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Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2017	May 10, 2017
Document And Entity Information
Entity Registrant Name	ATOSSA GENETICS INC
Entity Central Index Key	0001488039
Document Type	10-Q
Trading Symbol	ATOS
Document Period End Date	Mar. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity a Well-known Seasoned Issuer	No
Entity a Voluntary Filer	No
Entity's Reporting Status Current	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		7,412,912
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2017

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Current assets
Cash and cash equivalents	$ 1,167,011	$ 3,027,962
Restricted cash	55,000	55,000
Prepaid expense	294,831	171,601
Total current assets	1,516,842	3,254,563
Furniture and equipment, net	27,761	55,119
Intangible assets, net	610,013	640,440
Other assets	148,566	194,250
Total assets	2,303,182	4,144,372
Current liabilities
Accounts payable	386,877	254,320
Accrued expenses	34,610	16,964
Payroll liabilities	330,889	769,899
Other current liabilities	22,401	6,083
Total current liabilities	774,777	1,047,266
Commitments and contingencies (note 12)
Stockholders' equity
Preferred stock - $.001 par value; 10,000,000 shares authorized, 0 shares issued and outstanding
Common stock - $.015 par value; 75,000,000 shares authorized, 3,786,913 shares issued and outstanding	56,804	56,804
Additional paid-in capital	60,478,903	60,344,050
Accumulated deficit	(59,007,302)	(57,303,748)
Total stockholders' equity	1,528,405	3,097,106
Total liabilities and stockholders' equity	$ 2,303,182	$ 4,144,372

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares	Mar. 31, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.001	$ .001
Preferred stock, authorized	10,000,000	10,000,000
Preferred stock, issued	0	0
Preferred stock, outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.015	$ .015
Common stock, authorized	75,000,000	75,000,000
Common stock, issued	3,786,913	3,786,913
Common stock, outstanding	3,786,913	3,786,913

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Operating expenses:
Research and development	$ 544,302	$ 149,971
General and administrative	1,142,544	2,177,569
Total operating expenses	1,686,846	2,327,540
Operating loss	(1,686,846)	(2,327,540)
Other expense, net	(16,708)
Loss before income taxes	(1,703,554)	(2,327,540)
Income taxes
Loss from operations	(1,703,554)	(2,327,540)
Net loss	$ (1,703,554)	$ (2,327,540)
Loss per common share - basic and diluted (in dollars per share)	$ (0.45)	$ (0.98)
Weighted average shares outstanding, basic and diluted (in shares)	3,786,913	2,382,757

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (1,703,554)	$ (2,327,540)
Compensation cost for stock options granted	154,707	192,457
Loss on disposal of an asset	17,695	163,333
Depreciation and amortization	40,087	75,729
Changes in operating assets and liabilities:
Prepaid expenses	(123,230)	(34,643)
Other assets	25,834	110,662
Accounts payable	132,557	(385,396)
Payroll liabilities	(439,010)	(434,401)
Accrued expenses	17,646	(294,675)
Other current liabilities	16,317	(60,281)
Net cash used in operating activities	(1,860,951)	(2,994,755)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of furniture and equipment		(5,020)
Net cash used in investing activities		(5,020)
CASH FLOWS FROM FINANCING ACTIVITIES
Net proceeds from issuance of common stock and warrants		2,166,537
Net cash provided by financing activities		2,166,537
NET (DECREASE) IN CASH AND CASH EQUIVALENTS	(1,860,951)	(833,238)
CASH AND CASH EQUIVALENTS, BEGINNING BALANCE	3,027,962	3,715,895
CASH AND CASH EQUIVALENTS, ENDING BALANCE	1,167,011	2,882,657
NONCASH FINANCING ACTIVITIES:
Amortization of deferred financing costs	$ 19,852

NATURE OF OPERATIONS

3 Months Ended

Mar. 31, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

NATURE OF OPERATIONS

NOTE 1: NATURE OF OPERATIONS

Atossa Genetics Inc. (the “Company”) was incorporated on April 30, 2009 in the State of Delaware. The Company was formed to develop and market medical devices, laboratory tests and therapeutics to address breast health conditions. The Company’s fiscal year ends on December 31. The Company is focused on development of its pharmaceutical programs.

GOING CONCERN

3 Months Ended

Mar. 31, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

GOING CONCERN

NOTE 2: GOING CONCERN

The Company’s consolidated financial statements are prepared using Generally Accepted Accounting Principles in the United States of America applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred net losses and negative operating cash flows since inception. For the three months ended March 31 2017, the Company recorded a net loss of approximately $1.7 million and used approximately $1.9 million of cash in operating activities. As of March 31, 2017, the Company had approximately $1.2 million in cash and cash equivalents and working capital of approximately $0.7 million. The Company has not yet established an ongoing source of revenue sufficient to cover its operating costs and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. The Company can give no assurances that any additional capital that it is able to obtain, if any, will be sufficient to meet its needs, or that any such capital will be obtained on acceptable terms. If the Company is unable to obtain adequate capital, it could be forced to cease operations or substantially curtail its activities. These conditions raise substantial doubt as to the Company’s ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities should the Company be unable to continue as a going concern.

Management’s plan to continue as a going concern is as follows. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plans to obtain such resources for the Company include obtaining capital from the sale of its equity securities and short-term borrowings from banks, stockholders or other related party(ies), if needed. However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans.

On March 28, 2017, the Company entered into an underwriting agreement with Aegis Capital Corp. relating to a public offering which closed on April 3, 2017. The offering generated gross proceeds to the Company of approximately $4.4 million and net proceeds of $3.9 million after deducting underwriting discounts and commission and other estimated offering expenses payable by the Company. We expect that our existing resources will be sufficient to fund our planned operations for at least the next six months, however, additional capital resources will be needed to fund operations for the next twelve months.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually to secure other sources of financing and attain profitable operations.

