Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Mar. 14, 2023 | Jun. 30, 2022 | |
Document Information [Line Items] | |||
Entity Central Index Key | 0001446159 | ||
Entity Registrant Name | Predictive Oncology Inc. | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2022 | ||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Document Transition Report | false | ||
Entity File Number | 001-36790 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 33-1007393 | ||
Entity Address, Address Line One | 2915 Commers Drive, Suite 900 | ||
Entity Address, City or Town | Eagan | ||
Entity Address, State or Province | MN | ||
Entity Address, Postal Zip Code | 55121 | ||
City Area Code | 651 | ||
Local Phone Number | 389-4800 | ||
Title of 12(b) Security | Common stock, $0.01 par value | ||
Trading Symbol | POAI | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 32,051,418 | ||
Entity Common Stock, Shares Outstanding | 79,403,893 | ||
Auditor Firm ID | 23 | ||
Auditor Name | Baker Tilly US, LLP | ||
Auditor Location | Minneapolis, Minnesota |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Current Assets: | ||
Cash and cash equivalents | $ 22,071,523 | $ 28,202,615 |
Accounts Receivable | 331,196 | 354,196 |
Inventories | 430,493 | 387,684 |
Prepaid Expense and Other Assets | 526,801 | 513,778 |
Total Current Assets | 23,360,013 | 29,458,273 |
Fixed Assets, net | 1,833,255 | 2,511,571 |
Intangible Assets, Net (Excluding Goodwill), Total | 253,865 | 3,962,118 |
Operating Lease Right-of-Use Assets | 211,893 | 814,454 |
Other Long-Term Assets | 75,618 | 167,065 |
Goodwill | 0 | 6,857,790 |
Total Assets | 25,734,644 | 43,771,271 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Accounts Payable | 943,452 | 1,021,774 |
Accrued Expenses and other liabilities | 2,229,075 | 1,262,641 |
Derivative Liability | 13,833 | 129,480 |
Contract Liabilities | 602,073 | 186,951 |
Operating Lease Liability – Net of Long-Term Portion | 94,237 | 639,662 |
Total Current Liabilities | 3,882,670 | 3,240,508 |
Other Long-Term Liabilities | 0 | 25,415 |
Operating Lease Liability, long-term portion | 86,082 | 239,664 |
Total Liabilities | 3,968,752 | 3,505,587 |
Stockholders’ Equity: | ||
Common Stock, $.01 par value, 200,000,000 authorized, 78,762,701 and 65,614,597 outstanding | 787,627 | 656,146 |
Additional Paid-in Capital | 174,755,389 | 167,649,028 |
Accumulated Deficit | (153,777,916) | (128,040,282) |
Total Stockholders' Equity | 21,765,892 | 40,265,684 |
Total Liabilities and Stockholders' Equity | 25,734,644 | 43,771,271 |
Series B Convertible Preferred Stock [Member] | ||
Stockholders’ Equity: | ||
Preferred Stock, 20,000,000 authorized inclusive of designated below Series B Convertible Preferred Stock, $.01 par value, 2,300,000 shares authorized, 79,246 shares outstanding | $ 792 | $ 792 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Preferred stock, shares authorized (in shares) | 20,000,000 | 20,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares outstanding (in shares) | 78,762,701 | 65,614,597 |
Series B Convertible Preferred Stock [Member] | ||
Preferred stock, shares authorized (in shares) | 2,300,000 | 2,300,000 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares outstanding (in shares) | 79,246 | 79,246 |
Consolidated Statements of Net
Consolidated Statements of Net Loss - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | ||
Revenue | $ 1,505,459 | $ 1,420,680 | |
Cost of sales | 505,107 | 487,024 | |
Gross profit | 1,000,352 | 933,656 | |
General and administrative expense | 11,110,735 | 10,932,125 | |
Operations expense | 3,798,425 | 2,698,565 | |
Sales and marketing expense | 1,358,907 | 774,530 | |
Loss on goodwill impairment | 7,231,093 | 2,813,792 | |
Loss on impairment of intangibles | 3,349,375 | 2,893,548 | |
Loss on long-lived tangible asset impairment | 185,469 | 1,249,727 | |
Total operating loss | (26,033,652) | (20,428,631) | |
Other income | 185,646 | 184,528 | |
Other expense | (5,275) | (239,631) | |
Gain on derivative instruments | 115,647 | 164,902 | |
Loss before income tax benefit | (25,737,634) | (20,318,832) | |
Benefit from release of valuation allowance | 0 | (661,658) | |
Net loss | $ (25,737,634) | $ (19,657,174) | |
Loss per common share - basic and diluted (in dollars per share) | $ (0.35) | $ (0.36) | |
Weighted average shares used in computation - basic and diluted (in shares) | [1] | 72,997,987 | 54,876,044 |
[1]The following is a summary of the number of underlying shares outstanding at the end of the respective periods that have been excluded from the diluted calculations because the effect on loss per common share would have been anti-dilutive: Year Ended December 31, 2022 2021 Options 981,060 1,062,871 RSUs 83,334 366,667 Warrants 36,328,731 31,699,885 Preferred stock: Series B 79,246 79,246 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) | Preferred Stock [Member] Series B Convertible Preferred Stock [Member] | Common Stock [Member] Registered Direct Offerings [Member] | Common Stock [Member] Private Placement [Member] | Common Stock [Member] June 16, 2021 Registered Direct Offering [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] Registered Direct Offerings [Member] | Additional Paid-in Capital [Member] Private Placement [Member] | Additional Paid-in Capital [Member] June 16, 2021 Registered Direct Offering [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Registered Direct Offerings [Member] | Private Placement [Member] | June 16, 2021 Registered Direct Offering [Member] | Total |
Balance (in shares) at Dec. 31, 2020 | 79,246 | 19,804,787 | ||||||||||||
Balance at Dec. 31, 2020 | $ 792 | $ 198,048 | $ 110,826,949 | $ (108,383,108) | $ 2,642,681 | |||||||||
Issuance of shares and warrants (in shares) | 13,488,098 | 9,043,766 | 15,520,911 | |||||||||||
Issuance of shares and warrants | $ 134,881 | $ 90,438 | $ 155,209 | $ 14,877,611 | $ 15,974,301 | $ 19,291,087 | $ 15,012,492 | $ 16,064,739 | $ 19,446,296 | |||||
Shares issued pursuant to Equity Line (in shares) | 647,504 | |||||||||||||
Shares issued pursuant to Equity Line | $ 6,475 | 669,115 | 675,590 | |||||||||||
Share issuance to consultant and other (in shares) | 174,954 | |||||||||||||
Share issuance to consultant and other | $ 1,750 | 203,443 | 205,193 | |||||||||||
Vesting expense and option repricing (in shares) | 57,573 | |||||||||||||
Vesting expense and option repricing | $ 564 | 703,848 | 704,412 | |||||||||||
Net loss | (19,657,174) | (19,657,174) | ||||||||||||
Shares issued pursuant to agreement with former CEO related to accrued interest (in shares) | 100,401 | |||||||||||||
Shares issued pursuant to agreement with former CEO related to accrued interest | $ 1,004 | 142,569 | 143,573 | |||||||||||
Exercise of warrants (in shares) | 5,269,059 | |||||||||||||
Exercise of warrants | $ 52,702 | 4,461,169 | 4,513,871 | |||||||||||
Shares issued pursuant to convertible debt (in shares) | 1,107,544 | |||||||||||||
Shares issued pursuant to convertible debt | $ 11,075 | 502,936 | 514,011 | |||||||||||
Shares issued pursuant to transition agreement with former CEO (in shares) | 400,000 | |||||||||||||
Shares issued pursuant to transition agreement with former CEO | $ 4,000 | (4,000) | ||||||||||||
Balance (in shares) at Dec. 31, 2021 | 79,246 | 65,614,597 | ||||||||||||
Balance at Dec. 31, 2021 | $ 792 | $ 656,146 | 167,649,028 | (128,040,282) | 40,265,684 | |||||||||
Issuance of shares and warrants (in shares) | 12,000,000 | 15,520,911 | ||||||||||||
Issuance of shares and warrants | $ 120,000 | 6,387,050 | 6,507,050 | |||||||||||
Shares issued pursuant to Equity Line (in shares) | 315,000 | |||||||||||||
Shares issued pursuant to Equity Line | $ 3,150 | 232,859 | 236,009 | |||||||||||
Share issuance to consultant and other (in shares) | 596,670 | |||||||||||||
Share issuance to consultant and other | $ 5,967 | 350,158 | 356,125 | |||||||||||
Vesting expense and option repricing (in shares) | 236,434 | |||||||||||||
Vesting expense and option repricing | $ 2,364 | 136,294 | 138,658 | |||||||||||
Net loss | (25,737,634) | (25,737,634) | ||||||||||||
Balance (in shares) at Dec. 31, 2022 | 79,246 | 78,762,701 | ||||||||||||
Balance at Dec. 31, 2022 | $ 792 | $ 787,627 | $ 174,755,389 | $ (153,777,916) | $ 21,765,892 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flow from operating activities: | ||
Net loss | $ (25,737,634) | $ (19,657,174) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,313,075 | 1,340,301 |
Vesting expense | 166,312 | 715,938 |
Equity instruments issued for management, consulting, and other | 356,125 | 205,193 |
Amortization of debt discount | 0 | 244,830 |
Gain on valuation of equity-linked instruments | (115,647) | (164,902) |
Benefit from release of valuation allowance | 0 | (661,658) |
Loss on goodwill impairment | 7,231,093 | 2,813,792 |
Loss on intangible impairment | 3,349,375 | 2,893,548 |
Loss on long-lived tangible asset impairment | 185,469 | 1,249,727 |
Loss on fixed asset disposal | 14,346 | 5,858 |
Changes in assets and liabilities: | ||
Accounts receivable | 23,000 | (20,769) |
Inventories | (42,808) | (98,149) |
Prepaid expense and other assets | 78,425 | (194,363) |
Accounts payable | (78,322) | (350,296) |
Accrued expenses | 869,987 | (499,563) |
Contract liabilities | 41,819 | 54,548 |
Other liabilities | (25,415) | (85,790) |
Net cash used in operating activities: | (12,370,800) | (12,208,929) |
Cash flow from investing activities: | ||
Acquisition of zPREDICTA, net of cash acquired | 0 | (9,590,214) |
Purchase of fixed assets | (419,869) | (910,429) |
Acquisition of intangibles | (55,828) | (51,893) |
Loan activities | 0 | (55,000) |
Net cash used in investing activities | (475,697) | (10,607,536) |
