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100K buy at 0.45 :) was that also You Kizersosae ??
IMO the price increase from now forward will be SOLID !!!
No more Big drops every now and then !!
Guys !! I am not complaining :) but why the big sudden jump in price ! Any thing new going on ? Pipe ? Fido?
expecting a very good week for BICX !
News !!!
BioCorRx Retains Innovative Science Solutions to Guide FDA Regulatory Process for its Naltrexone Products
ANAHEIM, CA--(Marketwired - Jan 12, 2017) - BioCorRx Inc. (OTC PINK: BICX) (the "Company"), a developer and provider of advanced solutions in the treatment of alcohol and opioid addictions, today announced it has retained Innovative Science Solutions, LLC, ("ISS") a leading scientific consulting firm, headquartered in Morristown, New Jersey to help guide the Company's regulatory strategy for the submission of its sustained release naltrexone product(s) to the U.S. Food and Drug Administration (FDA). The company's injectable naltrexone product, BICX101 is being developed under its BioCorRx Pharmaceuticals subsidiary in partnership with TheraKine, Ltd and is currently in preclinical development. The company also owns two, already developed, naltrexone pellet products which are implanted subcutaneously.
Naltrexone is a non-addictive opioid antagonist for the treatment of alcohol and opioid dependence. It can reduce or eliminate cravings for alcohol and opioids, as well as block dangerous effects of opioid use such as overdose. Naltrexone was approved by the FDA in 1984, in tablet form, for opioid addiction and approved subsequently in 1994 for alcohol use disorders (AUD). It works by attaching to opioid receptors in the brain for the duration of the extended release (injectable and pellet forms), blocking the cravings and/or certain effects of opioids and alcohol.
BioCorRx is pleased to announce that Dr. Steven M. Weisman, a founder of ISS and Head of Clinical and Regulatory Support, will play a leading role in guiding the Company through its anticipated FDA 505(b)(2) regulatory submission(s). This 505(b)(2) submission route typically provides substantial cost and time to market benefits versus traditional New Drug Applications with the FDA. The Company's expected ability to utilize the abbreviated 505(b)(2) approval process is potentially due to the fact naltrexone has been approved by the FDA in other delivery forms several times since 1985.
Dr. Weisman has over 20 years of experience in pharmacology, toxicology, pharmaceutical product development, clinical and regulatory affairs, and marketing evaluation. As head of ISS' Clinical and Regulatory Support practice, he manages all aspects of the FDA advisory committee process for many of the largest pharmaceutical companies and represents companies before regulatory authorities around the world. He played a leading role to the removal of PPA (phenylpropanolamine) and analgesic Aleve, from a prescription-only product to over-the-counter form. Prior to founding ISS he ran the pharmaceutical and food practices at a major scientific consulting firm in Washington, DC. Before that, he served as Global Director of Medical and Clinical Affairs at Bayer, Director of Strategic Research at Sterling Winthrop, and held similar positions at Hoffman La Roche and Procter & Gamble. Dr. Weisman received his PhD in Pharmacology from Cornell University Medical College and completed his postdoctoral training in Immunopharmacology at the Roche Institute of Molecular Biology.
As previously announced, Covance, Inc., was recently selected as the Company's Contract Research Organization (CRO) for non-clinical studies to determine the lead-formulation that would be used in planned future clinical studies for BICX101. If successful, BioCorRx's lead-formulation is expected to release therapeutic levels of naltrexone for approximately 30 days. The company's pellet formulas have already been developed and proven effective by various third parties.
Brady Granier, President, CEO and Director stated, "We are excited to move forward with our formulas and very pleased to have selected ISS to oversee and help expedite our planned submission to the FDA. ISS is a top scientific consulting firm consisting of a team of skilled scientific and regulatory consultants with broad experience and a proven track record in preparing regulatory submissions for worldwide pharmaceutical, biotechnology, and medical device companies. We look forward to the prospect of completing the preclinical studies early this year and presentation of the data to the FDA in the pre-IND meeting. We are also very confident with the effectiveness of our naltrexone pellet products as we have seen first-hand how effective they are in humans over the last several years. Dr. Weisman's insight and knowledge of the regulatory process will be an invaluable asset to maximize the potential for successful commercialization while minimizing approval time."
Steven M. Weisman, Ph.D., Head of Clinical and Regulatory Support of Innovative Science Solutions Inc. commented, "I look forward to working closely with BioCorRx and utilizing my expertise to advance its naltrexone products through the regulatory process, which has the potential to become the standard of care to fight the opioid epidemic and global alcoholism problem. These products are expected to provide more efficient delivery of naltrexone with the better patient adherence to monthly injections or implanted pellets that can last several months."
About BioCorRx BioCorRx Inc. (OTC PINK: BICX) is an addiction treatment company offering a unique approach to the treatment of substance abuse addiction. The BioCorRx® Recovery Program, a non-addictive, medication-assisted treatment (MAT) program, consists of two main components. The first component of the program consists of an outpatient implant procedure performed by a licensed physician. The implant delivers the non-addictive medicine, naltrexone, an opioid antagonist that can significantly reduce physical cravings for alcohol and opioids. The second component of the program developed by BioCorRx Inc. is a one-on-one counseling program specifically tailored for the treatment of alcoholism and other substance abuse addictions for those receiving long-term naltrexone treatment. The Company also has an R&D subsidiary, BioCorRx Pharmaceuticals, which is currently developing a new injectable naltrexone technology (BICX101) through a partnership with TheraKine Ltd. The company plans to seek FDA approval for BICX101 and/or its naltrexone implant product (s).
For more information on BICX, visit www.BioCorRx.com.
Safe Harbor Statement The information in this release includes forward-looking statements. These forward-looking statements generally are identified by the words "believe," "project," "estimate," "become," "plan," "will," and similar expressions. These forward-looking statements involve known and unknown risks as well as uncertainties. Although the Company believes that its expectations are based on reasonable assumptions, the actual results that the Company may achieve may differ materially from any forward-looking statements, which reflect the opinions of the management of the Company only as of the date hereof.
BioCorRx Inc. investors@BioCorRx.com 714-462-4880 Investor Relations: Natalya Rudman (212) 671-1020 x304 nrudman@crescendo-ir.com
Am I sensing / seeing an upward trend forming here ?!
Yeah !!! That would be big step if another bigger company took over :)
Imo! Will FDA approval approaching , getting insurance companies on board won't be that hard ?!
Guys ! I am seriously thinking about adding some more shares after that FDA news .. What you guys think ? Fido ? Pipe ?
Fido ! If that FDA thing went through ... Sky is the limit. ??
