operating Lease Obligations (Details)	Sep. 30, 2017 USD ($)
2017	$ 27,746
2018	112,354
2019	114,409
2020	116,464
2021	118,519
Thereafter	58,232
Total	$ 547,724

Note 11 - Fair Value Measurements - Fair Value on a Recurring Basis (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Common stock warrant liability	$ 16,316,054
Fair Value, Inputs, Level 1 [Member] \| Fair Value, Measurements, Recurring [Member]
Cash and cash equivalents	1,216,000	$ 1,552,852
Certificate of deposit	10,020,164
Common stock warrant liability
Fair Value, Inputs, Level 2 [Member] \| Fair Value, Measurements, Recurring [Member]
Certificate of deposit
Common stock warrant liability
Fair Value, Inputs, Level 3 [Member] \| Fair Value, Measurements, Recurring [Member]
Certificate of deposit
Common stock warrant liability	$ 16,316,054

Note 11 - Fair Value Measurements - Reconciliation of Common Stock Warrant Liability (Details) - Contingent Consideration [Member]	9 Months Ended
	Sep. 30, 2017 USD ($)
Balance
Issued in connection with the Series A convertible preferred stock	35,225,846
Change in fair value	(18,909,792)
Balance	$ 16,316,054

Note 11 - Fair Value Measurements - Black -Scholes Model and Assumptions (Details)	9 Months Ended
	Sep. 30, 2017 $ / shares
Stock price (in dollars per share)	$ 1.66
Exercise price (in dollars per share)	$ 2.22
Expected term (Year)	4 years 182 days
Risk-free interest rate	1.80%
Expected volatility	109.30%
Dividend yield (in dollars per share)

Note 12 - Subsequent Events (Details Textual) - Subsequent Event [Member] - Warrants Attached to Series A Convertible Preferred Stock [Member] $ in Millions	Nov. 01, 2017 USD ($)
Amount of Warrant Liability Removed from Total Liabilities	$ 16.3
Fair Value of Warrants Reclassified to Additional Paid in Capital During the Period	13.2
Adjustment of Accumulated Deficit Balance for the Change in Fair Value of Warrants	$ 3.2

Note 12 - Subsequent Events - Balance Sheet Effects of Warrants Reclassified from Liabilities to Stockholders' Equity (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Total assets	$ 28,327,243	$ 17,484,384
Total liabilities	21,970,547	8,299,700
Convertible preferred stock, $0.001 par value: Series A - 13,750,000 shares authorized, 12,376,329 and 8,324,032 shares issued and outstanding, respectively at September 30, 2017; No shares authorized, issued or outstanding at December 31, 2016 (liquidation value of $16,814,360 at September 30, 2017)	0	0
Stockholders' equity
Common stock	14,504	10,346
Additional paid-in capital	69,686,744	69,363,575
Accumulated deficit	(63,344,552)	(60,189,237)
Total stockholders' equity	6,356,696	9,184,684
Total liabilities, convertible preferred stock and stockholders' equity	28,327,243	$ 17,484,384
Adjustments for Pro Forma [Member]
Total assets
Total liabilities	(16,316,054)
Convertible preferred stock, $0.001 par value: Series A - 13,750,000 shares authorized, 12,376,329 and 8,324,032 shares issued and outstanding, respectively at September 30, 2017; No shares authorized, issued or outstanding at December 31, 2016 (liquidation value of $16,814,360 at September 30, 2017)
Stockholders' equity
Common stock
Additional paid-in capital	13,153,524
Accumulated deficit	3,162,530
Total stockholders' equity	16,316,054
Total liabilities, convertible preferred stock and stockholders' equity
Pro Forma [Member]
Total assets	28,327,243
Total liabilities	5,654,493
Convertible preferred stock, $0.001 par value: Series A - 13,750,000 shares authorized, 12,376,329 and 8,324,032 shares issued and outstanding, respectively at September 30, 2017; No shares authorized, issued or outstanding at December 31, 2016 (liquidation value of $16,814,360 at September 30, 2017)
Stockholders' equity
Common stock	14,504
Additional paid-in capital	82,840,268
Accumulated deficit	(60,182,022)
Total stockholders' equity	22,672,750
Total liabilities, convertible preferred stock and stockholders' equity	$ 28,327,243