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Restatement
9 Months Ended
Sep. 30, 2017
Accounting Changes and Error Corrections [Abstract]  
Restatement

Note 8 -Restatement

 

Options to Purchase Convertible Notes and Warrants

 

During July 2016 the Company issued Alpha Capital and Chi Squared, an option to (the "Option") to purchase an aggregate of up to $385,000 (up to $350,000 for Alpha Capital and up to $35,000 for Chi Squared) of Notes ("Option Notes") and Warrants ("Option Warrants") substantially identical to the Notes and Warrants issued pursuant to Alpha and Chi in June 2016. As part of the Settlement Agreement concluded in August 2017 (see note 3), The Option was extended through to July 15, 2018. As of the date of the Settlement Agreement, and as of September 30, 2017, the fair value of the Option is nil.

 

The Option, as described above do not meet the scope exception of ASC 815 ("Derivatives and Hedging") and as such, the Option should have been measured at its fair value at the effective date of the grant date and at each subsequent reporting date.

 

The Company erroneously did not record the fair value of the Option at the issuance date and at December 31, 2016.

 

The fair value of the Option at issuance date and as of December 31, 2016 was $1,049,953 and $336,272, respectively.

 

The following tables present the restated financial statements line items:

 

Emerald Medical Applications Corp.

Balance Sheet

 

    As of December 31, 2016  
    As Reported     Adjustments     As Restated  
                   
Liabilities                        
Derivative liability     -       336,272       336,272  
Accumulated deficit     14,710,241       336,272       15,046, 513  
Total shareholders’ deficit     (900,627 )     336,272       (1,236,899 )

 

Emerald Medical Applications Corp.

Statement of Operations

 

    For the year ended December 31, 2016  
    As Reported     Adjustments     As Restated  
                   
Total finance income (expense)     (414,190 )     (336,272 )     (750,462 )
Net Loss     (5,808,925 )     (336,272 )     (6,145,197 )

 

Down Round Feature Included in Convertible Notes and Warrants

 

The Company's convertible notes and warrants issued in 2016 to Alpha and Chi Squared and Firstfire Global Opportunities Fund, LLC. contain a down round adjustment feature which, according to US Gaap, requires such derivatives to be classified in liabilities and to be measured at their fair value at each cut of date. Such derivative liabilities, with a fair value of $567 thousand as of December 31, 2016 were erroneously not included in the Company's December 31 2016 balance sheet.

 

The Company early adopted ASU 2017-11, Part I (“Accounting for Certain Financial Instruments with Down Round Features”), issued in July 2017, which makes certain changes in relation to classifying certain financial instruments as either liabilities or equity such that the aforementioned derivatives are no longer precluded from being recorded in equity. The Company adopted the standard retrospectively for all prior periods presented in these interim financial statements such that December 31 2016 comparison information included in these financial statements is identical to the December 31 2016 financial information included in the Company's original 2016 annual 10-K filing.

 

The Company intends to file an amendment to the 2016 10-K reflecting the above restatement.