NEWS !!!!! FDA Approval Process on its way :)
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BioCorRx Selects Covance for Non-Clinical Studies, Announces the Addition of Dr. Bal S. Brar to its Drug Development Team, Plans Pre-IND Meeting with FDA
Nov 28, 2016 06:00:00 (ET)
BioCorRx Selects Covance for Non-Clinical Studies, Announces the Addition of Dr. Bal S. Brar to its Drug Development Team, Plans Pre-IND Meeting with FDA
ANAHEIM, CA, Nov. 28, 2016 (GLOBE NEWSWIRE) -- BioCorRx Inc. (OTC PINK: BICX) (the "Company"), a developer and provider of advanced solutions in the treatment of alcohol and opioid addictions, announces several operational developments as well as provides a strategic initiative update:
-- BioCorRx has announced that it has selected Covance, Inc. as the Contract
Research Organization (CRO) for non-clinical studies of its new
injectable naltrexone formulation, BICX101, being developed under its
BioCorRx Pharmaceuticals subsidiary.
-- Covance, Inc. is scheduled to initiate first-study on December 22, 2016;
and expects completion of first-study within 4-5 weeks from start date.
-- BioCorRx is planning the request for a pre-IND meeting with the FDA and
anticipates a meeting date sometime in Q1 2017.
-- Dr. Balbir S. Brar has joined BioCorRx as a lead drug development study
design consultant for the subsidiary.
BioCorRx Engages Covance, Inc. as its CRO:
Covance, Inc. is an international CRO with headquarters in Princeton, New Jersey, and provides drug development and testing services. The purpose of the studies with Covance is to help determine the optimal dose strength of BioCorRx's proprietary lead-candidate formulation. BioCorRx's once-a-month injectable naltrexone is being developed in partnership with TheraKine, Ltd. through an agreement announced earlier this year in which BioCorRx will retain worldwide rights to the new formulation for the treatment of addiction using TheraKine's underlying patented delivery technology.
Naltrexone is a non-addictive opioid antagonist that has already been approved by the FDA in other forms for the treatment of alcohol and opioid dependence. It can reduce or eliminate cravings for alcohol and opioids as well as block dangerous effects of opioid use such as overdose (commonly seen in heroin use). BioCorRx seeks to approve a more efficient delivery of naltrexone with the prospect of better patient adherence to monthly injections; as well as easier administration of the injection by healthcare providers.
BioCorRx Announces First-Study Initiation:
The first study designed to select the extended release lead-formulation for clinical development is scheduled to commence on December 22, 2016 at Covance's United Kingdom facility. Covance's initial first-study efforts are slated to last approximately 4-5 weeks. BioCorRx expects to receive initial data after 14 days of treatment and then subsequently after 28-35 days.
If ultimately successful, BioCorRx's lead-formulation is expected to last over 30 days with serum naltrexone levels at or above 2 ng/ml; which has been proven to be effective in craving-reduction of alcohol and opioids as well as in protecting opioid users from overdose if they attempt to use while an adequate level of naltrexone is in their system. BioCorRx is planning the request of a pre-IND meeting with the FDA and anticipates a meeting date sometime in Q1 2017 to present the data from the in vitro release and in vivo absorption studies. The Company is expecting to gain FDA approval on BICX101 via a 505(b)(2) application, which is considered "fast tracking" from a regulatory pathway standpoint and provides several cost and time to market benefits. This regulatory pathway is potentially available to BioCorRx in that naltrexone has been approved by the FDA in other delivery forms several times since 1985.
BioCorRx Announces Addition of Dr. Bal S Brar to Drug Development Team:
BioCorRx is also pleased to announce that Dr. Balbir S. Brar has joined the Company as a lead drug development study design consultant under the BioCorRx Pharmaceuticals subsidiary. Dr. Brar has over 25 years of experience for drug and device development. Dr. Brar also has worldwide regulatory submission of 50 IND's/510K's and 505(b)(2)'s; and approval of 8 NDA's. Among prior successful NDA efforts in which Dr. Brar was involved, several ultimately became successful drugs currently on the market. Dr. Brar's experiences include working with major pharmaceutical companies -- Lederle /Wyeth, GlaxoSmithKline, Allergan -- where he was participatory to several successful development efforts. At Azmacort Dr. Brar participated in development efforts for asthma and topical Aristocort . At GlaxoSmithKline, as Senior Director of Drug Safety, Dr. Brar participated in the development of Tazarotene. At Allergan, as Vice President Drug Safety, Dr. Brar made major contributions towards regulatory submission and approval of Botox, Alphagan, Lumigan, Restasis, Ofloxacin, Azelex, and Avage.
For the past 10 years Dr. Brar has played a leadership role within several early stage biotechnology companies. Dr. Brar has served on the Board of Directors for multiple companies, acted as President, EVP R&D, and Chief Technology Officer; and held positions in the fields of Nephropathy, Oncology, Ophthalmology, Dermatology, and Pain and Cardiovascular. His responsibilities have included participation in capital raising, selection of CRO's for GMP chemical synthesis of API, formulation Drug Product development, manufacture of clinical/non-clinical supplies, stability testing, non-clinical studies, clinical studies, Phase I, II, and III, IND and 505(b)(2) filings for companies. Additionally, Dr. Brar brings with him a deep bench of strong contacts with CRO's and experience in working with FDA and regulatory agencies worldwide.
Dr. Brar has a Ph.D. in Toxicology/Pathology from Rutgers University and D.V.M. from India with finance training from Harvard Business School. Dr.Brar is a recipient of numerous achievements awards for excellence and belongs to a number of scientific organizations. Dr. Bra is also the author/coauthor of over 55 scientific publications.
Brady Granier, President, CEO and Director stated, "We are very excited to move into this next stage of our new injectable formulation and very pleased to have selected Covance to conduct the extended release and absorption studies for BICX101. Covance is a top notch CRO and came highly recommended by our team of advisors. We look forward to completing the studies very early in 2017 and towards presentation of data to the FDA in the pre-IND meeting. From what we have seen in the in vitro release lab studies thus far, we are very confident that we will have a very effective product to help fight this opioid epidemic and alcoholism problem. We are also ecstatic to have someone of the caliber of Dr. Brar on the team to help guide us through the development and regulatory pathway. Dr. Brar's wisdom and experience are invaluable to our company and his excitement about the data he has seen thus far on BICX101 has added to our confidence in the prospect of successful commercialization."
About BioCorRx
BioCorRx Inc. (OTC PINK: BICX) is an addiction treatment company offering a unique approach to the treatment of substance abuse addiction. The BioCorRx(R) Recovery Program, a non-addictive, medication-assisted treatment (MAT) program, consists of two main components. The first component of the program consists of an outpatient implant procedure performed by a licensed physician. The implant delivers the non-addictive medicine, naltrexone, an opioid antagonist that can significantly reduce physical cravings for alcohol and opioids. The second component of the program developed by BioCorRx Inc. is a one-on-one counseling program specifically tailored for the treatment of alcoholism and other substance abuse addictions for those receiving long-term naltrexone treatment. The Company also has an R&D subsidiary, BioCorRx Pharmaceuticals, which is currently developing a new injectable naltrexone technology (BICX101) through a partnership with TheraKine Ltd. The company plans to seek FDA approval for BICX101.
For more information on BICX, visit www.BioCorRx.com.