Cash flow from financing activities: | ||
Proceeds from issuance of common stock, net | 6,507,050 | 50,523,527 |
Proceeds from exercise of warrants into common stock | 0 | 4,513,871 |
Repayment of debt | 0 | (4,162,744) |
Payment penalties | 0 | (1,073,470) |
Proceeds from issuance of stock pursuant to equity line | 236,009 | 675,590 |
Repurchase of common stock upon vesting of restricted stock units | (27,654) | (11,526) |
Other liabilities | 0 | (124,500) |
Net cash provided by financing activities | 6,715,405 | 50,340,748 |
Net increase (decrease) in cash and cash equivalents | (6,131,092) | 27,524,283 |
Cash and cash equivalents at beginning of year | 28,202,615 | 678,332 |
Cash and cash equivalents end of year | 22,071,523 | 28,202,615 |
Non-cash transactions | ||
Shares issued pursuant to former CEO per agreement related to accrued interest | 0 | 143,573 |
Increase to operating lease right of use asset and lease liability due to new and modified leases | 0 | 77,128 |
Inducement shares issued pursuant to convertible debt | 0 | 514,011 |
Adjustment to fair value | 373,303 | 0 |
Cash paid during the period for: | ||
Interest paid on debt | $ 3,821 | $ 690,508 |
Note 1 - Summary of Significant
Note 1 - Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Operations and Continuance of Operations Predictive Oncology Inc., (the “Company” or “Predictive” or “we”) filed with the Secretary of State of Delaware a Certificate of Amendment to its Certificate of Incorporation to change the corporate name to Predictive Oncology Inc. on June 10, 2019, June 13, 2019. The Company operate in four 3D The Company has four 3D Impact of the Coronavirus Disease 2019 In response Coronavirus Disease 2019 19” 19. 19, may 19 may 19, may 19 10 Recently Adopted Accounting Standards The Company considers the applicability and impact of all Accounting Standards Updates (“ASUs”) issued by the Financial Accounting Standards Board (the “FASB”). Recently issued ASUs not not no In June 2016, 2016 13, not 12b 2 1934, January 1, 2023. Accounting Policies and Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and disclosure of contingent assets and liabilities at the date of the financial statements and during the reporting period. Actual results could materially differ from those estimates. Cash and cash equivalents The Company considers all highly liquid instruments with maturities when purchased of three Receivables Receivables are reported at the amount the Company expects to collect on balances outstanding. The Company provides for probable uncollectible amounts through charges to earnings and credits to the valuation allowance based on management’s assessment of the current status of individual accounts. Amounts recorded in accounts receivable on the consolidated balance sheets include amounts billed and currently due from customers. The amounts due are stated at their net estimated realizable value. An allowance for doubtful accounts is maintained to provide for the estimated amount of receivables that will not 30 30 not December 31, 2022 2021. Fair Value Measurements As outlined in Accounting Standards Codification (“ASC”) 820, Fair Value Measurement 820 three Level 1 Level 2 Level 3 no The Company uses observable market data, when available, in making fair value measurements. Fair value measurements are classified according to the lowest level input that is significant to the valuation. The fair value of the Company’s investment securities, which consist of cash and cash equivalents, was determined based on Level 1 3 Note 7 Derivatives 3 Note 8 Goodwill and Intangibles The acquisition of zPREDICTA was accounted for as a business combination using the acquisition method of accounting. This method requires, among other things, that assets acquired and liabilities assumed be recognized at fair value as of the acquisition date. The fair value for the assets acquired and the liabilities assumed are based on information knowable and determined by management as of the acquisition date. The majority of the inputs used in the discounted cash flow model, the relief-from-royalty method under the income approach, the distributor method under the income approach and the multi-period excess earnings method under the income approach, each are unobservable and thus are considered to be Level 3 Note 2 zPREDICTA Acquisition Inventories Inventories are stated at the lower of cost or net realizable value, with cost determined on a first first Fixed Assets Fixed assets are stated at cost less accumulated depreciation. Depreciation of fixed assets is computed using the straight-line method over the estimated useful lives of the respective assets. Estimated useful asset life by classification is as follows: Years Computers, software and office equipment 3 - 10 Leasehold improvements (1) 2 - 5 Manufacturing tooling 3 - 7 Laboratory equipment 4 - 10 Demo equipment 3 ( 1 Leasehold improvements are amortized over the shorter of the useful life or the remaining lease term. Upon retirement or sale of fixed assets, the cost and related accumulated depreciation or amortization are removed from the balance sheet and the resulting gain or loss is reflected in operations. Maintenance and repairs are charged to operations expense as incurred. Long-lived Assets Finite-lived intangible assets consist of patents and trademarks, licensing fees, developed technology, acquired software and customer relationships, and are amortized over their estimated useful life. Accumulated amortization is included in intangibles, net in the accompanying consolidated balance sheets. The Company reviews finite-lived identifiable intangible assets for impairment in accordance with ASC 360, Property, Plant and Equipment may not may not not Goodwill In accordance with ASC 350, Intangibles Goodwill and Other not December 31, may not To determine whether goodwill is impaired, annually or more frequently if needed, the Company performs a multi-step impairment test. The Company first not may first 2017 04, Simplifying the Test for Goodwill Impairment 3 1 Note 8 Intangible Assets and Goodwill Leases not ROU assets represent our right to use an underlying asset for the duration of the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Recognition on the commencement date is based on the present value of lease payments over the lease term using an incremental borrowing rate. Leases with a term of 12 not The Company has lease agreements with lease and non-lease components, which are accounted for as a single lease component for all asset classes. Leases are accounted for at a portfolio level when similar in nature with identical or nearly identical provisions and similar effective dates and lease terms. Revenue Recognition The Company recognizes revenue when it satisfies a performance obligation by transferring control of the promised goods or services to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Sales taxes are imposed on the Company’s sales to nonexempt customers. The Company collects the taxes from the customers and remits the entire amounts to the governmental authorities. Sales taxes are excluded from revenue and expenses. Revenue from Product Sales The Company has medical device revenue consisting primarily of sales of the STREAMWAY System, as well as sales of the proprietary cleaning fluid and filters for use with the STREAMWAY System. This revenue stream is reported within both the domestic and international revenue segments. The Company sells its medical device products directly to hospitals and other medical facilities using employed sales representatives and independent contractors. Purchase orders, which are governed by sales agreements in all cases, state the final terms for unit price, quantity, shipping and payment terms. The unit price is considered the observable stand-alone selling price for the arrangements. The Company sales agreement, and Terms and Conditions, is a dually executed contract providing explicit criteria supporting the sale of the STREAMWAY System. The Company considers the combination of a purchase order and acceptance of its Terms and Conditions to be a customer’s contract in all cases. Product sales for medical devices consist of a single performance obligation that the Company satisfies at a point in time. The Company recognizes product revenue when the following events have occurred: ( 1 2 3 4 may, may 30 60 Customers may one one one All amounts billed to a customer in a sales transaction for medical devices related to shipping and handling, if any, represent revenues earned for the goods provided, and these amounts have been included in revenue. Costs related to such shipping and handling billing are classified as cost of goods sold. This revenue stream is reported under the Skyline reportable segment. Revenue from Clinical Testing C one For service revenues, the Company estimates the transaction price which is the amount of consideration it expects to be entitled to receive in exchange for providing services based on its historical collection experience using a portfolio approach as a practical expedient to account for patient contracts as collective groups rather than individually. The Company monitors its estimates of transaction price to depict conditions that exist at each reporting date. If the Company subsequently determines that it will collect more consideration than it originally estimated for a contract with a patient, it will account for the change as an increase to the estimate of the transaction price, provided that such downward adjustment does not The Company recognizes revenue from these patients when contracts as defined in ASC 606, Revenue from Contracts with Customers 30 CRO Revenue Contract revenues are generally derived from studies conducted with biopharmaceutical and pharmaceutical companies. The specific methodology for revenue recognition is determined on a case-by-case basis according to the facts and circumstances applicable to a given contract. The Company typically uses an input method that recognizes revenue based on the Company’s efforts to satisfy the performance obligation relative to the total expected inputs to the satisfaction of that performance obligation. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation on the basis of the standalone-selling price of each distinct good or service in the contract. Advance payments received in excess of revenues recognized are classified as deferred revenue until such time as the revenue recognition criteria have been met. Payment terms are net 30 Variable Consideration The Company records revenue from distributors and direct end customers in an amount that reflects the transaction price it expects to be entitled to after transferring control of those goods or services. The Company’s current contracts do not Warranty The Company generally provides one no not not Contract Balances The Company records a receivable when it has an unconditional right to receive consideration after the performance obligations are satisfied. As of December 31, 2022 2021, The Company’s contract liabilities related primarily to our zPREDICTA 3D December 31, 2022 2021, Practical Expedients The Company has elected the practical expedient not Valuation and accounting for stock options and warrants The Company determines the grant date fair value of options and warrants using a Black-Scholes option valuation model based upon assumptions regarding risk-free interest rate, expected dividend rate, volatility and estimated term. The fair value of each option and warrant grant is estimated on the grant date using the Black-Scholes option valuation model with the following assumptions: For the Year Ended December 31, 2022 2021 Stock Options Expected dividend yield 0.0% 0.0% Expected stock price volatility 86.5% - 92.2% 84.8% - 89.6% Risk-free interest rate 1.83% - 4.26% 0.93% - 1.66% Expected life (years) 10 10 Warrants Expected dividend yield 0.0% 0.0% Expected stock price volatility 92.2% 84.8% Risk-free interest rate 2.96% - 2.97% 0.42% - 0.69% Expected life (years) 5/ 5.5 5/ 5.5 For performance-based awards, we generally recognize expense over the requisite service period unless there was a compelling reason to make it shorter and when performance-based conditions are considered probable to be satisfied. For market-based awards, we determine the grant-date fair value utilizing a Monte Carlo valuation model, which incorporates various assumptions including expected stock price volatility, expected term and risk-free interest rates. Changes in the assumptions can materially affect the estimate of fair value of stock-based compensation and, consequently, the related expense recognizes that. The Company has been on the NASDAQ Capital Market since 2015 Research and Development Research and development costs are charged to operations as incurred. Research and development costs, included within operations expense in the accompanying consolidated statements of net loss were $320,320 and $315,850 for the years ended December 31, 2022 2021, Other Expense Other expense consisted primarily of interest expense, payment penalties, amortization of original issue discounts, and loss on debt extinguishment associated to the Company’s notes payable. Income Taxes The Company accounts for income taxes in accordance with ASC 740, Income Taxes 740” 740, The Company reviews income tax positions expected to be taken in income tax returns to determine if there are any income tax uncertainties. The Company recognizes tax benefits from uncertain tax positions only if it is more likely than not no Under Internal Revenue Code Section 382, may 2021 382 not Tax years subsequent to 2002 Credit Risk Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash. The Company places its cash with high credit quality financial institutions and, by policy, generally limits the amount of credit exposure to any one December 31, 2022, not Risks and Uncertainties The Company is subject to risks common to companies in the medical device and biopharmaceutical industries, including, but not The Company has evaluated all of its activities and concluded that no Note 13 Subsequent Events |
Note 2 - zPredicta Acquisition
Note 2 - zPredicta Acquisition | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | NOTE 2 zPREDICTA ACQUISITION On November 24, 2021, November 24, 2021, As consideration for the acquisition, the stockholders and certain holders of interests in zPREDICTA as of immediately prior to the transaction collectively received consideration of approximately $10.0 million in cash. The Agreement contains customary and negotiated representations, warranties, and indemnity provisions. The acquisition costs of $895,297 related to the acquisition are presented in legal, accounting and consulting expenses within general and administrative expenses in the accompanying consolidated statements of net loss. During the three June 30, 2022, 606 three June 30, 2022 The Company evaluated the materiality of these errors both qualitatively and quantitatively in accordance with Staff Accounting Bulletin (“SAB”) No. 99, Materiality No. 108, Considering the Effects of Prior Year Misstatements in Current Year Financial Statements not December 31, 2021 2022. The Company had previously disclosed the acquisition date fair values of assets acquired and liabilities assumed, and the consideration transferred, the following table reflects the adjustment discussed above: Cash consideration $ 10,015,941 Assets acquired: Cash 425,727 Accounts receivable 76,549 Prepaid expenses 25,733 Intangible assets 3,780,000 Liabilities assumed: Accrued expenses (408,825 ) Deferred tax liability (661,658 ) Contract liabilities (452,678 ) Goodwill $ 7,231,093 The purchase price allocation has been derived from estimates. The Company’s judgements used to determine the estimated fair value assigned to each class of assets acquired and liabilities assumed can materially affect the consolidated operations of the consolidated Company. The total purchase price has been allocation to identifiable assets acquired and liabilities assumed based upon valuation studies and procedures performed to date. The fair value and useful life for the intangible assets are (a) tradename $80,000 b) developed technology $3,500,000 and c) customer relationships $200,000 with useful lives of 4 years, 10 years and 10 years, respectively all using a straight-line method. The Company acquired zPREDICTA through a non-taxable reverse triangular merger combination. As part of purchase accounting there was $3,780,000 in fair value assigned to purchased intangibles which the Company established a related deferred tax liability as a result of the stock merger combination that offset the acquired deferred assets including NOL’s and other temporary timing differences. Identifiable Intangible Assets The Company acquired intangible assets related to trademarks for the acquired zPREDICTA trade name with an estimated fair market value of $80,000. 4 The Company acquired intangible assets with a useful life of 10 $200,000 The Company acquired intangible assets with a useful life of 10 3D The Company prepared an undiscounted cash flow as of December 31, 2022 360 Note 8 Goodwill and Intangibles Goodwill Goodwill of $7,231,093, as adjusted, was recognized in the zPREDICTA acquisition and represents the excess of the consideration transferred over the fair values of assets acquired and liabilities assumed and represents the future economic benefits and synergies arising from the transaction. None In testing goodwill for impairment as of June 30, 2022, June 30, 2022. June 30, 2022 Note 8 Goodwill and Intangibles Financial Results The unaudited financial results of zPREDICTA since the acquisition date have been included in the Company’s accompanying consolidated statements of net loss. Pro Forma (unaudited) The following unaudited pro forma information presents the combined results of operations of the Company and zPREDICTA as if the acquisition of zPREDICTA had been completed on January 1, 2020, 606 Twelve months ended December 31, 2021 Twelve months ended December 31, 2020 Unaudited Unaudited Revenue $ 2,056,484 $ 1,815,560 Net loss attributable to common shareholders $ (19,251,734 ) $ (26,946,564 ) The primary adjustments include the inclusion of the revalued amortization for zPREDICTA intangible assets. The unaudited pro forma results do not may not There are certain portions of purchase accounting, specifically Section 382 Tax Loss Carryforwards not may |
Note 3 - Inventories
Note 3 - Inventories | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | NOTE 3 INVENTORIES Inventories are stated at the lower of cost or net realizable value, with cost determined on a first first December 31, 2022 December 31, 2021 Finished goods $ 290,616 $ 193,287 Raw materials 133,183 183,410 Work-In-Process 6,694 10,987 Total $ 430,493 $ 387,684 |
Note 4 - Stockholders' Equity,