SUMMARY OF ACCOUNTING POLICIES

3 Months Ended

Mar. 31, 2017

Accounting Policies [Abstract]

SUMMARY OF ACCOUNTING POLICIES

NOTE 3: SUMMARY OF ACCOUNTING POLICIES

Basis of Presentation:

The accompanying consolidated financial statements have been prepared pursuant to the rules of the Securities and Exchange Commission (“SEC”) and in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”).

On August 26, 2016, the Company completed a 1-for-15 reverse stock split of the shares of the Company’s common stock (the “Reverse Stock Split”). As a result of the Reverse Stock Split, every 15 shares of issued and outstanding common stock were combined into one issued and outstanding share of Common Stock, and the par value per share was changed to $.015 per share. No fractional shares were issued because of the Reverse Stock Split and any fractional shares that would otherwise have resulted from the Reverse Stock Split were paid in cash. The number of authorized shares of common stock was not reduced as a result of the Reverse Stock Split. The Company’s common stock began trading on a reverse stock split-adjusted basis on August 26, 2016. All share and per share data included in this report has been retroactively restated to reflect the Reverse Stock Split.

Use of Estimates:

The preparation of 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 contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Recently Issued Accounting Pronouncements:

In February 2016, Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Lease Accounting Topic 842. This ASU requires a lessee to recognize lease assets and liabilities on the balance sheet for all arrangements with terms longer than 12 months. The new standard applies a right-of-use (ROU) model that requires a lessee to record, for all leases with a lease term of more than 12 months, an asset representing its right to use the underlying asset for the lease term and a liability to make lease payments. The lease term is the non-cancellable period of the lease, and includes both periods covered by an option to extend the lease, if the lessee is reasonably certain to exercise that option, and periods covered by an option to terminate the lease, if the lessee is reasonably certain not to exercise that termination option. For leases with a lease term of 12 months or less, a practical expedient is available whereby a lessee may elect, by class of underlying asset, not to recognize an ROU asset or lease liability. A lessee making this accounting policy election would recognize lease expense over the term of the lease, generally in a straight-line pattern. The lessor accounting remains largely consistent with existing U.S. GAAP. The new standard takes effect in 2019 for public business entities and 2020 for all other entities. The Company has not adopted the provisions of ASU No. 2016-02. The Company is currently evaluating the impact of adopting ASU 2016-02 on its consolidated financial statements.

In April 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation, simplifying the accounting for share-based payment transactions including the income tax consequences, classification of awards as either equity or liabilities and classification on the statements of cash flows. Under the new standard, all excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards) should be recognized as income tax expense or benefit on the statements of income. Management adopted ASU No. 2016-09 effective January 1, 2017. As a result of the adoption of this guidance, management made an accounting policy election to recognize the effect of forfeitures in compensation cost when they occur. There was an immaterial impact on results of operations and financial position and no impact on cash flows at adoption.

In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows, amending the presentation of restricted cash within the statement of cash flows. The new guidance requires that restricted cash be included within cash and cash equivalents on the statement of cash flows. The ASU is effective retrospectively for reporting periods beginning after December 15, 2017, with early adoption permitted. The Company has not yet adopted the provisions of ASU No. 2016-18.

PREPAID EXPENSES

3 Months Ended

Mar. 31, 2017

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Prepaid Expenses

NOTE 4: PREPAID EXPENSES

Prepaid expenses consisted of the following:

	March 31, 2017		December 31, 2016
Prepaid insurance		140,222		121,333
Trade show		-		20,000
Retainer and security deposits		14,218		14,218
Financial exchange fees		31,500		-
Prepaid stock issuance costs		86,623		-
Other		22,268		16,050
Total prepaid expenses	$	294,831	$	171,601

FURNITURE AND EQUIPMENT

3 Months Ended

Mar. 31, 2017

Property, Plant and Equipment [Abstract]

FURNITURE AND EQUIPMENT

NOTE 5: FURNITURE AND EQUIPMENT

Furniture and equipment consisted of the following:

	March 31, 2017			December 31, 2016
Furniture and equipment	$	170,916		$	210,528
Less: Accumulated depreciation		(143,155	)		(155,409	)
Total furniture and equipment, net	$	27,761		$	55,119

Depreciation expense for the three months ended March 31, 2017 and 2016 was $9,662 and $26,619, respectively.

INTANGIBLE ASSETS

3 Months Ended

Mar. 31, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

INTANGIBLE ASSETS

NOTE 6: INTANGIBLE ASSETS

Intangible assets consisted of the following:

	March 31,			December 31,
	2017			2016
Patents	$	639,000		$	639,000
Software		113,540			113,540
Total intangible assets		752,540			752,540
Less: Accumulated amortization		(142,527	)		(112,100	)
Total intangible assets, net	$	610,013		$	640,440

Software amounted to $113,540 as of March 31, 2017 and December 31, 2016. The amortization period for the purchased software is 3 years. Amortization expense related to software for the three months ended March 31, 2017 and 2016 was $12,855 and $7,857, respectively.

Patents amounted to $639,000 as of March 31, 2017 and December 31, 2016, and mainly consisted of patents acquired from Acueity on September 30, 2012 in an asset purchase transaction. Patent assets are amortized based on their determined useful life, and tested annually for impairment. The amortization period was from 7 to 12 years. Amortization expense related to patents was $17,572 and $37,253 for the three months ended March 31, 2017 and 2016, respectively.