Safe Harbor Statement
The information in this release includes forward-looking statements. These forward-looking statements generally are identified by the words "believe," "project," "estimate," "become," "plan," "will," and similar expressions. These forward-looking statements involve known and unknown risks as well as uncertainties. Although the Company believes that its expectations are based on reasonable assumptions, the actual results that the Company may achieve may differ materially from any forward-looking statements, which reflect the opinions of the management of the Company only as of the date hereof.
BioCorRx Inc.
investors@BioCorRx.com
714-462-4880
Investor Relations:
MZ North America
Mike Cole
Vice President
Main: 949-259-4988
mike.cole@mzgroup.us
www.mzgroup.us
(MORE TO FOLLOW) Dow Jones Newswires
November 28, 2016 06:00 ET (11:00 GMT)
10Q out !!! $167,598 in revenues
Another weird but good buying
100K buy .. Then nothing !?
Big buys coming in !! Any news ?
0.12 - 0.14 range !!
Wake up BiocorRx !!!
Some good buys flowing !!
Expecting a good jump in price tomorrow .. !!
Hey Fido !! Same boat here buddy !!!
10-Q out !!! Not bad
Quarterly Report (10-q)
Source: Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 30, 2016
or
¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Transition Period from ____________ to ____________
Commission file number: 000-54208
BioCorRx Inc.
(Exact name of registrant as specified in its charter)
Nevada
26-1972677
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
2390 East Orangewood Avenue, Suite 575
Anaheim, California 92806
(Address of principal executive offices) (zip code)
(714) 462-4880
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act
Large accelerated filer
¨
Accelerated filer
¨
Non-accelerated filer
¨
Smaller reporting company
x
(Do not check if a smaller reporting company)
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x
As of August 17, 2016, there were 166,094,501 shares of registrant's common stock outstanding.
BIOCORRX INC.
INDEX
PART I. FINANCIAL INFORMATION
ITEM 1.
Financial Statements
3
Condensed consolidated balance sheets as of June 30, 2016 (unaudited) and December 31, 2015
3
Condensed consolidated statements of operations for the three and six months ended June 30, 2016 and 2015 (unaudited)
4
Condensed consolidated statement of stockholders' deficit for the six months ended June 30, 2016 (unaudited)
5
Condensed consolidated statements of cash flows for the six months ended June 30, 2016 and 2015 (unaudited)
6
Notes to condensed consolidated financial statements (unaudited)
7
ITEM 2.
Management's Discussion and Analysis of Financial Condition and Results of Operations
22
ITEM 3.
Quantitative and Qualitative Disclosures about Market Risk
29
ITEM 4.
Controls and Procedures
29
PART II. OTHER INFORMATION
ITEM 1.
Legal Proceedings
30
ITEM 1A.
Risk Factors
30
ITEM 2.
Unregistered Sales of Equity Securities and Use of Proceeds
30
ITEM 3.
Defaults Upon Senior Securities
30
ITEM 4.
Mine Safety Disclosures
30
ITEM 5.
Other Information
30
ITEM 6.
Exhibits
30
SIGNATURES
31
2
Table of Contents
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
BIOCORRX INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
June 30,
December 31,
2016
2015
(unaudited)
ASSETS
Current assets:
Cash
$ 1,174,817
$ 220,060
Accounts receivable, net
9,500
2,750
Other accounts receivable
25,000
25,000
Prepaid expenses
24,467
64,253
Total current assets
1,233,784
312,063
Property and equipment, net
16,656
3,900
Other assets:
Restricted cash
250,000
-
Prepaid expenses, long term
3,553
8,573
Intellectual property, net
55,648
1,075,400
Deposits, long term
22,968
5,334
Total other assets
332,169
1,089,307
Total assets
$ 1,582,609
$ 1,405,270
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable and accrued expenses, including related party payables of $301,017 and $731,666, respectively
$ 815,846
$ 1,256,956
Deferred revenue, short term
432,836
635,613
Settlement payable
250,000
-
Convertible notes payable, short term, net of debt discount
-
21,134
Notes payable, net of debt discount, short term portion
518,660
1,461,256
Notes payable, net of debt discount, related party
216,614
269,635
Derivative liability
-
110,753
Total current liabilities
2,233,956
3,755,347
Long term debt:
Deferred revenue, long term
831,625
844,673
Convertible notes payable, long term, net of debt discount
314,749
5,530
Warrant liability
20,706
22,746
Derivative liability
2,699,418
59,778
Total long term debt
3,866,498
932,727
Total liabilities
6,100,454
4,688,074
Commitments and contingencies (Note 16)
Stockholders' deficit:
Preferred stock, no par value; 80,000 designated; 80,000 shares issued and outstanding as of June 30, 2016 and December 31, 2015
16,000
16,000
Common stock, $0.001 par value; 200,000,000 shares authorized, 165,394,501 and 164,144,501 shares issued and outstanding as of June 30, 2016 and December 31, 2015, respectively
165,395
164,145
Common stock subscribed
100,000
100,000
Additional paid in capital
10,033,991
9,667,934
Accumulated deficit
(14,833,231 )
(13,230,883 )
Total stockholders' deficit
(4,517,845 )
(3,282,804 )
Total liabilities and stockholders' deficit
$ 1,582,609
$ 1,405,270
See the accompanying notes to the unaudited condensed consolidated financial statements
3
Table of Contents
BIOCORRX INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
Three months ended
June 30,
Six months ended
June 30,
2016
2015
2016
2015
Revenues, net
$ 187,912
$ 457,780
$ 418,325
$ 733,245
Operating expenses:
Cost of implants and other costs
46,185
108,750
86,638
120,250
Selling, general and administrative
553,224
465,325
944,463
703,393
Termination of licensing agreement
-
3,639,694
132,804
3,639,694
Loss on settlement of sub-licenses
-
118,027
-
118,027
Depreciation and amortization
795
33,723
1,368
67,289
Total operating expenses
600,204
4,365,519
1,165,273
4,648,653
Loss from operations
(412,292 )
(3,907,739 )
(746,948 )
(3,915,408 )
Other income (expenses):
Interest expense, net
(223,127 )
(62,805 )
(388,359 )
(162,654 )
(Loss) gain on change in fair value of derivative liability
(438,344 )
199,824
(467,041 )
104,168
Total other income (expenses)
(661,471 )
137,019
(855,400 )
(58,486 )
Loss before income taxes
(1,073,763 )
(3,770,720 )
(1,602,348 )
(3,973,894 )
Income taxes
-
-
-
-
Net loss
$ (1,073,763 )
$ (3,770,720 )
$ (1,602,348 )
$ (3,973,894 )
Net loss per common share, basic and diluted
$ (0.01 )
$ (0.02 )
$ (0.01 )
$ (0.03 )
Weighted average number of common shares outstanding, basic and diluted
165,394,501
151,757,578
165,166,479
150,453,147
See the accompanying notes to the unaudited condensed consolidated financial statements
4
Table of Contents
BIOCORRX INC.