Note 4 - Stockholders' Equity, Stock Options and Warrants | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 4 STOCKHOLDERS EQUITY, STOCK OPTIONS AND WARRANTS Authorized Shares At the special meeting on August 17, 2021, August 17, 2021. May 2022 On May 16, 2022, six five one In addition, in a concurrent registered direct offering (the “Second Offering”), on May 16, 2022, 2020 2021 not six five one In each case, the Company paid to the placement agent an aggregate fee equal to 7.5% of the aggregate gross proceeds received by the Company in the offering and a management fee equal to 1% of the aggregate gross proceeds received by the Company in the offering and provided the placement agent expense allowance of $65,000 for non-accountable and other out-of-pocket expenses. In addition, the Company granted to the placement agent or its assigns warrants to purchase 7.5% of the shares sold to investors in the offering at an exercise price equal to 125% of the price of the shares in the transaction, or $0.75 per share, with a term of five six 2021 In January February 2021, five first four one two four one two June 2021, August 17, 2021, three five one five three June 2021 five one These 2021 Offering Closing Date Shares Sale Price per Share* Investor Warrants Exercise Price per Share investor Warrants Placement Agent Warrants Exercise Price per Share Placement Agent Warrants Gross Proceeds of Offering Net Proceeds of Offering January 12, 2021 (registered direct) 3,650,840 $ 0.842 1,825,420 $ 0.80 273,813 $ 1.0525 $ 3,074,007 $ 2,731,767 January 21, 2021 (registered direct) 2,200,000 $ 1.00 1,100,000 $ 1.00 165,000 $ 1.25 $ 2,200,000 $ 1,932,050 January 26, 2021 (registered direct) 3,414,970 $ 1.20 1,707,485 $ 1.20 256,123 $ 1.50 $ 4,097,964 $ 3,668,687 February 16, 2021 (registered direct) 4,222,288 $ 1.75 2,111,144 $ 2.00 316,672 $ 2.1875 $ 7,389,004 $ 6,679,989 February 23, 2021 (private placement) 9,043,766 $ 1.95 4,521,883 $ 2.00 678,282 $ 2.4375 $ 17,635,344 $ 16,064,739 June 16, 2021 (registered direct) 15,520,911 $ 1.375 15,520,911 $ 1.25 1,164,068 $ 1.71875 $ 21,341,252 $ 19,446,296 Total 38,057,775 26,786,843 2,853,958 $ 55,737,571 $ 50,523,528 * one one one June 16, 2021 2021 During the year ended December 31, 2021, Equity Line On October 24, 2019, three three may December 31, 2022, December 31, 2021, May 2022 not one May 18, 2022. October 23, 2022. Equity Incentive Plan The Company has an equity incentive plan, which allows issuance of incentive and non-qualified stock options, stock appreciation rights, stock awards, restricted stock, restricted stock units and performance awards to employees, directors and consultants of the Company, where permitted under the plan. The exercise price for each stock option is determined by the market price on the date of issuance. Vesting requirements are determined by the Board of Directors when granted and currently range from immediate to three ten At the special meeting on August 17, 2021, 2012 December 1, 2022 2022 2012 Options and Warrants ASC 718, Compensation Stock Compensation, ( ASC 718 ) 718 The Company determines the grant date fair value of options and warrants using a Black-Scholes option valuation model based upon assumptions regarding risk-free interest rate, expected dividend rate, volatility and estimated term. See Note 1 Summary of Significant Accounting Policies Accounting Policies and Estimates The following summarizes transactions for stock options and warrants for the periods indicated: Stock Options Warrants Number of Shares Average Exercise Price Number of Shares Average Exercise Price Outstanding at December 31, 2020 1,013,547 $ 5.41 7,353,376 $ 1.99 Issued 147,230 1.06 29,640,801 1.44 Forfeited (92,593 ) 8.64 - - Expired - - (25,233 ) 10.00 Exercised (5,313 ) 0.74 (5,269,059 ) 0.86 Outstanding at December 31, 2021 1,062,871 $ 4.83 31,699,885 $ 1.66 Issued 31,970 0.42 21,062,714 0.70 Forfeited (40,241 ) 0.88 - - Expired (73,540 ) 10.42 (108,435 ) 16.48 Cancelled - - (16,325,433 ) 1.51 Outstanding at December 31, 2022 981,060 $ 4.58 36,328,731 $ 1.13 At December 31, 2022, December 31, 2022 December 31, 2021, During the year ended December 31, 2021, January 1, 2024. December 31, 2022 December 31, 2021. December 31, 2022, For performance-based awards, the Company generally recognizes expense over the requisite service period unless there is a compelling reason to make it shorter and when performance-based conditions are considered probable to be satisfied. For market-based awards, we determine the grant-date fair value utilizing a Monte Carlo valuation model, which incorporates various assumptions including stock price volatility, expected term and risk-free interest rates. The stock-based compensation for performance-based awards is insignificant. There were 31,699,885 warrants that are fully vested and exercisable as of December 31, 2021. 2022 2021 Stock-based compensation recognized in 2022 2021 The following summarizes the status of options and warrants outstanding at December 31, 2022: Range of Exercise Prices Shares Weighted Average Remaining Life Options: $ 0.26 –0.81 266,382 8.10 $ 1.02 –1.25 50,795 8.82 $ 1.25 –1.64 318,686 5.99 $ 2.610 –7.90 208,040 6.49 $ 10.10 –5,962.50 137,157 4.55 Total 981,060 Warrants: $ 0.70 –0.80 21,626,850 4.83 $ 0.84 –1.72 10,271,436 1.68 $ 1.80 –2.18 2,758,881 3.37 $ 2.25 –10.00 1,555,778 2.51 $ 10.71 –22.50 115,786 2.25 Total 36,328,731 Stock options and warrants expire on various dates from March 2023 December 2032. Stock Options and Warrants Granted by the Company The following table is the listing of outstanding stock options and warrants as of December 31, 2022 Stock Options: Year Shares Price 2013 123 $ 1.54 – 5,962.50 2014 84 1.54 – 3,468.75 2015 239 1.54 – 862.50 2016 6,641 1.54 – 42.50 2017 214,555 1.54 – 21.00 2018 57,868 1.54 – 13.50 2019 306,663 1.54 – 7.50 2020 297,669 0.73 – 3.48 2021 76,812 0.72 – 1.47 2022 20,406 0.26 – 0.7361 Total 981,060 $ 0.40 – $ 5,962.50 Warrants: Year Shares Price 2018 196,946 $ 8.36 – 13.13 2019 1,690,286 0.85 – 11.80 2020 1,311,731 0.85 – 2.99 2021 12,067,054 0.80 – 2.44 2022 21,062,714 0.70 – 0.75 Total 36,328,731 $ 0.70 – $ 13.13 |
Note 5 - Derivatives
Note 5 - Derivatives | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | NOTE 5 The Company concluded the Promissory Note 2020 815, Derivatives and Hedging two second third December 31, 2021. March 1, 2021, The Company concluded the A, B and agent warrants issued in connection with the March 2020 third 2020, no December 31, 2022, December 31, 2022. December 31, 2021, December 31, 2021. The Company concluded the warrants and agent warrants issued in connection with the May 2020 December 31, 2020. June 2020, December 31, 2022 December 31, 2021, December 31, 2022 December 31, 2021. In connection with the June 2020 June 2020 December 31, 2020, June no December 31, 2020. December 31, 2022 December 31, 2021. December 31, 2022 December 31, 2021, On September 30, 2020, 2019 2019 815, Derivatives and Hedging December 31, 2021. March 1, 2021, zero The table below discloses changes in value of the Company’s embedded derivative liabilities discussed above. Derivative liability balance at December 31, 2020 $ 294,382 Gain recognized to revalue derivative instrument at fair value (164,902 ) Derivative liability balance at December 31, 2021 $ 129,480 Gain recognized to revalue derivative instrument at fair value (115,647 ) Derivative liability balance at December 31, 2022 $ 13,833 |
Note 6 - Loss Per Share
Note 6 - Loss Per Share | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | NOTE 6 The following table presents the shares used in the basic and diluted loss per common share computations: Year Ended December 31, 2022 2021 Numerator: Net loss attributable to common shareholders per common share: basic and diluted calculation $ (25,737,634 ) $ (19,657,174 ) Denominator: Weighted average common shares outstanding-basic 72,997,987 54,876,044 Effect of diluted stock options, warrants and preferred stock (1) - - Weighted average common shares outstanding-diluted 72,997,987 54,876,044 Loss per common share-basic and diluted $ (0.35 ) $ (0.36 ) ( 1 Year Ended December 31, 2022 2021 Options 981,060 1,062,871 RSUs 83,334 366,667 Warrants 36,328,731 31,699,885 Preferred stock: Series B 79,246 79,246 |
Note 7 - Income Taxes
Note 7 - Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | NOTE 7 INCOME TAXES The provision for income taxes consists of an amount for taxes currently payable and a provision for tax consequences deferred to future periods. Deferred income taxes are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The Company incurred zero income tax expense at December 31, 2022 December 31, 2021 December 31st Actual income tax benefit differs from statutory federal income tax benefit as follows: Year Ended December 31, 2022 2021 Statutory federal income tax benefit $ 5,404,903 $ 4,266,955 State tax benefit, net of federal taxes 856,735 793,282 Foreign tax benefit - - Foreign operations tax rate differential - - State rate adjustment (7,795,184 ) 5,153 Nondeductible/nontaxable items (7,709 ) (260,768 ) Goodwill impairment (1,654,212 ) (605,420 ) NOL adjustments (1,149,895 ) (612,588 ) Other 89,162 150,083 Valuation allowance increase 4,256,200 (3,075,039 ) Total income tax benefit $ - $ (661,658 ) Deferred taxes consist of the following: December 31, 2022 December 31, 2021 Deferred tax assets: Noncurrent: Inventory $ - $ - Compensation accruals 150,168 58,829 Accruals and reserves 254,213 50,537 Deferred revenue 51,198 26,198 Charitable contribution carryover 1,766 1,095 Derivatives 3,192 27,859 Intangibles 1,827,736 700,876 Right of use asset 6,925 18,543 NSQO compensation 1,625,108 1,602,429 NOL and credits 77,042,831 82,814,111 Total deferred tax assets 80,963,137 85,300,477 Deferred tax liabilities: Noncurrent: Depreciation (39,213 ) (120,353 ) Total deferred tax liabilities (39,213 ) (120,353 ) Net deferred tax assets 80,923,924 85,180,124 Less: valuation allowance (80,923,924 ) (85,180,124 ) Total $ - $ - The Company has determined, based upon its history, that it is probable that future taxable income may The Company believes it has experienced multiple ownership changes in prior years including in 2021 382 not At December 31, 2022, 2023, 382 2023 December 31, 2022. 2022 December 31, 2022, At December 31, 2021, 2022, 382 2023 December 31, 2021. 2022 December 31, 2021, The decrease in state valuation allowance from prior year is due to revaluation of state NOL’s from favorable future state tax rate changes to apply to taxable income in the years in which the NOL’s are expected to be utilized. Tax years subsequent to 2002 The Company reviews income tax positions expected to be taken in income tax returns to determine if there are any income tax uncertainties. The Company recognizes tax benefits from uncertain tax positions only if it is more likely than not no The Company recognizes interest and penalties on unrecognized tax benefits as well as interest received from favorable tax settlements within income tax expense. At December 31, 2022 2021, no |