Future estimated amortization expenses as of March 31, 2017 for the five succeeding years is as follows:

For the three months ending March 31, 2017,	Amounts
2017 (includes the remainder of the year)	$	72,612
2018		73,433
2019		70,285
2020		70,285
2021		70,285
Thereafter		253,113
	$	610,013

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

+ References + Details

PAYROLL LIABILITIES

3 Months Ended

Mar. 31, 2017

Payables and Accruals [Abstract]

PAYROLL LIABILITIES

NOTE 7: PAYROLL LIABILITIES

Payroll liabilities consisted of the following:

	March 31, 2017		December 31, 2016
Accrued bonus payable	$	136,008	$	609,337
Accrued vacation		130,906		94,514
Accrued payroll liabilities		63,975		66,048
Total payroll liabilities	$	330,889	$	769,899

STOCKHOLDERS' EQUITY

3 Months Ended

Mar. 31, 2017

Equity [Abstract]

STOCKHOLDERS' EQUITY

NOTE 8: STOCKHOLDERS’ EQUITY

The Company is authorized to issue a total of 85,000,000 shares of stock consisting of 75,000,000 shares of common stock, par value $0.015 per share, and 10,000,000 shares of preferred stock, par value $0.001 per share. The Company has designated 750,000 shares of Series A Junior Participating Preferred Stock, par value $0.001 per share through the filing of certificate of designation with the Delaware Secretary of State.

On May 19, 2014, the Company adopted a stockholder rights agreement which provides that all stockholders of record on May 26, 2014 received a non-taxable distribution of one preferred stock purchase right for each share of the Company’s common stock held by such stockholder. Each right is attached to and trades with the associated share of common stock. The rights will become exercisable only if one of the following occurs: (1) a person becomes an “Acquiring Person” by acquiring beneficial ownership of 15% or more of the Company’s common stock (or, in the case of a person who beneficially owned 15% or more of the Company’s common stock on the date the stockholder rights agreement was executed, by acquiring beneficial ownership of additional shares representing 2.0% of the Company’s common stock then outstanding (excluding compensatory arrangements)), or (2) a person commences a tender offer that, if consummated, would result in such person becoming an Acquiring Person. If a person becomes an Acquiring Person, each right will entitle the holder, other than the Acquiring Person and certain related parties, to purchase a number of shares of the Company’s common stock with a market value that equals twice the exercise price of the right. The initial exercise price of each right is $15.00, so each holder (other than the Acquiring Person and certain related parties) exercising a right would be entitled to receive $30.00 worth of the Company’s common stock. If the Company is acquired in a merger or similar business combination transaction at any time after a person has become an Acquiring Person, each holder of a right (other than the Acquiring Person and certain related parties) will be entitled to purchase a similar amount of stock of the acquiring entity.

2016 Issuances of Additional Shares to Aspire Capital

On November 11, 2015, we terminated the prior agreement with Aspire Capital Fund, LLC (“Aspire Capital”) and entered into a new common stock purchase agreement. Concurrently with entering into the new purchase agreement, we also entered into a registration rights agreement with Aspire Capital in which we agreed to register 405,747 shares of our common stock.

During the first quarter of 2016, we sold a total of 405,747 shares of common stock to Aspire Capital Fund LLC under the stock purchase agreement dated November 11, 2015 with aggregate gross proceeds to the Company of $2,177,083, or net proceeds of $2,133,973 after deducting costs of the offering.

On May 25, 2016, the Company terminated the November 11, 2015 stock purchase agreement with Aspire Capital and entered into a new common stock purchase agreement with Aspire Capital which provided that, upon the terms and subject to the conditions and limitations set forth therein, Aspire Capital is committed to purchase up to an aggregate of $10.0 million of shares of our common stock over the 30-month term of the purchase agreement, subject to the terms and conditions set forth therein. Concurrently with entering into the purchase agreement, the Company also entered into a registration rights agreement with Aspire Capital, in which the Company agreed to file one or more registration statements, as permissible and necessary to register under the Securities Act of 1933, registering the sale of the shares of our common stock that have been and may be issued to Aspire Capital under the purchase agreement. As part of the stock purchase agreement we issued 49,736 common shares as a commitment fee. The value of the common shares issued as a commitment fee of $198,523 have been reflected as an addition to common stock of $746 and $197,777 in additional paid in capital which will be amortized over the life of the stock purchase agreement. As of the date of filing this Quarterly Report with the SEC no shares of stock have been sold to Aspire Capital under the May 25, 2016 purchase agreement. In connection with our public offering that closed on April 3, 2017, we agreed not to utilize the financing arrangement with Aspire Capital until June 2, 2017.

2016 Public Offering of Common Stock

In August 2016, the Company completed an underwritten public offering of 1,150,000 shares of common stock at a price per share of $2.50, with gross proceeds of $2,875,000 to the Company, or proceeds of $2,561,896 after deducting underwriter discounts, commissions, non-accountable expense allowance and expense reimbursement.

Outstanding Warrants

As of March 31, 2017, warrants to purchase 402,228 shares of common stock were outstanding including:

	Outstanding Warrants to Purchase Shares		Exercise Price		Expiration Date

2011 private placement		283,470	$	18.75 - 24.00	May 8, 2018
Acueity warrants		21,667		75.00	September 30, 2017
2014 public offering		77,790		45.00	January 29, 2019
Placement agent fees for Company’s offerings		16,135		31.80 – 186.45	March - November, 2018
Outside consulting		3,166	$	63.60	January 14, 2018
		402,228

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

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+ Details

NET LOSS PER SHARE

3 Months Ended

Mar. 31, 2017

Earnings Per Share [Abstract]

NET LOSS PER SHARE

NOTE 9: NET LOSS PER SHARE

The Company accounts for and discloses net loss per common share in accordance with FASB Accounting Standards Codification (“ASC”) Topic 260, Earnings Per Share. Basic net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding. Diluted net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares that would have been outstanding during the period assuming the issuance of common shares for all potential dilutive common shares outstanding. Potential common shares consist of shares issuable upon the exercise of stock options and warrants. Because the inclusion of potential common shares would be anti-dilutive for all periods presented, diluted net loss per common share is the same as basic net loss per common share for those periods.

The following table sets forth the number of potential common shares excluded from the calculation of net loss per diluted share for the three months ended March 31, 2017 and 2016 because the effect of them would be anti-dilutive:

	Three Months Ended March 31,
	2017		2016
Options to purchase common stock		361,676		213,448
Warrants to purchase common stock		402,228		402,228
Total		782,985		615,676

INCOME TAXES

3 Months Ended

Mar. 31, 2017

Income Tax Disclosure [Abstract]

INCOME TAXES

NOTE 10: INCOME TAXES

Deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial reporting and tax bases of assets and liabilities and are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.