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
SIX MONTHS ENDED JUNE 30, 2016
Common
Additional
Preferred stock
Common stock
stock
Paid in
Accumulated
Shares
Amount
Shares
Amount
Subscribed
Capital
Deficit
Total
Balance, December 31, 2015
80,000
$ 16,000
164,144,501
$ 164,145
$ 100,000
$ 9,667,934
$ (13,230,883 )
$ (3,282,804 )
Common stock issued for services rendered
-
-
1,250,000
1,250
-
23,750
-
25,000
Reclassify fair value of debt derivative at payoff of note payable
-
-
-
-
-
262,271
-
262,271
Change in fair value of modifications of options
-
-
-
-
-
53,858
-
53,858
Fair value of vested options
-
-
-
-
-
26,178
-
26,178
Net loss
-
-
-
-
-
-
(1,602,348 )
(1,602,348 )
Balance, June 30, 2016 (unaudited)
80,000
$ 16,000
165,394,501
$ 165,395
$ 100,000
$ 10,033,991
$ (14,833,231 )
$ (4,517,845 )
See the accompanying notes to the unaudited condensed consolidated financial statements
5
Table of Contents
BIOCORRX INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Six months ended June 30,
2016
2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss
$ (1,602,348 )
$ (3,973,894 )
Adjustments to reconcile net loss to cash flows used in operating activities:
Depreciation and amortization
1,368
67,289
Bad debt expense
8,750
37,622
Loss on settlement of sub-license
-
118,027
Termination of licensing agreement
132,804
3,639,694
Non-cash interest
21,722
86,320
Amortization of debt discount
286,627
14,408
Stock based compensation
101,217
137,518
Change in fair value of option modifications
53,858
-
Change in fair value of derivative liabilities
467,041
(104,168 )
Changes in operating assets and liabilities:
Accounts receivable
(15,500 )
(88,661 )
Prepaid expenses and other current assets
(5,233 )
(3,930 )
Accounts payable and accrued expenses
(245,265 )
201,856
Settlement payable
-
(165,000 )
Deferred revenue
(215,826 )
(361,930 )
Net cash used in operating activities
(1,010,785 )
(394,849 )
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of equipment
(14,124 )
-
Payment of long term deposit
(17,634 )
-
Payment for intellectual property
(55,648 )
-
Net cash used in investing activities
(87,406 )
-
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from notes payable
-
-
Proceeds from convertible notes payable
2,264,448
75,000
Proceeds from advances
-
400,000
Repayments of notes payable
(211,500 )
(5,419 )
Net cash provided by financing activities
2,052,948
469,581
Net increase in cash
954,757
74,732
Cash, beginning of the period
220,060
53,120
Cash, end of period
$ 1,174,817
$ 127,852
Supplemental disclosures of cash flow information:
Interest paid
$ -
$ 2,418
Taxes paid
$ -
$ -
Non-cash financing activities:
Reclassify fair value of debt derivative at payoff of note payable
$ 262,271
$ -
Note payable issued in settlement of sub-licensing fees
$ -
$ 900,000
Note payable and common stock issuable to acquire intellectual property
$ -
$ 1,132,000
See the accompanying notes to the unaudited condensed consolidated financial statements
6
Table of Contents
BIOCORRX, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2016
(unaudited)
NOTE 1 – BUSINESS
BioCorRx Inc., through its wholly owned subsidiary Fresh Start Private, Inc., distributes and licenses the BioCorRx Recovery Program for alcoholism and opioid addiction treatment that empowers patients to succeed in their overall recovery. We offer a unique treatment philosophy that combines medical intervention and a counseling/coaching program that is administered by specialized life coaches/counselors.
On January 7, 2014, the Company changed its name from Fresh Start Private Management, Inc. to BioCorRx Inc. In addition, effective February 20, 2014, the Company's quotation symbol on the Over-the-Counter Bulletin Board was changed from CEYY to BICX.
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
Interim Financial Statements
The following (a) condensed consolidated balance sheet as of December 31, 2015, which has been derived from audited financial statements, and (b) the unaudited condensed consolidated interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information and the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and six months ended June 30, 2016 are not necessarily indicative of results that may be expected for the year ending December 31, 2016. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2015 included in the Company's Annual Report on Form 10-K, filed with the Securities and Exchange Commission ("SEC") on April 14, 2016.
Basis of Presentation:
The condensed consolidated financial statements include the accounts of BioCorRx Inc. and its wholly owned subsidiary, Fresh Start Private, Inc. (hereafter referred to as the "Company" or "BioCorRx"). All significant intercompany balances and transactions have been eliminated in consolidation.
Revenue Recognition
The Company generates revenue from services and product sales. Revenue is recognized in accordance with Accounting Standards Codification subtopic 605-10, Revenue Recognition ("ASC 605-10") which requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management's judgments regarding the fixed nature of the selling prices of the services delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related revenue are recorded. The Company defers any revenue for which the services has not been performed or is subject to refund until such time that the Company and the customer jointly determine that the services has been performed or no refund will be required.
The Company licenses proprietary products and protocols to customers under licensing agreements that allow those customers to utilize the products and protocols in services they provide to their customers. The timing and amount of revenue recognized from license agreements depends upon a variety of factors, including the specific terms of each agreement. Such agreements are reviewed for multiple elements. Multiple elements can include amounts related to initial non-refundable license fees for the use of the Company's products and protocols and additional royalties on covered services.
7
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BIOCORRX, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2016
(unaudited)
Revenue is only recognized after all of the following criteria are met: (1) written agreements have been executed; (2) delivery of products or intellectual property rights has occurred; (3) fees are fixed or determinable; and (4) collectability of fees is reasonably assured.
Under these license agreements, the Company receives an initial non-refundable license fee and in some cases, additional running royalties. Generally, the Company defers recognition of non-refundable upfront fees if it has continuing performance obligations without which the right, product or service conveyed in conjunction with the non-refundable fee has no utility to the licensee that is separate and independent of its performance under the other elements of the arrangement. License fees collected from Licensees but not yet recognized as income are recorded as deferred revenue and amortized as income earned over the expected economic life of the related contract.
Use of Estimates
The preparation of the consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include assumptions used in the fair value of stock-based compensation, derivative and warrant liabilities, the fair value of other equity and debt instruments and allowance for doubtful accounts.
Concentrations of Credit Risk
Financial instruments and related items, which potentially subject the Company to concentrations of credit risk, consist primarily of cash and cash equivalents. The Company places its cash and temporary cash investments with credit quality institutions. At times, such amounts may be in excess of the FDIC insurance limit. At June 30, 2016 and 2015, deposits in excess of FDIC limits were $1,174,817 and $-0-, respectively.
Accounts Receivable
Accounts receivable are recorded at original invoice amount less an allowance for uncollectible accounts that management believes will be adequate to absorb estimated losses on existing balances. Management estimates the allowance based on collectability of accounts receivable and prior bad debt experience. Accounts receivable balances are written off upon management's determination that such accounts are uncollectible. Recoveries of accounts receivable previously written off are recorded when received. Management believes that credit risks on accounts receivable will not be material to the financial position of the Company or results of operations. The allowance for doubtful accounts was $53,250 and $44,500 as of June 30, 2016, December 31, 2015, respectively.