Note 8 - Goodwill and Intangibl
Note 8 - Goodwill and Intangibles | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | NOTE 8 Goodwill and Intangibles Intangible Assets Finite-lived intangible assets consist of patents and trademarks, licensing fees, developed technology, acquired software and customer relationships, and are amortized over their estimated useful life. Amortization expense was $414,706 and $374,328 in 2022 2021, 360, Property, Plant and Equipment may not may not not As of December 31, 2022, December 31, 2021. The components of intangible assets were as follows: December 31, 2022 December 31, 2021 Gross Carrying Costs Accumulated Amortization Impairment Net Carrying Amount Gross Carrying Costs Accumulated Amortization Impairment Net Carrying Amount Patents & Trademarks $ 509,141 $ (255,276 ) $ - $ 253,865 $ 453,314 $ (230,572 ) $ - $ 222,742 Developed Technology 3,500,000 (386,459 ) (3,113,541 ) - 6,382,000 (432,733 ) (2,485,725 ) 3,463,542 Customer Relationships 200,000 (22,083 ) (177,917 ) - 645,000 (410,000 ) (37,083 ) 197,917 Tradename 80,000 (22,083 ) (57,917 ) - 478,000 (29,344 ) (370,740 ) 77,917 Total $ 4,289, 141 $ (685,901 ) $ (3,349,375 ) $ 253,865 $ 7,958,314 $ (1,102,649 ) $ (2,893,548 ) $ 3,962,118 The following table outlines the estimated future amortization expense related to intangible assets held as of December 31, 2022: Year ending December 31, Expense 2023 $ 25,774 2024 25,774 2025 25,774 2026 25,774 2027 25,774 Thereafter 124,995 Total $ 253,865 Impairment of Long-Lived Assets The Company reviews long-lived assets, including property and equipment and intangible assets with estimable useful lives, for impairment whenever events or changes in circumstances indicate that the carrying amount of such an asset may not The recoverability of an asset to be held and used is determined by comparing the carrying amount to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of the asset exceeded its estimated undiscounted future cash flows, the Company recorded an impairment charge in the amount by which the carrying amount of the asset exceeds its fair value, which is determined by either a quoted market price, if any, or a value determined by utilizing discounted cash flow techniques. The Company prepared an undiscounted cash flow as of December 31, 2022 360 not December 31, 2022. December 31, 2022 December 31, 2022 fourth 2022 The Company prepared an undiscounted cash flow as of December 31, 2021 360. not December 31, 2021. December 31, 2021 no December 31, 2021. Goodwill In accordance with ASC 350, Intangibles Goodwill and Other not In the Helomics acquisition, the Company recorded goodwill of $23,790,290. The goodwill was recorded to the Helomics segment which represents a single reporting unit. As a part of the annual impairment testing as of December 31, 2019, not not first may During the third 2021, September 30, 2021, September 30, 2021. The quantitative review as of September 30, 2021 September 30, 2021, When evaluating the fair value of Helomics reporting unit the Company used a discounted cash flow model and market comparisons. Key assumptions used to determine the estimated fair value included: (a) expected cash flow for the 10-year period following the testing date (including net revenues, costs of revenues, and operating expenses as well as estimated working capital needs and capital expenditures); (b) an estimated terminal value using a terminal year growth rate of 4.0% determined based on the growth prospects of the reporting unit; and (c) a discount rate of 15% based on management’s best estimate of the after-tax weighted average cost of capital. The Company further used a probability weighting of various forecasts to address forecast risk. Goodwill of $7,231,093 was recognized in the zPREDICTA acquisition and represents the excess of the consideration transferred over the fair values of assets acquired and liabilities assumed and represents the future economic benefits and synergies arising from the transaction. None Note 2 zPREDICTA acquisition During the second 2022, June 30, 2022, June 30, 2022. The following tables present changes in the carrying value of goodwill our consolidated balance sheet: Goodwill balance at December 31, 2020 $ 2,813,792 Impairment (2,813,792 ) Acquisition of zPREDICTA 6,857,790 Goodwill balance at December 31, 2021 $ 6,857,790 Adjustment to fair value 373,303 Impairment (7,231,093 ) Goodwill balance at December 31, 2022 $ - The majority of the inputs used in the discounted cash flow model are unobservable and thus are considered to be Level 3 1 |
Note 9 - Leases
Note 9 - Leases | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Lessee, Operating Leases [Text Block] | NOTE 9 LEASES The Company’s corporate offices are located in Eagan, Minnesota. The lease as amended has a three January 31, 2021. The offices of our Helomics subsidiary are located in Pittsburgh, Pennsylvania. We lease 20,835 square feet at this location, of which approximately 4,418 square feet are used for office space and 16,417 square feet is used for laboratory operations. We have two two February 28, 2023 second December 31, 2022. two March 1, 2023 five February 28, 2028. zPREDICTA’s offices were located in San Jose, California. The Company leased approximately 1,236 square feet at this location. The lease was month-to-month tenancy and the Company ended the lease as of January 31, 2023. Soluble Biotech’s offices are located in Birmingham, Alabama. The Company leases approximately 5,274 square feet at this location. The lease is effective through August 25, 2025. TumorGenesis’s offices were located in Salem, Massachusetts. The Company leased approximately 1,450 square feet at this location. The Company terminated the lease in September 2022. Lease expense under operating lease arrangements was $746,590 and $595,669 for 2022 2021, The following table summarizes other information related to the Company’s operating leases: December 31, 2022 December 31, 2021 Weighted average remaining lease term – operating leases in years 1.72 1.69 Weighted average discount rate – operating leases 8 % 8 % The Company’s operating lease obligation as of December 31, 2022 2023 $ 127,986 2024 71,420 2025 48,552 Total lease payments 247,958 Less interest 67,639 Present value of lease liabilities $ 180,319 |
Note 10 - Property, Plant and E
Note 10 - Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | NOTE 10 Property, Plant and Equipment Fixed Assets The Company’s fixed assets consist of the following: December 31, 2022 December 31, 2021 Computers, software and office equipment $ 463,292 $ 517,488 Laboratory equipment 3,559,362 3,456,091 Leasehold improvements 535,527 428,596 Manufacturing tooling 121,120 121,120 Demo equipment 31,554 56,614 Total 4,710,855 4,579,909 Less: Accumulated depreciation 2,877,600 2,068,338 Total fixed assets, net $ 1,833,255 $ 2,511,571 Upon retirement or sale or fixed assets, the cost and related accumulated depreciation are removed from the balance sheet and the resulting gain or loss is reflected in operations expense. Maintenance and repairs are expensed as incurred. The Company prepared an undiscounted cash flow as of December 31, 2022 360 December 31, 2022 fourth 2022. Note 8 Goodwill and Intangibles. The Company prepared an undiscounted cash flow as of December 31, 2021 360 no December 31, 2021. Note 8 Goodwill and Intangibles. Depreciation expense was $898,369 and $965,973 in 2022 2021, |
Note 11 - Segments
Note 11 - Segments | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | NOTE 11 SEGMENTS The Company has determined its reportable segments in accordance with ASC 280, Segment Reporting The Company has four Note 1 Summary of Significant Accounting Policies The table below summarizes the Company’s segment reporting as of and for years ended December 31, 2022 2021. Year Ended December 31, 2022 Skyline Helomics Soluble zPREDICTA Corporate Total Revenue $ 1,063,493 $ 6,397 $ 82,301 $ 352,379 $ 889 $ 1,505,459 Depreciation and Amortization (28,481 ) (445,686 ) (378,708 ) (390,985 ) (69,215 ) (1,313,075 ) Impairment expense goodwill - - - (7,231,093 ) - (7,231,093 ) Impairment expense intangibles - - - (3,349,375 ) - (3,349,375 ) Impairment expense Long-lived tangible assets - - (115,775 ) - (69,694 ) (185,469 ) Net loss $ (417,774 ) $ (4,122,444 ) $ (1,817,283 ) $ (11,618,762 ) $ (7,761,371 ) $ (25,737,634 ) December 31, 2022 Skyline Helomics Soluble zPREDICTA Corporate Total Assets $ 946,394 $ 931,721 $ 1,353,434 $ 123,507 $ 22,379,588 $ 25,734,644 Year Ended December 31, 2021 Skyline Helomics Soluble zPREDICTA Corporate Total Revenue $ 1,169,811 $ 13,367 $ 233,293 $ 90 $ 4,119 $ 1,420,680 Depreciation and Amortization (30,002 ) (886,642 ) (366,713 ) (40,625 ) (16,319 ) (1,340,301 ) Impairment expense goodwill - (2,813,792 ) - - - (2,813,792 ) Impairment expense intangibles - (2,893,548 ) - - - (2,893,548 ) Impairment expense acquired software - (1,249,727 ) - - - (1,249,727 ) Net loss $ (520,822 ) $ (11,326,948 ) $ (1,251,564 ) $ 531,446 $ (7,089,286 ) $ (19,657,174 ) December 31, 2021 Skyline Helomics Soluble zPREDICTA Corporate Total Assets $ 906,977 $ 1,802,792 $ 1,742,445 $ 10,782,568 $ 28,536,489 $ 43,771,271 In each December 31, 2022 2021, December 31, 2022, |