As a result of the Company’s cumulative losses, management has concluded that a full valuation allowance against the Company’s net deferred tax assets is appropriate. No income tax liabilities existed as of March 31, 2017 and December 31, 2016 due to the Company’s continuing operating losses.

CONCENTRATION OF CREDIT RISK

3 Months Ended

Mar. 31, 2017

Risks and Uncertainties [Abstract]

CONCENTRATION OF CREDIT RISK

NOTE 11: CONCENTRATION OF CREDIT RISK

Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash deposits. Accounts at each institution are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. At March 31, 2017 and December 31, 2016, the Company had $917,011 and $2,777,962 in excess of the FDIC insured limit, respectively.

COMMITMENTS AND CONTINGENCIES

3 Months Ended

Mar. 31, 2017

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

NOTE 12: COMMITMENTS AND CONTINGENCIES

Lease Commitments

The future minimum lease payments due subsequent to March 31, 2017 under all non-cancelable operating and capital leases for the next five years are as follows:

Year Ending December 31,	Operating Leases Amount
2017 (remainder of year)	$	12,325
Total minimum lease payments	$	12,325

The total rent expense for the three months ended March 31, 2017 and 2016 was $12,314 and $78,600, respectively. Rent expense was included in general and administrative expenses for both years.

Purchase Commitments

Effective May 19, 2016 the Company entered into a services agreement with KriSan Biotech Co. Ltd., a corporation organized under the laws of Taiwan, Republic of China (“KSB”). The agreement directs KSB to research and develop for the Company processes for manufacturing endoxifen and to produce an initial supply of endoxifen so that release and stability studies may be conducted. The Company has agreed to pay $136,000 to KSB when certain benchmarks have been delivered by KSB under the services agreement.

Litigation and Contingencies

On October 10, 2013, a putative securities class action complaint, captioned Cook v. Atossa Genetics, Inc. , et al., No. 2:13-cv-01836-RSM, was filed in the United States District Court for the Western District of Washington against us, certain of the Company’s directors and officers and the underwriters of the Company November 2012 initial public offering. The complaint alleges that all defendants violated Sections 11 and 12(a)(2), and that the Company and certain of its directors and officers violated Section 15, of the Securities Act by making material false and misleading statements and omissions in the offering’s registration statement, and that we and certain of our directors and officers violated Sections 10(b) and 20A of the Exchange Act and SEC Rule 10b-5 promulgated thereunder by making false and misleading statements and omissions in the registration statement and in certain of our subsequent press releases and SEC filings with respect to our NAF specimen collection process, our ForeCYTE Breast Health Test and our MASCT device. This action seeks, on behalf of persons who purchased our common stock between November 8, 2012 and October 4, 2013, inclusive, damages of an unspecific amount.

On February 14, 2014, the Court appointed plaintiffs Miko Levi, Bandar Almosa and Gregory Harrison (collectively, the “Levi Group”) as lead plaintiffs, and approved their selection of co-lead counsel and liaison counsel. The Court also amended the caption of the case to read In re Atossa Genetics, Inc. Securities Litigation. No. 2:13-cv-01836-RSM. An amended complaint was filed on April 15, 2014. The Company and other defendants filed motions to dismiss the amended complaint on May 30, 2014. The plaintiffs filed briefs in opposition to these motions on July 11, 2014. The Company replied to the opposition brief on August 11, 2014. On October 6, 2014 the Court granted defendants’ motion dismissing all claims against Atossa and all other defendants. The Court’s order provided plaintiffs with a deadline of October 26, 2014 to file a motion for leave to amend their complaint and the plaintiffs did not file such a motion by that date. On October 30, 2014, the Court entered a final order of dismissal. On November 3, 2014, plaintiffs filed a notice of appeal with the Court and have appealed the Court’s dismissal order to the U.S. Court of Appeals for the Ninth Circuit. The appeal is fully-briefed and oral argument is scheduled for May 18, 2017.

The Company believes this lawsuit is without merit and plans to defend itself vigorously; however, failure by the Company to obtain a favorable resolution of the claims set forth in the complaint could have a material adverse effect on the Company’s business, results of operations and financial condition. Currently, the amount of such material adverse effect cannot be reasonably estimated, and no provision or liability has been recorded for these claims as of March 31, 2017. The costs associated with defending and resolving the lawsuit and ultimate outcome cannot be predicted. These matters are subject to inherent uncertainties and the actual cost, as well as the distraction from the conduct of the Company’s business, will depend upon many unknown factors and management’s view of these may change in the future.

STOCK BASED COMPENSATION

3 Months Ended

Mar. 31, 2017

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

STOCK BASED COMPENSATION

NOTE 13: STOCK BASED COMPENSATION

Stock Options and Incentive Plan

On September 28, 2010, the Board of Directors approved the adoption of the 2010 Stock Option and Incentive Plan, or the 2010 Plan, to provide for the grant of equity-based awards to employees, officers, non-employee directors and other key persons providing services to the Company. Awards of incentive options may be granted under the 2010 Plan until September 2020. No other awards may be granted under the 2010 Plan after the date that is 10 years from the date of stockholder approval. An aggregate of 66,667 shares were initially reserved for issuance in connection with awards granted under the 2010 Plan and on May 18, 2016, an additional 133,333 shares were reserved for issuance under the 2010 Plan.

The following table presents the automatic additions to the 2010 Plan since inception pursuant to the “evergreen” terms of the 2010 Plan:

January 1,	Number of shares
2012		30,018
2013		34,452
2014		49,532
2015		65,557
2016		220,419
2017		151,477
Total additional shares		551,455

The Company granted 5,000 additional options to purchase shares of common stock to a scientific advisor during the three months ended March 31, 2017. No options were exercised during the three months ended March 31, 2017. There are 311,779 shares available for grant under the 2010 Plan as of March 31, 2017.