Fair Value of Financial Instruments
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of June 30, 2016 and December 31, 2015. The respective carrying value of certain financial instruments approximated their fair values. These financial instruments include cash, stock based compensation and notes payable. The fair value of the Company's convertible securities is based on management estimates and reasonably approximates their book value.
See Footnote 9 and 11 for derivative liabilities and Footnote 12 and 13 for stock based compensation and other equity instruments.
Restricted Cash
The Company is required to maintain in its bank accounts at all times no less than 10% of the outstanding principle of its convertible debt issued June 10, 2016. The amount held may be reduced upon noteholder approval. The Cash held must be unrestricted and not subject to any liens. As of June 30, 2016, the Company's restricted cash balance of $250,000 was classified as other assets in the accompanying balance sheet.
8
Table of Contents
BIOCORRX, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2016
(unaudited)
Long-Lived Assets
The Company follows FASB ASC 360-10-15-3, "Impairment or Disposal of Long-lived Assets," which established a "primary asset" approach to determine the cash flow estimation period for a group of assets and liabilities that represents the unit of accounting for a long-lived asset to be held and used. Long-lived assets to be held and used are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. Long-lived assets to be disposed of are reported at the lower of carrying amount or fair value less cost to sell.
Net Income (loss) Per Share
The Company accounts for net income (loss) per share in accordance with Accounting Standards Codification subtopic 260-10, Earnings Per Share ("ASC 260-10"), which requires presentation of basic and diluted earnings per share ("EPS") on the face of the statement of operations for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS.
Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during each period. It excludes the dilutive effects of any potentially issuable common shares.
Diluted net loss share is calculated by including any potentially dilutive share issuances in the denominator. As of June 30, 2016 and 2015, potentially dilutive shares issuances were comprised of convertible notes, warrants and stock options.
The following potentially dilutive securities have been excluded from the computations of weighted average shares outstanding as of June 30, 2016 and 2015, as they would be anti-dilutive:
June 30,
2016
2015
Shares underlying options outstanding
47,850,000
15,350,000
Shares underlying warrants outstanding
2,630,000
2,630,000
Shares underlying convertible notes outstanding
50,000,000
1,833,333
100,480,000
19,813,333
Advertising
The Company follows the policy of charging the costs of advertising to expense as incurred. The Company charged to operations $70,222 and $138,744 as advertising costs for the three and six months ended June 30, 2016 and $9,019 and $52,377 for the three and six months ended June 30, 2015, respectively.
Derivative Instrument Liability
The Company accounts for derivative instruments in accordance with ASC 815, which establishes accounting and reporting standards for derivative instruments and hedging activities, including certain derivative instruments embedded in other financial instruments or contracts and requires recognition of all derivatives on the balance sheet at fair value, regardless of hedging relationship designation. Accounting for changes in fair value of the derivative instruments depends on whether the derivatives qualify as hedge relationships and the types of relationships designated are based on the exposures hedged. At June 30, 2016 and December 31, 2015, the Company did not have any derivative instruments that were designated as hedges.
9
Table of Contents
BIOCORRX, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2016
(unaudited)
At June 30, 2016 and December 31, 2015, the Company had outstanding convertible notes and warrants that contained embedded derivatives. These embedded derivatives include certain conversion features and reset provisions. (See Note 9 and Note 11).
Stock Based Compensation
Share-based compensation issued to employees is measured at the grant date, based on the fair value of the award, and is recognized as an expense over the requisite service period. The Company measures the fair value of the share-based compensation issued to non-employees using the stock price observed in the arms-length private placement transaction nearest the measurement date (for stock transactions) or the fair value of the award (for non-stock transactions), which were considered to be more reliably determinable measures of fair value than the value of the services being rendered. The measurement date is the earlier of (1) the date at which commitment for performance by the counterparty to earn the equity instruments is reached, or (2) the date at which the counterparty's performance is complete.
As of June 30, 2016, there were 47,850,000 stock options outstanding, of which 14,850,000 were vested and exercisable, respectively. As of June 30, 2015, there were 15,350,000 stock options outstanding with 15,350,000 were vested and exercisable, respectively.
Income Taxes
Income tax provisions or benefits for interim periods are computed based on the Company's estimated annual effective tax rate. Based on the Company's historical losses and its expectation of continuation of losses for the foreseeable future, the Company has determined that it is not more likely than not that deferred tax assets will be realized and, accordingly, has provided a full valuation allowance. As the Company anticipates or anticipated that its net deferred tax assets at December 31, 2015 and 2014 would be fully offset by a valuation allowance, there is no federal or state income tax benefit for the three and six months ended June 30, 2016 and 2015 related to losses incurred during such periods.
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BioCorRx, Inc. Announces Agreement With Dr. David Gastfriend to Provide Strategic Initiative and Corporate Development Consulting
Aug 17, 2016 08:00:00 (ET)
BioCorRx, Inc. Announces Agreement With Dr. David Gastfriend to Provide Strategic Initiative and Corporate Development Consulting
LOS ANGELES, CA--(Marketwired - Aug 17, 2016) - BioCorRx, Inc. (OTC PINK: BICX), developer of the BioCorRx(R) Recovery Program, a Medication-Assisted Treatment (MAT) program, announces a consulting and advisory agreement with David R. Gastfriend, M.D. The agreement with Dr. Gastfriend is part of the Company's continued drive to expand core business development capabilities and regulatory support infrastructure. Dr. Gastfriend will facilitate potential strategic directions and partnerships as well as provide situation specific expertise to the Company with regard to regulatory approval processes.
"Dr. Gastfriend has become intimately familiar with the aspirations of BioCorRx as well as our current strategic initiatives. Equally as important, Dr. Gastfriend will be an invaluable asset as we navigate the regulatory pathway. Dr. Gastfriend's background at institutions such as the Massachusetts General Hospital Department of Psychiatry, the Treatment Research Institute, and the American Society of Addiction Medicine provide him a powerful base of experience and expertise with which to draw from. In his prior role as Vice President at Alkermes, he worked on pivotal efficacy studies and research on effectiveness, health services, criminal justice systems and health economics. To have access to a resource like Dr. Gastfriend is a luxury not often afforded to such young enterprises, so we are very pleased to have the opportunity to work with him," says BioCorRx President and CEO, Brady Granier. Gastfriend added, "BioCorRx is taking a unique approach to a national epidemic, by innovating both in formulation development and clinical care, in an integrated fashion. It's both novel and needed."
About BioCorRx
BioCorRx Inc. (OTC PINK: BICX) is an addiction treatment company offering a unique approach to the treatment of substance abuse addiction. The BioCorRx(R) Recovery Program, a non-addictive, medication-assisted treatment (MAT) program, consists of two main components. The first component of the program consists of an outpatient implant procedure performed by a licensed physician. The implant delivers the non-addictive medicine, naltrexone, an opioid antagonist that can significantly reduce physical cravings for alcohol and opioids. The second component of the program developed by BioCorRx Inc. is a one-on-one counseling program specifically tailored for the treatment of alcoholism and other substance abuse addictions for those receiving long-term naltrexone treatment.