Note 12 - Retirement Savings Pl
Note 12 - Retirement Savings Plans | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Retirement Benefits [Text Block] | NOTE 12 RETIREMENT SAVINGS PLANS The Company has a pre-tax salary reduction/profit-sharing plan under the provisions of Section 401 2022 2021, 2022 2021, 2022 2021. |
Note 13 - Subsequent Events
Note 13 - Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | NOTE 13 SUBSEQUENT EVENTS The Company’s Board of Directors declared a dividend of one one 5:00 March 27, 2023 ( not one one All shares of Preferred Stock that are not not The Preferred Stock will be uncertificated, and no March 16, 2023 |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Nature of Operations and Continuance of Operations Predictive Oncology Inc., (the “Company” or “Predictive” or “we”) filed with the Secretary of State of Delaware a Certificate of Amendment to its Certificate of Incorporation to change the corporate name to Predictive Oncology Inc. on June 10, 2019, June 13, 2019. The Company operate in four 3D The Company has four 3D |
Effect of Covid-19 Pandemic [Policy Text Block] | Impact of the Coronavirus Disease 2019 In response Coronavirus Disease 2019 19” 19. 19, may 19 may 19, may 19 10 |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Adopted Accounting Standards The Company considers the applicability and impact of all Accounting Standards Updates (“ASUs”) issued by the Financial Accounting Standards Board (the “FASB”). Recently issued ASUs not not no In June 2016, 2016 13, not 12b 2 1934, January 1, 2023. |
Use of Estimates, Policy [Policy Text Block] | Accounting Policies and Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and disclosure of contingent assets and liabilities at the date of the financial statements and during the reporting period. Actual results could materially differ from those estimates. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and cash equivalents The Company considers all highly liquid instruments with maturities when purchased of three |
Receivable [Policy Text Block] | Receivables Receivables are reported at the amount the Company expects to collect on balances outstanding. The Company provides for probable uncollectible amounts through charges to earnings and credits to the valuation allowance based on management’s assessment of the current status of individual accounts. Amounts recorded in accounts receivable on the consolidated balance sheets include amounts billed and currently due from customers. The amounts due are stated at their net estimated realizable value. An allowance for doubtful accounts is maintained to provide for the estimated amount of receivables that will not 30 30 not December 31, 2022 2021. |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurements As outlined in Accounting Standards Codification (“ASC”) 820, Fair Value Measurement 820 three Level 1 Level 2 Level 3 no The Company uses observable market data, when available, in making fair value measurements. Fair value measurements are classified according to the lowest level input that is significant to the valuation. The fair value of the Company’s investment securities, which consist of cash and cash equivalents, was determined based on Level 1 3 Note 7 Derivatives 3 Note 8 Goodwill and Intangibles The acquisition of zPREDICTA was accounted for as a business combination using the acquisition method of accounting. This method requires, among other things, that assets acquired and liabilities assumed be recognized at fair value as of the acquisition date. The fair value for the assets acquired and the liabilities assumed are based on information knowable and determined by management as of the acquisition date. The majority of the inputs used in the discounted cash flow model, the relief-from-royalty method under the income approach, the distributor method under the income approach and the multi-period excess earnings method under the income approach, each are unobservable and thus are considered to be Level 3 Note 2 zPREDICTA Acquisition |
Inventory, Policy [Policy Text Block] | Inventories Inventories are stated at the lower of cost or net realizable value, with cost determined on a first first |
Property, Plant and Equipment, Policy [Policy Text Block] | Fixed Assets Fixed assets are stated at cost less accumulated depreciation. Depreciation of fixed assets is computed using the straight-line method over the estimated useful lives of the respective assets. Estimated useful asset life by classification is as follows: Years Computers, software and office equipment 3 - 10 Leasehold improvements (1) 2 - 5 Manufacturing tooling 3 - 7 Laboratory equipment 4 - 10 Demo equipment 3 ( 1 Leasehold improvements are amortized over the shorter of the useful life or the remaining lease term. Upon retirement or sale of fixed assets, the cost and related accumulated depreciation or amortization are removed from the balance sheet and the resulting gain or loss is reflected in operations. Maintenance and repairs are charged to operations expense as incurred. |
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] | Long-lived Assets Finite-lived intangible assets consist of patents and trademarks, licensing fees, developed technology, acquired software and customer relationships, and are amortized over their estimated useful life. Accumulated amortization is included in intangibles, net in the accompanying consolidated balance sheets. The Company reviews finite-lived identifiable intangible assets for impairment in accordance with ASC 360, Property, Plant and Equipment may not may not not |
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] | Goodwill In accordance with ASC 350, Intangibles Goodwill and Other not December 31, may not To determine whether goodwill is impaired, annually or more frequently if needed, the Company performs a multi-step impairment test. The Company first not may first 2017 04, Simplifying the Test for Goodwill Impairment 3 1 Note 8 Intangible Assets and Goodwill Leases not ROU assets represent our right to use an underlying asset for the duration of the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Recognition on the commencement date is based on the present value of lease payments over the lease term using an incremental borrowing rate. Leases with a term of 12 not The Company has lease agreements with lease and non-lease components, which are accounted for as a single lease component for all asset classes. Leases are accounted for at a portfolio level when similar in nature with identical or nearly identical provisions and similar effective dates and lease terms. |
Revenue from Contract with Customer [Policy Text Block] | Revenue Recognition The Company recognizes revenue when it satisfies a performance obligation by transferring control of the promised goods or services to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Sales taxes are imposed on the Company’s sales to nonexempt customers. The Company collects the taxes from the customers and remits the entire amounts to the governmental authorities. Sales taxes are excluded from revenue and expenses. Revenue from Product Sales The Company has medical device revenue consisting primarily of sales of the STREAMWAY System, as well as sales of the proprietary cleaning fluid and filters for use with the STREAMWAY System. This revenue stream is reported within both the domestic and international revenue segments. The Company sells its medical device products directly to hospitals and other medical facilities using employed sales representatives and independent contractors. Purchase orders, which are governed by sales agreements in all cases, state the final terms for unit price, quantity, shipping and payment terms. The unit price is considered the observable stand-alone selling price for the arrangements. The Company sales agreement, and Terms and Conditions, is a dually executed contract providing explicit criteria supporting the sale of the STREAMWAY System. The Company considers the combination of a purchase order and acceptance of its Terms and Conditions to be a customer’s contract in all cases. Product sales for medical devices consist of a single performance obligation that the Company satisfies at a point in time. The Company recognizes product revenue when the following events have occurred: ( 1 2 3 4 may, may 30 60 Customers may one one one All amounts billed to a customer in a sales transaction for medical devices related to shipping and handling, if any, represent revenues earned for the goods provided, and these amounts have been included in revenue. Costs related to such shipping and handling billing are classified as cost of goods sold. This revenue stream is reported under the Skyline reportable segment. Revenue from Clinical Testing C one For service revenues, the Company estimates the transaction price which is the amount of consideration it expects to be entitled to receive in exchange for providing services based on its historical collection experience using a portfolio approach as a practical expedient to account for patient contracts as collective groups rather than individually. The Company monitors its estimates of transaction price to depict conditions that exist at each reporting date. If the Company subsequently determines that it will collect more consideration than it originally estimated for a contract with a patient, it will account for the change as an increase to the estimate of the transaction price, provided that such downward adjustment does not The Company recognizes revenue from these patients when contracts as defined in ASC 606, Revenue from Contracts with Customers 30 CRO Revenue Contract revenues are generally derived from studies conducted with biopharmaceutical and pharmaceutical companies. The specific methodology for revenue recognition is determined on a case-by-case basis according to the facts and circumstances applicable to a given contract. The Company typically uses an input method that recognizes revenue based on the Company’s efforts to satisfy the performance obligation relative to the total expected inputs to the satisfaction of that performance obligation. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation on the basis of the standalone-selling price of each distinct good or service in the contract. Advance payments received in excess of revenues recognized are classified as deferred revenue until such time as the revenue recognition criteria have been met. Payment terms are net 30 Variable Consideration The Company records revenue from distributors and direct end customers in an amount that reflects the transaction price it expects to be entitled to after transferring control of those goods or services. The Company’s current contracts do not Warranty The Company generally provides one no not not Contract Balances The Company records a receivable when it has an unconditional right to receive consideration after the performance obligations are satisfied. As of December 31, 2022 2021, The Company’s contract liabilities related primarily to our zPREDICTA 3D December 31, 2022 2021, Practical Expedients The Company has elected the practical expedient not |
Valuation and Accounting for Stock Options and Warrants, Policy [Policy Text Block] | Valuation and accounting for stock options and warrants The Company determines the grant date fair value of options and warrants using a Black-Scholes option valuation model based upon assumptions regarding risk-free interest rate, expected dividend rate, volatility and estimated term. The fair value of each option and warrant grant is estimated on the grant date using the Black-Scholes option valuation model with the following assumptions: For the Year Ended December 31, 2022 2021 Stock Options Expected dividend yield 0.0% 0.0% Expected stock price volatility 86.5% - 92.2% 84.8% - 89.6% Risk-free interest rate 1.83% - 4.26% 0.93% - 1.66% Expected life (years) 10 10 Warrants Expected dividend yield 0.0% 0.0% Expected stock price volatility 92.2% 84.8% Risk-free interest rate 2.96% - 2.97% 0.42% - 0.69% Expected life (years) 5/ 5.5 5/ 5.5 For performance-based awards, we generally recognize expense over the requisite service period unless there was a compelling reason to make it shorter and when performance-based conditions are considered probable to be satisfied. For market-based awards, we determine the grant-date fair value utilizing a Monte Carlo valuation model, which incorporates various assumptions including expected stock price volatility, expected term and risk-free interest rates. Changes in the assumptions can materially affect the estimate of fair value of stock-based compensation and, consequently, the related expense recognizes that. The Company has been on the NASDAQ Capital Market since 2015 |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Research and development costs are charged to operations as incurred. Research and development costs, included within operations expense in the accompanying consolidated statements of net loss were $320,320 and $315,850 for the years ended December 31, 2022 2021, |
Other Expense Policy [Policy Text Block] | Other Expense Other expense consisted primarily of interest expense, payment penalties, amortization of original issue discounts, and loss on debt extinguishment associated to the Company’s notes payable. |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company accounts for income taxes in accordance with ASC 740, Income Taxes 740” 740, The Company reviews income tax positions expected to be taken in income tax returns to determine if there are any income tax uncertainties. The Company recognizes tax benefits from uncertain tax positions only if it is more likely than not no Under Internal Revenue Code Section 382, may 2021 382 not Tax years subsequent to 2002 |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Credit Risk Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash. The Company places its cash with high credit quality financial institutions and, by policy, generally limits the amount of credit exposure to any one December 31, 2022, not |
Risks and Uncertainties Policy [Policy Text Block] | Risks and Uncertainties The Company is subject to risks common to companies in the medical device and biopharmaceutical industries, including, but not The Company has evaluated all of its activities and concluded that no Note 13 Subsequent Events |
Note 1 - Summary of Significa_2
Note 1 - Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Property Plant and Equipment Useful Life [Table Text Block] | Years Computers, software and office equipment 3 - 10 Leasehold improvements (1) 2 - 5 Manufacturing tooling 3 - 7 Laboratory equipment 4 - 10 Demo equipment 3 |
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block] | For the Year Ended December 31, 2022 2021 Stock Options Expected dividend yield 0.0% 0.0% Expected stock price volatility 86.5% - 92.2% 84.8% - 89.6% Risk-free interest rate 1.83% - 4.26% 0.93% - 1.66% Expected life (years) 10 10 Warrants Expected dividend yield 0.0% 0.0% Expected stock price volatility 92.2% 84.8% Risk-free interest rate 2.96% - 2.97% 0.42% - 0.69% Expected life (years) 5/ 5.5 5/ 5.5 |
Note 2 - zPredicta Acquisition
Note 2 - zPredicta Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Cash consideration $ 10,015,941 Assets acquired: Cash 425,727 Accounts receivable 76,549 Prepaid expenses 25,733 Intangible assets 3,780,000 Liabilities assumed: Accrued expenses (408,825 ) Deferred tax liability (661,658 ) Contract liabilities (452,678 ) Goodwill $ 7,231,093 |
Business Acquisition, Pro Forma Information [Table Text Block] | Twelve months ended December 31, 2021 Twelve months ended December 31, 2020 Unaudited Unaudited Revenue $ 2,056,484 $ 1,815,560 Net loss attributable to common shareholders $ (19,251,734 ) $ (26,946,564 ) |
Note 3 - Inventories (Tables)
Note 3 - Inventories (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | December 31, 2022 December 31, 2021 Finished goods $ 290,616 $ 193,287 Raw materials 133,183 183,410 Work-In-Process 6,694 10,987 Total $ 430,493 $ 387,684 |
Note 4 - Stockholders' Equity_2
Note 4 - Stockholders' Equity, Stock Options and Warrants (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Sales of Stock [Table Text Block] | Offering Closing Date Shares Sale Price per Share* Investor Warrants Exercise Price per Share investor Warrants Placement Agent Warrants Exercise Price per Share Placement Agent Warrants Gross Proceeds of Offering Net Proceeds of Offering January 12, 2021 (registered direct) 3,650,840 $ 0.842 1,825,420 $ 0.80 273,813 $ 1.0525 $ 3,074,007 $ 2,731,767 January 21, 2021 (registered direct) 2,200,000 $ 1.00 1,100,000 $ 1.00 165,000 $ 1.25 $ 2,200,000 $ 1,932,050 January 26, 2021 (registered direct) 3,414,970 $ 1.20 1,707,485 $ 1.20 256,123 $ 1.50 $ 4,097,964 $ 3,668,687 February 16, 2021 (registered direct) 4,222,288 $ 1.75 2,111,144 $ 2.00 316,672 $ 2.1875 $ 7,389,004 $ 6,679,989 February 23, 2021 (private placement) 9,043,766 $ 1.95 4,521,883 $ 2.00 678,282 $ 2.4375 $ 17,635,344 $ 16,064,739 June 16, 2021 (registered direct) 15,520,911 $ 1.375 15,520,911 $ 1.25 1,164,068 $ 1.71875 $ 21,341,252 $ 19,446,296 Total 38,057,775 26,786,843 2,853,958 $ 55,737,571 $ 50,523,528 |
Share-Based Payment Arrangement, Activity [Table Text Block] | Stock Options Warrants Number of Shares Average Exercise Price Number of Shares Average Exercise Price Outstanding at December 31, 2020 1,013,547 $ 5.41 7,353,376 $ 1.99 Issued 147,230 1.06 29,640,801 1.44 Forfeited (92,593 ) 8.64 - - Expired - - (25,233 ) 10.00 Exercised (5,313 ) 0.74 (5,269,059 ) 0.86 Outstanding at December 31, 2021 1,062,871 $ 4.83 31,699,885 $ 1.66 Issued 31,970 0.42 21,062,714 0.70 Forfeited (40,241 ) 0.88 - - Expired (73,540 ) 10.42 (108,435 ) 16.48 Cancelled - - (16,325,433 ) 1.51 Outstanding at December 31, 2022 981,060 $ 4.58 36,328,731 $ 1.13 |
Schedule of Share-based Compensation Shares Authorized Under Stock Option and Warrant Plans by Exercise Price Range [Table Text Block] | Range of Exercise Prices Shares Weighted Average Remaining Life Options: $ 0.26 –0.81 266,382 8.10 $ 1.02 –1.25 50,795 8.82 $ 1.25 –1.64 318,686 5.99 $ 2.610 –7.90 208,040 6.49 $ 10.10 –5,962.50 137,157 4.55 Total 981,060 Warrants: $ 0.70 –0.80 21,626,850 4.83 $ 0.84 –1.72 10,271,436 1.68 $ 1.80 –2.18 2,758,881 3.37 $ 2.25 –10.00 1,555,778 2.51 $ 10.71 –22.50 115,786 2.25 Total 36,328,731 |
Disclosure of Share-Based Compensation Arrangements by Share-Based Payment Award [Table Text Block] | Year Shares Price 2013 123 $ 1.54 – 5,962.50 2014 84 1.54 – 3,468.75 2015 239 1.54 – 862.50 2016 6,641 1.54 – 42.50 2017 214,555 1.54 – 21.00 2018 57,868 1.54 – 13.50 2019 306,663 1.54 – 7.50 2020 297,669 0.73 – 3.48 2021 76,812 0.72 – 1.47 2022 20,406 0.26 – 0.7361 Total 981,060 $ 0.40 – $ 5,962.50 Year Shares Price 2018 196,946 $ 8.36 – 13.13 2019 1,690,286 0.85 – 11.80 2020 1,311,731 0.85 – 2.99 2021 12,067,054 0.80 – 2.44 2022 21,062,714 0.70 – 0.75 Total 36,328,731 $ 0.70 – $ 13.13 |