Compensation costs associated with the Company’s stock options are recognized, based on the grant-date fair values of these options, over the requisite service period, or vesting period. Accordingly, the Company recognized stock based compensation expense of $154,707 and $192,457 for the three months ended March 31, 2017 and 2016, respectively.

Options issued and outstanding as of March 31, 2017 and their activities during the three months then ended are as follows:

	Number of Underlying Shares			Weighted- Average Exercise Price Per Share		Weighted- Average Contractual Life Remaining in Years		Aggregate Intrinsic Value
Outstanding as of January 1, 2017		378,924		$	26.25			$	-
Granted		5,000			1.35				-
Forfeited		(3,167	)		15.00				-
Expired		(19,081	)		25.05
Outstanding as of March 31, 2017		361,676			21.45		8.10	$	-
Exercisable as of March 31, 2017		200,371			31.65		7.52	$	-
Vested and expected to vest		361,676		$	21.45		8.10	$	-

At March 31, 2017, there were 161,305 unvested options outstanding and the related unrecognized total compensation cost associated with these options was approximately $876,000. This expense is expected to be recognized over a weighted-average period of 1.62 years.

- Definition

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

+ References + Details

SUBSEQUENT EVENTS

3 Months Ended

Mar. 31, 2017

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 14: SUBSEQUENT EVENTS

The offering included 664,000 Class A Units at a public offering price of $0.75 per Class A Unit, which consisted of 664,000 shares of common stock and warrants to purchase 664,000 shares of common stock. The offering also included 3,502 Class B Units at a public offering price of $1,000 per Class B Unit, which consisted of 3,502 shares of Series A convertible preferred stock convertible into a total of 4,669,333 shares of common stock and warrants to purchase 4,669,333 shares of common stock. In addition, the underwriter exercised the over-allotment to purchase an additional 530,000 shares of common stock and warrants to purchase 530,000 shares of common stock, which are included in the estimated gross proceeds of $4.4 million. The warrants have a per share exercise price of $0.9375, are exercisable immediately and will expire five years from the date of issuance.

On May 9, 2017, the stockholders approved an additional 1,500,000 shares for issuance under the 2010 Plan.

SUMMARY OF ACCOUNTING POLICIES (Policies)	3 Months Ended
SUMMARY OF ACCOUNTING POLICIES (Policies)	Mar. 31, 2017
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation: The accompanying consolidated financial statements have been prepared pursuant to the rules of the Securities and Exchange Commission (“SEC”) and in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”). On August 26,2016, the Company completed a 1-for-15 reverse stock split of the shares of the Company’s common stock (the “Reverse Stock Split”). As a result of the Reverse Stock Split, every 15 shares of issued and outstanding common stock were combined into one issued and outstanding share of Common Stock, and the par value per share was changed to $.015 per share. No fractional shares were issued because of the Reverse Stock Split and any fractional shares that would otherwise have resulted from the Reverse Stock Split were paid in cash. As a result of the Reverse Stock Split, as of May __, 2017, there are _______ shares of common stock outstanding. The number of authorized shares of common stock was not reduced as a result of the Reverse Stock Split. The Company’s common stock began trading on a reverse stock split-adjusted basis on August 26, 2016. All share and per share data included in this report has been retroactively restated to reflect the Reverse Stock Split.
Use of Estimates	Use of Estimates: The preparation of 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 contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements: In February 2016, Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Lease Accounting Topic 842. This ASU requires a lessee to recognize lease assets and liabilities on the balance sheet for all arrangements with terms longer than 12 months. The new standard applies a right-of-use (ROU) model that requires a lessee to record, for all leases with a lease term of more than 12 months, an asset representing its right to use the underlying asset for the lease term and a liability to make lease payments. The lease term is the non-cancellable period of the lease, and includes both periods covered by an option to extend the lease, if the lessee is reasonably certain to exercise that option, and periods covered by an option to terminate the lease, if the lessee is reasonably certain not to exercise that termination option. For leases with a lease term of 12 months or less, a practical expedient is available whereby a lessee may elect, by class of underlying asset, not to recognize an ROU asset or lease liability. A lessee making this accounting policy election would recognize lease expense over the term of the lease, generally in a straight-line pattern. The lessor accounting remains largely consistent with existing U.S. GAAP. The new standard takes effect in 2019 for public business entities and 2020 for all other entities. The Company has not adopted the provisions of ASU No. 2016-02. The Company is currently evaluating the impact of adopting ASU 2016-02 on its consolidated financial statements. In April 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation, simplifying the accounting for share-based payment transactions including the income tax consequences, classification of awards as either equity or liabilities and classification on the statements of cash flows. Under the new standard, all excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards) should be recognized as income tax expense or benefit on the statements of income. Management adopted ASU No. 2016-09 effective January 1, 2017. As a result of the adoption of this guidance, management made an accounting policy election to recognize the effect of forfeitures in compensation cost when they occur. There was an immaterial impact on results of operations and financial position and no impact on cash flows at adoption. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows, amending the presentation of restricted cash within the statement of cash flows. The new guidance requires that restricted cash be included within cash and cash equivalents on the statement of cash flows. The ASU is effective retrospectively for reporting periods beginning after December 15, 2017, with early adoption permitted. The Company has not yet adopted the provisions of ASU No. 2016-18.