For more information on BICX, visit www.BioCorRx.com.
Safe Harbor Statement
The information in this release includes forward-looking statements. These forward-looking statements generally are identified by the words "believe," "project," "estimate," "become," "plan," "will," and similar expressions. These forward-looking statements involve known and unknown risks as well as uncertainties. Although the Company believes that its expectations are based on reasonable assumptions, the actual results that the Company may achieve may differ materially from any forward-looking statements, which reflect the opinions of the management of the Company only as of the date hereof.
BioCorRx Inc.
investors@BioCorRx.com
714-462-4880
Investor Relations:
MZ North America
Mike Cole
Vice President
Main: 949-259-4988
mike.cole@mzgroup.us
www.mzgroup.us
(MORE TO FOLLOW) Dow Jones Newswires
August 17, 2016 08:00 ET (12:00 GMT)
Good start of the day :)
357k ALL BUYS :)
Today's expectations ??
IMO !! Future news will be real ground shacking news .. Trust me .. Been here 5+ years and willing to stay another 5 ;)
I see 0.7+ by EOD tomorrow
Something is up !! big Time
8-K out !!
Form 8-K for BIOCORRX INC.
21-Jun-2016
Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligati
Item 1.01 Entry into a Material Definitive Agreement.
Convertible Note to BICX Holding Company LLC
On June 14, 2016, BioCorRx Inc. (the "Company") executed and sold to BICX Holding Company LLC (the "Investor") an 8% Senior Secured Convertible Promissory Note (the "Note") in the principal amount of $2,500,000 (the "Financing Transaction"). The Investor is an entity controlled by Alpine Creek Capital Partners. The Note was issued pursuant to the terms and conditions set forth in the Senior Secured Convertible Note Purchase Agreement between the Company and the Investor. In addition, the amounts owed under the Note are secured by a security interest set forth in a Security Agreement between the Company and the Investor (the Security Agreement, Senior Secured Convertible Note Purchase Agreement, and the Note are referred to herein as the "Transaction Documents"). Although the Transaction Documents are dated as of June 10, 2016, the Financing Transaction, including the receipt of the money, closed on June 14, 2016.
The Note matures on June 10, 2019. Under the terms of the Note, the Investor may, at any time, convert the unpaid principal of the Note into shares of the Company's common stock. If the Investor converts the entire unpaid principal, the Investor will receive shares of common stock representing 25% of the Company's total authorized common stock. If the Investor converts a portion of the unpaid principal, the Note will be convertible into the pro rata amount of the Company's total authorized common stock.
The Investor has the right, until December 10, 2016, to purchase another convertible note from the Company in a principal amount of up to $2,500,000 for a total aggregate purchase price of $5,000,000 (the "Maximum Purchase Price"). Based on the percentage of the Maximum Purchase Price the Investor invests, they will receive another convertible note for a pro rata percentage the Company's total authorized common stock (up to another 26% of the Company's total authorized common stock, for a total of 51%, if the Investor invests the Maximum Purchase Price). If the Investor does not exercise the right to pay the Maximum Purchase Price, the Investor will pay the Company a break-up fee equal to 5% of the remaining balance of the Maximum Purchase Price.
The Investor has agreed to restrict its ability to convert the Note and receive shares of common stock such that the number of shares of common stock held by them in the aggregate and their affiliates after such conversion or exercise does not exceed 9.99% of the then issued and outstanding shares of common stock. The Investor can waive this restriction upon giving sixty-one (61) days notice to the Company. The Note also provides for penalties if the Company does not deliver shares of its common stock upon conversion within the required timeframes.
The Note is a long-term debt obligation that is material to the Company. The Note contains certain events of default and, in the event of default, the Investor may, at its option, consider the Note immediately due and payable.
The foregoing description of the Note, Senior Secured Convertible Note Purchase Agreement, and Security Agreement is qualified in its entirety by reference to the provisions of the Note, Senior Secured Convertible Note Purchase Agreement, and Security Agreement which are filed, respectively, as Exhibits 10.1, 10.2, and 10.3 to this Current Report on Form 8-K (this "Report") and which are incorporated herein by reference.
Item 2.03 Creation of Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information provided in Item 1.01 of this Report is incorporated herein by reference.
Item 3.02 Unregistered Sales of Equity Securities.
The information provided in Item 1.01 of this Report is incorporated herein by reference.
The issuance of the Note was made in reliance on the exemption provided by
Section 4(2) of Act for the offer and sale of securities not involving a public offering. The Company's reliance upon Section 4(2) of the Securities Act in issuing the securities was based upon the following factors: (a) the issuance of the Note was an isolated private transaction by us which did not involve a public offering; (b) there was only one recipient; (c) there were no subsequent or contemporaneous public offerings of the Note by the Company; (d) the Note was not broken down into smaller denominations; (e) the negotiations for the issuance of the Note took place directly between the individual and the Company; and (f) the recipient of the Note was an accredited investor.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Resignation of President
On June 17, 2016, Kent Emry, President and member of the Board of Directors of the Company (the "Board") submitted his letter of resignation as President. Mr. Emry remains a member of the Board. Mr. Emry's resignation as President did not arise as a result of any disagreement with the Company.
Appointment of New President, Chief Operating Officer, and Removal of "Interim" from Title of Current Chief Executive Officer
Brady Granier is currently a member of the Board and Interim Chief Executive Officer of the Company. On June 17, 2016, the Board appointed Mr. Granier President and removed the word "Interim" from Mr. Granier's title as Chief Executive Officer. In connection with this appointment, Mr. Granier resigned as Chief Operating Officer of the Company.
Lourdes Felix is currently a member of the Board and the Chief Financial Officer of the Company. On June 17, 2016, the Board appointed Ms. Felix Chief Operating Officer.
Brady Granier, 43, was appointed a member of the Board on March 4, 2013, Chief Operating Officer on June 3, 2013, and Interim Chief Executive Officer on December 2, 2014. In Mr. Granier's role as a senior executive of the Company for the past 3 years he has spearheaded conceptualizing ideas, seizing opportunities, building operations, and leading new business development initiatives and ventures. Mr. Granier, along with the other executives, rebranded the Company and restructured the model to position it for long term growth in the evolving addiction treatment space. During Mr. Granier's tenure in these roles, the Company created a proprietary counseling program specific to the treatment of addiction using non-addictive naltrexone. He also lead the acquisition of another naltrexone implant formulation to create more value for the Company and he has also helped assemble what the Company believes is a reputable team of advisors and consultants worldwide to assist the Company in its future plans. Mr. Granier successfully maintained the Company's viability along with the Company's CFO by securing over $2 million in upfront license fees and royalty financing. In addition, he successfully negotiated the Financing Transaction.
Prior to 2013, Mr. Granier was involved in sales management, media sales and business development. Mr. Granier was employed at Clear Channel Media & Entertainment ("CCME"), the largest media company in the United States, where he had served in several positions from Account Executive to Director of Business Development and Local Sales Manager. Mr. Granier had also served as the Healthcare Category Manager for the Los Angeles division of CCME. During his tenure at CCME and other media companies, Mr. Granier worked on marketing campaigns for local businesses and physicians, as well as for national brands including Neutrogena, New Line Cinema, Paramount Pictures, Samsung, AT&T, Coke, Dr. Pepper, Hansen's, Honda, MGM, and Universal Studios. He also managed endorsements on the radio for Ryan Seacrest. In 2006, Mr. Granier received the Pinnacle Award from CCME for being the top sales executive in the Western region. While serving as Director of Business Development, Mr. Granier grew new business by 49% in his first year in that role.
Mr. Granier was born and raised in the heart of Cajun Country in Southeast Louisiana where he starting working at the age of eleven to help support his single mother and younger brother. After graduating with honors from high school, Mr. Granier attended college at Nicholls State University in Thibodaux, LA. Mr. Granier earned his Bachelor of Science Degree in Nursing in 1995 and was a member of Sigma Theta Tau Honor Society and Phi Kappa Theta. During his nursing career, Mr. Granier specialized in the critical care areas of ER/ICU/CCU and CICU. He also moonlighted as a home health nurse, critical care air transport nurse, and TV studio set medic. In 1996, Mr. Granier moved to California as a travel nurse and spent most of his remaining years in healthcare as the charge nurse in the emergency room at White Memorial Hospital in downtown Los Angeles. Mr. Granier continues to reside in the Los Angeles area with his family. Mr. Granier has also been a volunteer with Big Brothers of America.
Lourdes Felix, 48, was appointed Chief Financial Officer on October 1, 2012 and a member of the Board on March 4, 2013. Ms. Felix has over 20 years of combined experience in financial, accounting and general management in the private sector, public accounting and with publicly traded companies. Ms. Felix has extensive experience in mergers and acquisitions, due diligence, finance, investor relations and public reporting. Ms. Felix is responsible for overseeing financial functions of the Company including financial planning/analysis, accounting, forecasting, SEC compliance and reporting, tax, treasury and risk management. Ms. Felix played a major role, along with Mr. Granier in closing the Financing Transaction. Accomplished in structuring and negotiating transactions and favorable terms with investment banks. Advises on business plans and directions; evaluate and recommend to board of directors. Provides oversight for company-wide administrative operations.
Prior to joining the Company, Ms. Felix was the controller for a mid-size public accounting firm for over seven years and was responsible for the operations and financial management of regional offices. Ms. Felix's experience includes a wide variety of industries including advertising, marketing, non-profit organizations, medical practices, mortgage banking, manufacturing and SEC reporting companies. Ms. Felix has assisted companies with documented contributions leading to improved financial performance, heightened productivity, and enhanced internal controls. Ms. Felix has acquired expertise in securities laws and knowledge of SOX compliance and has worked with private and public SEC reporting companies.
Ms. Felix is very active in the Hispanic community and speaks fluent Spanish. Ms. Felix holds a Bachelor of Science degree in Business Management and Accounting from University of Phoenix.
Family Relationships
There are no family relationships between Mr. Granier, Ms. Felix, and any other employee or member of the Board.
Related Party Transactions
There are no related party transactions with regard to Mr. Granier and Ms. Felix reportable under Item 404(a) of Regulation S-K.
Material Plans, Contracts, or Arrangements
Mr. Emry
Prior to Mr. Emry's resignation as President, the Company owed Mr. Emry $80,300 in accrued compensation. In connection with Mr. Emry's resignation, the Company and Mr. Emery agreed to cancel the $80,300 in accrued compensation and the Company agreed to issue Mr. Emry 3,000,000 shares of the Company's common stock with the shares to be issued with a restrictive legend.
The issuance was made in reliance on the exemption provided by Section 4(2) of Act for the offer and sale of securities not involving a public offering.
Mr. Granier
In connection with the changes to Mr. Granier's positions, Mr. Granier and the Company entered into an Executive Service Agreement on June 17, 2016. Mr. Granier's annual salary remains $175,000 and Mr. Granier was granted a stock option to purchase an aggregate of 10,600,000 shares of the Company's common stock in accordance with the terms and conditions of the Company's 2016 Equity Incentive Plan (the "2016 Plan") and the applicable stock option award agreement. In addition, the term of an option granted to Mr. Granier pursuant to the Company's 2014 Stock Option Plan, was extended an additional 5 years such that the 2014 option expires on the tenth anniversary of the date of original grant. Mr. Granier is also eligible to participate in the Company's Executive Management Bonus Plan (the "Bonus Plan").
The foregoing description of Mr. Granier's Executive Service Agreement is qualified in its entirety by reference to the provisions of Mr. Granier's Executive Service Agreement, which is filed as Exhibit 10.4 to this Report and which is incorporated herein by reference.
Ms. Felix
In connection with Ms. Felix becoming Chief Operating Officer, Ms. Felix and the Company entered into an Executive Service Agreement on June 17, 2016. Ms. Felix's annual salary was reduced from $175,000 to $160,000 and Ms. Felix was granted a stock option to purchase an aggregate of 11,200,000 shares of the Company's common stock in accordance with the terms and conditions of the 2016 Plan and the applicable stock option award agreement. In addition, the term of an option granted to Ms. Felix pursuant to the Company's 2014 Stock Option Plan, was extended an additional 5 years such that the 2014 option expires on the tenth anniversary of the date of original grant. Ms. Felix is also eligible to participate in the Bonus Plan.
The foregoing description of Ms. Felix's Executive Service Agreement is qualified in its entirety by reference to the provisions of Ms. Felix's Executive Service Agreement, which is filed as Exhibit 10.5 to this Report and which is incorporated herein by reference.
Tom Welch - Named Executive Officer of the Company
Tom Welch has been the Company's Director of Operations since February 26, 2015. In this position, Mr. Welch was a consultant to the Company and performed services for other companies.
On June 17, 2016, Mr. Welch and the Company entered into an Executive Service Agreement pursuant to which, he was appointed the Company's Vice President of Operations. Mr. Welch is now a full-time employee of the Company. With Mr. Welch's new title and with Mr. Emry's resignation, Mr. Welch is now a named executive officer of the Company, as defined by Item 402(m) of Regulation S-K, because Mr. Welch will now be paid $140,000 which makes him one of the Company's two most highly compensated executive officers other the Company's principal executive officer. Mr. Welch was granted a stock option to purchase an aggregate of 11,200,000 shares of the Company's common stock in accordance with the terms and conditions of the 2016 Plan and the applicable stock option award agreement. In addition, the term of an option granted to Mr. Welch pursuant to the Company's 2014 Stock Option Plan, was extended an additional 5 years such that the 2014 option expires on the tenth anniversary of the date of original grant. Mr. Welch is also eligible to participate in the Bonus Plan.