PREPAID EXPENSES (Tables)

3 Months Ended

Mar. 31, 2017

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Schedule of prepaid expenses

Prepaid expenses consisted of the following:

	March 31, 2017		December 31, 2016
Prepaid insurance		140,222		121,333
Trade show		-		20,000
Retainer and security deposits		14,218		14,218
Financial exchange fees		31,500		-
Prepaid stock issuance costs		86,623		-
Other		22,268		16,050
Total prepaid expenses	$	294,831	$	171,601

FURNITURE AND EQUIPMENT (Tables)

3 Months Ended

Mar. 31, 2017

Property, Plant and Equipment [Abstract]

Schedule of furniture and equipment

Furniture and equipment consisted of the following:

	March 31, 2017			December 31, 2016
Furniture and equipment	$	170,916		$	210,528
Less: Accumulated depreciation		(143,155	)		(155,409	)
Total furniture and equipment, net	$	27,761		$	55,119

INTANGIBLE ASSETS (Tables)

3 Months Ended

Mar. 31, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of intangible assets

Intangible assets consisted of the following:

	March 31,			December 31,
	2017			2016
Patents	$	639,000		$	639,000
Software		113,540			113,540
Total intangible assets		752,540			752,540
Less: Accumulated amortization		(142,527	)		(112,100	)
Total intangible assets, net	$	610,013		$	640,440

Schedule of future amortization expense

Future estimated amortization expenses as of March 31, 2017 for the five succeeding years is as follows:

For the three months ending March 31, 2017,	Amounts
2017 (includes the remainder of the year)	$	72,612
2018		73,433
2019		70,285
2020		70,285
2021		70,285
Thereafter		253,113
	$	610,013

PAYROLL LIABILITIES (Tables)

3 Months Ended

Mar. 31, 2017

Payables and Accruals [Abstract]

Schedule of payroll liabilities

Payroll liabilities consisted of the following:

	March 31, 2017		December 31, 2016
Accrued bonus payable	$	136,008	$	609,337
Accrued vacation		130,906		94,514
Accrued payroll liabilities		63,975		66,048
Total payroll liabilities	$	330,889	$	769,899

STOCKHOLDERS' EQUITY (Tables)

3 Months Ended

Mar. 31, 2017

Equity [Abstract]

Schedule of warrants

As of March 31, 2017, warrants to purchase 402,228 shares of common stock were outstanding including:

	Outstanding Warrants to Purchase Shares		Exercise Price		Expiration Date

2011 private placement		283,470	$	18.75 - 24.00	May 8, 2018
Acueity warrants		21,667		75.00	September 30, 2017
2014 public offering		77,790		45.00	January 29, 2019
Placement agent fees for Company’s offerings		16,135		31.80 – 186.45	March - November, 2018
Outside consulting		3,166	$	63.60	January 14, 2018
		402,228

- 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

NET LOSS PER SHARE (Tables)

3 Months Ended

Mar. 31, 2017

Earnings Per Share [Abstract]

Schedule of antidilutive securities

	Three Months Ended March 31,
	2017		2016
Options to purchase common stock		361,676		213,448
Warrants to purchase common stock		402,228		402,228
Total		782,985		615,676

COMMITMENTS AND CONTINGENCIES (Tables)

3 Months Ended

Mar. 31, 2017

Commitments and Contingencies Disclosure [Abstract]

Schedule of future minimum lease payments under all non-cancelable operating and capital leases

The future minimum lease payments due subsequent to March 31, 2017 under all non-cancelable operating and capital leases for the next five years are as follows:

Year Ending December 31,	Operating Leases Amount
2017 (remainder of year)	$	12,325
Total minimum lease payments	$	12,325

STOCK BASED COMPENSATION (Tables)

3 Months Ended

Mar. 31, 2017

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

Schedule of automatic additions to the 2010 Plan

The following table presents the automatic additions to the 2010 Plan since inception pursuant to the “evergreen” terms of the 2010 Plan:

January 1,	Number of shares
2012		30,018
2013		34,452
2014		49,532
2015		65,557
2016		220,419
2017		151,477
Total additional shares		551,455

Schedule of stock options

Options issued and outstanding as of March 31, 2017 and their activities during the three months then ended are as follows:

	Number of Underlying Shares			Weighted- Average Exercise Price Per Share		Weighted- Average Contractual Life Remaining in Years		Aggregate Intrinsic Value
Outstanding as of January 1, 2017		378,924		$	26.25			$	-
Granted		5,000			1.35				-
Forfeited		(3,167	)		15.00				-
Expired		(19,081	)		25.05
Outstanding as of March 31, 2017		361,676			21.45		8.10	$	-
Exercisable as of March 31, 2017		200,371			31.65		7.52	$	-
Vested and expected to vest		361,676		$	21.45		8.10	$	-

GOING CONCERN (Details Narrative) - USD ($)			3 Months Ended
GOING CONCERN (Details Narrative) - USD ($)	Apr. 03, 2017	Mar. 28, 2017	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016	Dec. 31, 2015
Subsidiary or Equity Method Investee [Line Items]
Net loss			$ 1,703,554	$ 2,327,540
Net cash provided by (used in) operating activities			1,900,000
Cash and cash equivalents			1,167,011	$ 2,882,657	$ 3,027,962	$ 3,715,895
Working capital			$ 700,000
IPO [Member] \| Underwriting Agreement [Member] \| Aegis Capital Corp [Member]
Subsidiary or Equity Method Investee [Line Items]
Gross proceeds from issuance initial public offering	$ 4,400,000	$ 4,400,000
Net proceeds from issuance initial public offering		$ 3,900,000

SUMMARY OF ACCOUNTING POLICIES (Details Narrative) - $ / shares	Aug. 26, 2016	May 31, 2017	Mar. 31, 2017	Dec. 31, 2016
Common stock, par or stated value (in dollars per share)			$ 0.015	$ .015
Common stock, outstanding			3,786,913	3,786,913
Reverse Stock Split [Member]
Description of reverse stock split	<p><font style="font: 10pt Times New Roman, Times, Serif">The Company completed a 1-for-15 reverse stock split of the shares of the Company’s common stock (the “Reverse Stock Split”). As a result of the Reverse Stock Split, every 15 shares of issued and outstanding common stock were combined into one issued and outstanding share of Common Stock, and the par value per share was changed to $.015 per share.</font></p>
Common stock, par or stated value (in dollars per share)	$ 0.015
Reverse Stock Split [Member] \| Subsequent Event [Member]
Common stock, outstanding		0