The foregoing description of Mr. Welch's Executive Service Agreement is qualified in its entirety by reference to the provisions of Mr. Welch's Executive Service Agreement, which is filed as Exhibit 10.6 to this Report and which is incorporated herein by reference.
In accordance with each stock option award agreement, the options granted to each of Messrs. Granier and Welch and Ms. Felix expire in 10 years and have an exercise price of $0.201 per share. The exercise price is higher than the fair market value of the Company's shares of common stock on the grant date of June 17, 2016. The Company expects to file the form of stock option award agreement granted to each of Messrs. Granier and Welch and Ms. Felix as an exhibit to its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2016. The foregoing description of each stock option award agreement is qualified in its entirety by reference to the provisions of the form of stock option award agreement when filed.
Bonus Plan and 2016 Plan
The Board approved the Bonus Plan on June 15, 2016. The Company's three executives (currently Messrs. Granier and Welch and Ms. Felix) are eligible to receive a portion of the Executive Bonus Pool (as defined in the Bonus Plan) . . .
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Description
10.1 8% Senior Secured Convertible Promissory Note, dated June 10, 2016,
issued by the Company to BICX Holding Company LLC.
10.2 Senior Secured Convertible Note Purchase Agreement by and among the
Company and BICX Holding Company LLC, dated June 10, 2016.
10.3 Security Agreement by and among the Company and BICX Holding Company
LLC, dated June 10, 2016.
10.4 Executive Service Agreement by and between the Company and Brady
Granier, dated June 17, 2016.
10.5 Executive Service Agreement by and between the Company and Lourdes
Felix, dated June 17, 2016.
10.6 Executive Service Agreement by and between the Company and Tom Welch,
dated June 17, 2016.
LOVE IT :)
Alpine Creek and BioCorRx Announce Major Investment Into BioCorRx
Jun 20, 2016 14:02:00 (ET)
Alpine Creek and BioCorRx Announce Major Investment Into BioCorRx
SANTA ANA, CA--(Marketwired - Jun 20, 2016) - Alpine Creek Capital Partners ("Alpine Creek") and BioCorRx, Inc. (OTC PINK: BICX) ("BioCorRx" or "the Company") are pleased to announce an investment by Alpine Creek in the Company. The Company specializes in solutions for alcohol and opioid addiction treatment using its proprietary, non-addictive medication-assisted treatment (MAT) program called the BioCorRx(R) Recovery Program. The Company has the worldwide rights (except in Australia and New Zealand) to a highly effective, proprietary implant formulation of an FDA-approved medicine, naltrexone. After being surgically implanted by a medical professional, the naltrexone implant can significantly reduce cravings for alcohol or opioids for several months, depending on individual metabolism rates. In addition to the implant formulation, and perhaps more important, is the Company's comprehensive counseling program that was developed by addiction experts specific to individuals undergoing treatment with any form of sustained-release naltrexone.
Travis Mullen, Managing Partner of Alpine Creek Capital Partners, said, "We couldn't be more excited about our investment in BioCorRx and the cutting edge program they have in place. The BioCorRx(R) Recovery Program which includes this naltrexone delivery system coupled with the tangible counseling program is literally saving lives and we look forward to arming as many families as possible with this amazing tool for their battle against alcohol or opioid addiction."
The initial investment in the Company is $2,500,000 with an additional $2,500,000 expected within six months at the option of Alpine Creek. Details of the transaction can be found in the Company's filings with the Securities and Exchange Commission. In the coming weeks and months, the Company will announce its plans and initiatives for using the capital received from Alpine Creek.
Brady Granier, CEO of BioCorRx, Inc., stated, "This is the single largest investment made in our company in its five plus years of existence. Since last year, Alpine has been a valued and trusted financial partner of BioCorRx and this transaction is a testament to the hard work that has been done by everyone in our company to create a product that we believe has great potential to combat this opioid epidemic, as well as the much larger alcoholism problem destroying families across the world. Our program and service model has evolved over the years into something we believe is truly unique and effective in battling addiction. With this significant partnership with Alpine, we will be able to start taking advantage of initiatives we have been dreaming about for years. The folks at Alpine are not your average investors. They really care about what we are doing and the impact it can make and they are also rolling up their sleeves and getting in the trenches along-side us to beat addiction."
For more information on the BioCorRx(R) Recovery Program, please visit http://www.beataddiction.com or call 1-888-993-1099.
About Alpine Creek
Alpine Creek Capital Partners is a privately-funded investment firm focused on investing in the lower end of the middle-market. We focus on companies with annual revenues up to $50 million and a geographic footprint in the United States and Canada but we do not concentrate on any specific sector or industry. Instead our investment strategy is broad and opportunistic in nature with a strong preference toward investing alongside experienced management teams and industry veterans.
With the understanding that every investment may not fit the traditional holding period, we are willing to take a longer-term growth partner approach with each investment. In doing so, we aim to provide more than just capital to our portfolio companies. By combining our team's financial, operational and mergers & acquisitions expertise with an extensive personal network of professional managers and industry specialists, Alpine Creek provides each portfolio company with a comprehensive suite of tools and resources to succeed.
About BioCorRx Inc.
BioCorRx, Inc. (OTC PINK: BICX) is an addiction treatment company offering a unique approach to the treatment of substance abuse addiction. The BioCorRx(R) Recovery Program, a non-addictive medication-assisted treatment (MAT) program, consists of two main components. The first component of the program consists of an outpatient implant procedure performed by a licensed physician. The implant delivers the non-addictive medicine, Naltrexone, an opioid antagonist that can significantly reduce physical cravings for alcohol and opioids. The second component of the program developed by BioCorRx, Inc. is a one on one counseling program specifically tailored for the treatment of alcoholism and other substance abuse addictions for those receiving long term naltrexone treatment. For more information on BICX, visit http://www.BioCorRx.com.
Safe Harbor Statement
The information in this release includes forward-looking statements. These forward-looking statements generally are identified by the words "believe," "project," "estimate," "become," "plan," "will," and similar expressions. These forward-looking statements involve known and unknown risks as well as uncertainties. Although the Company believes that its expectations are based on reasonable assumptions, the actual results that the Company may achieve may differ materially from any forward-looking statements, which reflect the opinions of the management of the Company only as of the date hereof.
Alpine Creek Contact:
Travis Mullen
Managing Partner
Alpine Creek Capital Partners
(949) 612-9203
tmullen@alpinecreekcapital.com
Media Contact
Brady Granier
BioCorRx, Inc.
(714) 462-4884
info@BioCorRx.com
(MORE TO FOLLOW) Dow Jones Newswires
June 20, 2016 14:02 ET (18:02 GMT)
$230K in 3 month revenues
are we on the path of steady rise ? or just another fake 2 day thing ??
When is the dead line to file the 10K since they filed an extension early last week ... Today ?
expectations ?? IMO ! 0.15 + very soon
End of day Closing 0.14+
0.14 is up . .... 0.15+ in a heart beat