PREPAID EXPENSES (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid insurance	$ 140,222	$ 121,333
Trade show		20,000
Retainer and security deposits	14,218	14,218
Financial exchange fees	31,500
Prepaid stock issuance costs	86,623
Other	22,268	16,050
Total prepaid expenses	$ 294,831	$ 171,601

FURNITURE AND EQUIPMENT (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Property, Plant and Equipment [Abstract]
Total furniture and equipment	$ 170,916	$ 210,528
Less: Accumulated depreciation	(143,155)	(155,409)
Total furniture and equipment, net	$ 27,761	$ 55,119

FURNITURE AND EQUIPMENT (Details Narrative) - USD ($)	3 Months Ended
FURNITURE AND EQUIPMENT (Details Narrative) - USD ($)	Mar. 31, 2017	Mar. 31, 2016
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 9,662	$ 26,619

INTANGIBLE ASSETS (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Finite-Lived Intangible Assets [Line Items]
Total intangible assets	$ 752,540	$ 752,540
Less: Accumulated amortization	(142,527)	(112,100)
Total intangible assets, net	610,013	640,440
Patents [Member]
Finite-Lived Intangible Assets [Line Items]
Total intangible assets	639,000	639,000
Software [Member]
Finite-Lived Intangible Assets [Line Items]
Total intangible assets	$ 113,540	$ 113,540

INTANGIBLE ASSETS (Details 1) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
2017 (includes the remainder of the year)	$ 72,612
2018	73,433
2019	70,285
2020	70,285
2021	70,285
Thereafter	253,113
Total intangible assets, net	$ 610,013	$ 640,440

INTANGIBLE ASSETS (Details Narrative) - USD ($)	3 Months Ended		12 Months Ended
INTANGIBLE ASSETS (Details Narrative) - USD ($)	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Software [Member]
Finite-lived intangible assets acquired	$ 113,540		$ 113,540
Useful life	3 years
Amortization expense	$ 12,855	$ 7,857
Patents [Member]
Finite-lived intangible assets acquired	$ 639,000	$ 639,000
Patents [Member] \| Minimum [Member]
Useful life	7 years
Amortization expense	$ 17,572
Patents [Member] \| Maximum [Member]
Useful life	12 years
Amortization expense	$ 37,253

PAYROLL LIABILITIES (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Payables and Accruals [Abstract]
Accrued bonus payable	$ 136,008	$ 609,337
Accrued vacation	130,906	94,514
Accrued payroll liabilities	63,975	66,048
Total payroll liabilities	$ 330,889	$ 769,899

STOCKHOLDERS' EQUITY (Details)	3 Months Ended
STOCKHOLDERS' EQUITY (Details)	Mar. 31, 2017 $ / shares shares
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Outstanding \| shares	402,228
2011 Private Placement [Member]
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Outstanding \| shares	283,470
Expiration Dates of Class of Warrant or Right Not Date From Which Warrants or Rights Exercisable	May 08, 2018
2011 Private Placement [Member] \| Minimum [Member]
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 18.75
2011 Private Placement [Member] \| Maximum [Member]
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 24.00
Acueity Warrants [Member]
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Outstanding \| shares	21,667
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 75.00
Expiration Dates of Class of Warrant or Right Not Date From Which Warrants or Rights Exercisable	Sep. 30, 2017
2014 Public Offering [Member]
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Outstanding \| shares	77,790
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 45.00
Expiration Dates of Class of Warrant or Right Not Date From Which Warrants or Rights Exercisable	Jan. 29, 2019
Placement Agent Fee [Member]
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Outstanding \| shares	16,135
Placement Agent Fee [Member] \| Minimum [Member]
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 31.80
Expiration Dates of Class of Warrant or Right Not Date From Which Warrants or Rights Exercisable	Mar. 31, 2018
Placement Agent Fee [Member] \| Maximum [Member]
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 186.45
Expiration Dates of Class of Warrant or Right Not Date From Which Warrants or Rights Exercisable	Nov. 30, 2018
Outside Consulting Firm [Member]
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Outstanding \| shares	3,166
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 63.60
Expiration Dates of Class of Warrant or Right Not Date From Which Warrants or Rights Exercisable	Jan. 14, 2018

STOCKHOLDERS' EQUITY (Details Narrative) - USD ($)		1 Months Ended	3 Months Ended
STOCKHOLDERS' EQUITY (Details Narrative) - USD ($)	May 25, 2016	Aug. 31, 2016	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016	Nov. 11, 2015	May 19, 2014
Number of total shares authorized			85,000,000
Common stock, authorized			75,000,000		75,000,000
Common stock, par or stated value (in dollars per share)			$ 0.015		$ .015
Preferred stock, authorized			10,000,000		10,000,000
Preferred stock, par or stated value (in dollars per share)			$ 0.001		$ .001
Proceeds from issuance of common stock				$ 2,166,537
2016 Public Offering [Member]
Share price (in dollars per share)		$ 2.50
Number of new shares issued		1,150,000
Number of new shares issued, value		$ 2,875,000
Proceeds from issuance of common stock		$ 2,561,896
Beneficial Owner [Member]
Ownership percentage							15.00%
Percentage of common stock outstanding							2.00%
Initial exercise price (in dollars per share)							$ 15.00
Entitled to receive worth of common stock							$ 30.00
Aspire Capital Fund LLC [Member] \| New Common Stock Purchase Agreement [Member]
Shares agreed to register in common stock						405,747
Stock committed	$ 10,000,000
Aspire Capital Fund LLC [Member] \| Stock Purchase Agreement [Member]
Number of new shares issued				405,747
Proceeds from issuance of common stock				$ 2,177,083
Net proceeds from issuance of common stock				$ 2,133,973
Number of shares issued for services	49,736
Number of shares issued for services, value	$ 746
Aspire Capital Fund LLC [Member] \| Stock Purchase Agreement [Member] \| Additional Paid-in Capital [Member]
Number of shares issued for services, value	197,777
Issuance of common shares as commitment fees	$ 198,523
Series-A Junior Participating Preferred Stock [Member]
Preferred stock, authorized			750,000
Preferred stock, par or stated value (in dollars per share)			$ 0.001

NET LOSS PER SHARE (Details) - shares	3 Months Ended
NET LOSS PER SHARE (Details) - shares	Mar. 31, 2017	Mar. 31, 2016
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Number of potential common shares excluded	782,985	615,676
Equity Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Number of potential common shares excluded	361,676	213,448
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Number of potential common shares excluded	402,228	402,228

CONCENTRATION OF CREDIT RISK (Details Narrative) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Risks and Uncertainties [Abstract]
Cash, FDIC insured amount	$ 250,000
Cash, uninsured amount	$ 917,011	$ 2,777,962

COMMITMENTS AND CONTINGENCIES (Details)	Mar. 31, 2017 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2017 (remainder of year)	$ 12,325
Total minimum lease payments	$ 12,325

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)		3 Months Ended
	May 19, 2016	Mar. 31, 2017	Mar. 31, 2016
Rent expense		$ 12,314	$ 78,600
KriSan Biotech Co. Ltd [Member] \| Research and Development Arrangement [Member]
Long term purchase commitment amount	$ 136,000

STOCK BASED COMPENSATION (Details)	3 Months Ended
STOCK BASED COMPENSATION (Details)	Mar. 31, 2017 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total additional shares	551,455
2012 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total additional shares	30,018
2013 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total additional shares	34,452
2014 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total additional shares	49,532
2015 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total additional shares	65,557
2016 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total additional shares	220,419
2017 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total additional shares	151,477

STOCK BASED COMPENSATION (Details 1)	3 Months Ended
STOCK BASED COMPENSATION (Details 1)	Mar. 31, 2017 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Outstanding at beginning \| shares	378,924
Granted \| shares	5,000
Forfeited \| shares	(3,167)
Expired \| shares	(19,081)
Outstanding at ending \| shares	361,676
Exercisable at ending \| shares	200,371
Vested and expected to vest \| shares	361,676
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Rollforward]
Outstanding at beginning \| $ / shares	$ 26.25
Granted \| $ / shares	1.35
Forfeited \| $ / shares	15.00
Expired \| $ / shares	25.05
Outstanding at ending \| $ / shares	21.45
Exercisable at ending \| $ / shares	31.65
Vested and expected to vest \| $ / shares	$ 21.45
Share-based Compensation Arrangement by Share-based Payment Award, Options, Weighted Average Contractual Life Remaining in Years [Rollforward]
Outstanding at ending	8 years 1 month 6 days
Exercisable at end	7 years 6 months 7 days
Vested and expected to vest	8 years 1 month 6 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Aggregate Intrinsic Value [Rollforward]
Outstanding at beginning \| $
Granted \| $
Forfeited \| $
Expired \| $
Outstanding at ending \| $
Exercisable at ending \| $

STOCK BASED COMPENSATION (Details Narrative) - USD ($)	3 Months Ended
STOCK BASED COMPENSATION (Details Narrative) - USD ($)	Mar. 31, 2017	Mar. 31, 2016	May 18, 2016	Sep. 28, 2010
Share-based Compensation	$ 154,707	$ 192,457
Number of shares granted	5,000
Number of unvested options outstanding	161,305
Unrecognized compensation cost	$ 876,000
Vesting period	1 year 7 months 13 days
Stock Option and Incentive Plan 2010 [Member]
Shares held in employee stock option plan suspense shares			133,333	66,667
Number of shares available for grant	311,779
Scientific Advisor [Member]
Number of shares granted	5,000

SUBSEQUENT EVENTS (Details Narrative) - USD ($)	Apr. 03, 2017	Mar. 28, 2017	May 09, 2017	May 18, 2016	Sep. 28, 2010
Stock Option and Incentive Plan 2010 [Member]
Subsequent Event [Line Items]
Shares held in employee stock option plan suspense shares				133,333	66,667
Stock Option and Incentive Plan 2010 [Member] \| Subsequent Event [Member]
Subsequent Event [Line Items]
Shares held in employee stock option plan suspense shares			1,500,000
IPO [Member] \| Underwriting Agreement [Member] \| Aegis Capital Corp [Member]
Subsequent Event [Line Items]
Proceeds from issuance initial public offering	$ 4,400,000	$ 4,400,000
Net proceeds from issuance initial public offering		$ 3,900,000
IPO [Member] \| Underwriting Agreement [Member] \| Aegis Capital Corp [Member] \| Class A Units [Member]
Subsequent Event [Line Items]
Number of shares included in offering	664,000
Offering price (in dollars per share)	$ 0.75
IPO [Member] \| Underwriting Agreement [Member] \| Aegis Capital Corp [Member] \| Class A Units [Member] \| Common Stock and Warrants [Member]
Subsequent Event [Line Items]
Number of shares included in offering	664,000
Number of new shares issued	664,000
IPO [Member] \| Underwriting Agreement [Member] \| Aegis Capital Corp [Member] \| Class B Units [Member]
Subsequent Event [Line Items]
Number of shares included in offering	1,000
IPO [Member] \| Underwriting Agreement [Member] \| Aegis Capital Corp [Member] \| Series A Convertible Preferred Stock Convertible [Member]
Subsequent Event [Line Items]
Number of shares included in offering	3,502
IPO [Member] \| Underwriting Agreement [Member] \| Aegis Capital Corp [Member] \| Series A Convertible Preferred Stock Convertible [Member] \| Common Stock and Warrants [Member]
Subsequent Event [Line Items]
Number of shares included in offering	4,669,333
Number of new shares issued	4,669,333
Over-Allotment Option [Member] \| Underwriting Agreement [Member] \| Aegis Capital Corp [Member] \| Common Stock and Warrants [Member]
Subsequent Event [Line Items]
Proceeds from issuance initial public offering	$ 4,400,000
Number of shares included in offering	530,000
Number of new shares issued	530,000
Initial exercise price (in dollars per share)	$ 0.9375
Warrant term	5 years