Note 5 - Derivatives (Tables)
Note 5 - Derivatives (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Derivative Liabilities at Fair Value [Table Text Block] | Derivative liability balance at December 31, 2020 $ 294,382 Gain recognized to revalue derivative instrument at fair value (164,902 ) Derivative liability balance at December 31, 2021 $ 129,480 Gain recognized to revalue derivative instrument at fair value (115,647 ) Derivative liability balance at December 31, 2022 $ 13,833 |
Note 6 - Loss Per Share (Tables
Note 6 - Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Year Ended December 31, 2022 2021 Numerator: Net loss attributable to common shareholders per common share: basic and diluted calculation $ (25,737,634 ) $ (19,657,174 ) Denominator: Weighted average common shares outstanding-basic 72,997,987 54,876,044 Effect of diluted stock options, warrants and preferred stock (1) - - Weighted average common shares outstanding-diluted 72,997,987 54,876,044 Loss per common share-basic and diluted $ (0.35 ) $ (0.36 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Year Ended December 31, 2022 2021 Options 981,060 1,062,871 RSUs 83,334 366,667 Warrants 36,328,731 31,699,885 Preferred stock: Series B 79,246 79,246 |
Note 7 - Income Taxes (Tables)
Note 7 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Year Ended December 31, 2022 2021 Statutory federal income tax benefit $ 5,404,903 $ 4,266,955 State tax benefit, net of federal taxes 856,735 793,282 Foreign tax benefit - - Foreign operations tax rate differential - - State rate adjustment (7,795,184 ) 5,153 Nondeductible/nontaxable items (7,709 ) (260,768 ) Goodwill impairment (1,654,212 ) (605,420 ) NOL adjustments (1,149,895 ) (612,588 ) Other 89,162 150,083 Valuation allowance increase 4,256,200 (3,075,039 ) Total income tax benefit $ - $ (661,658 ) |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, 2022 December 31, 2021 Deferred tax assets: Noncurrent: Inventory $ - $ - Compensation accruals 150,168 58,829 Accruals and reserves 254,213 50,537 Deferred revenue 51,198 26,198 Charitable contribution carryover 1,766 1,095 Derivatives 3,192 27,859 Intangibles 1,827,736 700,876 Right of use asset 6,925 18,543 NSQO compensation 1,625,108 1,602,429 NOL and credits 77,042,831 82,814,111 Total deferred tax assets 80,963,137 85,300,477 Deferred tax liabilities: Noncurrent: Depreciation (39,213 ) (120,353 ) Total deferred tax liabilities (39,213 ) (120,353 ) Net deferred tax assets 80,923,924 85,180,124 Less: valuation allowance (80,923,924 ) (85,180,124 ) Total $ - $ - |
Note 8 - Goodwill and Intangi_2
Note 8 - Goodwill and Intangibles (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | December 31, 2022 December 31, 2021 Gross Carrying Costs Accumulated Amortization Impairment Net Carrying Amount Gross Carrying Costs Accumulated Amortization Impairment Net Carrying Amount Patents & Trademarks $ 509,141 $ (255,276 ) $ - $ 253,865 $ 453,314 $ (230,572 ) $ - $ 222,742 Developed Technology 3,500,000 (386,459 ) (3,113,541 ) - 6,382,000 (432,733 ) (2,485,725 ) 3,463,542 Customer Relationships 200,000 (22,083 ) (177,917 ) - 645,000 (410,000 ) (37,083 ) 197,917 Tradename 80,000 (22,083 ) (57,917 ) - 478,000 (29,344 ) (370,740 ) 77,917 Total $ 4,289, 141 $ (685,901 ) $ (3,349,375 ) $ 253,865 $ 7,958,314 $ (1,102,649 ) $ (2,893,548 ) $ 3,962,118 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Year ending December 31, Expense 2023 $ 25,774 2024 25,774 2025 25,774 2026 25,774 2027 25,774 Thereafter 124,995 Total $ 253,865 |
Schedule of Goodwill [Table Text Block] | Goodwill balance at December 31, 2020 $ 2,813,792 Impairment (2,813,792 ) Acquisition of zPREDICTA 6,857,790 Goodwill balance at December 31, 2021 $ 6,857,790 Adjustment to fair value 373,303 Impairment (7,231,093 ) Goodwill balance at December 31, 2022 $ - |
Note 9 - Leases (Tables)
Note 9 - Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Lease, Cost [Table Text Block] | December 31, 2022 December 31, 2021 Weighted average remaining lease term – operating leases in years 1.72 1.69 Weighted average discount rate – operating leases 8 % 8 % |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | 2023 $ 127,986 2024 71,420 2025 48,552 Total lease payments 247,958 Less interest 67,639 Present value of lease liabilities $ 180,319 |
Note 10 - Property, Plant and_2
Note 10 - Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | December 31, 2022 December 31, 2021 Computers, software and office equipment $ 463,292 $ 517,488 Laboratory equipment 3,559,362 3,456,091 Leasehold improvements 535,527 428,596 Manufacturing tooling 121,120 121,120 Demo equipment 31,554 56,614 Total 4,710,855 4,579,909 Less: Accumulated depreciation 2,877,600 2,068,338 Total fixed assets, net $ 1,833,255 $ 2,511,571 |
Note 11 - Segments (Tables)
Note 11 - Segments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Year Ended December 31, 2022 Skyline Helomics Soluble zPREDICTA Corporate Total Revenue $ 1,063,493 $ 6,397 $ 82,301 $ 352,379 $ 889 $ 1,505,459 Depreciation and Amortization (28,481 ) (445,686 ) (378,708 ) (390,985 ) (69,215 ) (1,313,075 ) Impairment expense goodwill - - - (7,231,093 ) - (7,231,093 ) Impairment expense intangibles - - - (3,349,375 ) - (3,349,375 ) Impairment expense Long-lived tangible assets - - (115,775 ) - (69,694 ) (185,469 ) Net loss $ (417,774 ) $ (4,122,444 ) $ (1,817,283 ) $ (11,618,762 ) $ (7,761,371 ) $ (25,737,634 ) December 31, 2022 Skyline Helomics Soluble zPREDICTA Corporate Total Assets $ 946,394 $ 931,721 $ 1,353,434 $ 123,507 $ 22,379,588 $ 25,734,644 Year Ended December 31, 2021 Skyline Helomics Soluble zPREDICTA Corporate Total Revenue $ 1,169,811 $ 13,367 $ 233,293 $ 90 $ 4,119 $ 1,420,680 Depreciation and Amortization (30,002 ) (886,642 ) (366,713 ) (40,625 ) (16,319 ) (1,340,301 ) Impairment expense goodwill - (2,813,792 ) - - - (2,813,792 ) Impairment expense intangibles - (2,893,548 ) - - - (2,893,548 ) Impairment expense acquired software - (1,249,727 ) - - - (1,249,727 ) Net loss $ (520,822 ) $ (11,326,948 ) $ (1,251,564 ) $ 531,446 $ (7,089,286 ) $ (19,657,174 ) December 31, 2021 Skyline Helomics Soluble zPREDICTA Corporate Total Assets $ 906,977 $ 1,802,792 $ 1,742,445 $ 10,782,568 $ 28,536,489 $ 43,771,271 |
Note 1 - Summary of Significa_3
Note 1 - Summary of Significant Accounting Policies (Details Textual) | 12 Months Ended | |
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Number of Reportable Segments | 4 | |
Accounts Receivable, Allowance for Credit Loss, Current | $ 0 | $ 0 |
Accounts Receivable, after Allowance for Credit Loss, Total | 331,196 | 354,196 |
Contract with Customer, Liability, Total | 602,073 | 186,951 |
Research and Development Expense, Total | $ 320,320 | $ 315,850 |
Note 1 - Summary of Significa_4
Note 1 - Summary of Significant Accounting Policies - Schedule of Property, Plant and Equipment, Useful Life (Details) | 12 Months Ended | |
Dec. 31, 2022 | ||
Demo Equipment [Member] | ||
Property, plant, and equipment, useful life (Year) | 3 years | |
Minimum [Member] | Office Equipment [Member] | ||
Property, plant, and equipment, useful life (Year) | 3 years | |
Minimum [Member] | Leasehold Improvements [Member] | ||
Property, plant, and equipment, useful life (Year) | 2 years | [1] |
Minimum [Member] | Manufacturing Tooling [Member] | ||
Property, plant, and equipment, useful life (Year) | 3 years | |
Minimum [Member] | Laboratory Equipment [Member] | ||
Property, plant, and equipment, useful life (Year) | 4 years | |
Maximum [Member] | Office Equipment [Member] | ||
Property, plant, and equipment, useful life (Year) | 10 years | |
Maximum [Member] | Leasehold Improvements [Member] | ||
Property, plant, and equipment, useful life (Year) | 5 years | [1] |
Maximum [Member] | Manufacturing Tooling [Member] | ||
Property, plant, and equipment, useful life (Year) | 7 years | |
Maximum [Member] | Laboratory Equipment [Member] | ||
Property, plant, and equipment, useful life (Year) | 10 years | |
[1]Leasehold improvements are amortized over the shorter of the useful life or the remaining lease term. |
Note 1 - Summary of Significa_5
Note 1 - Summary of Significant Accounting Policies - Valuation Assumptions (Details) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Expected dividend yield | 0% | 0% |
Expected life (years) (Year) | 10 years | 10 years |
Measurement Input, Expected Dividend Rate [Member] | ||
Warrants and Rights Outstanding, Measurement Input | 0 | 0 |
Measurement Input, Price Volatility [Member] | ||
Warrants and Rights Outstanding, Measurement Input | 0.922 | 0.848 |
Minimum [Member] | ||
Expected stock price volatility | 86.50% | 84.80% |
Risk-free interest rate | 1.83% | 0.93% |
Minimum [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Warrants and Rights Outstanding, Measurement Input | 0.0296 | 0.0042 |
Minimum [Member] | Measurement Input, Expected Term [Member] | ||
Warrants and Rights Outstanding, Measurement Input | 5 | 5 |
Maximum [Member] | ||
Expected stock price volatility | 92.20% | 89.60% |
Risk-free interest rate | 4.26% | 1.66% |
Maximum [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Warrants and Rights Outstanding, Measurement Input | 0.0297 | 0.0069 |
Maximum [Member] | Measurement Input, Expected Term [Member] | ||
Warrants and Rights Outstanding, Measurement Input | 5.5 | 5.5 |
Note 2 - zPredicta Acquisitio_2
Note 2 - zPredicta Acquisition (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Nov. 24, 2021 | Jun. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Goodwill, Purchase Accounting Adjustments | $ 373,303 | $ 0 | |||||
Goodwill, Ending Balance | 0 | 6,857,790 | $ 2,813,792 | ||||
Impairment of Intangible Assets (Excluding Goodwill), Total | 3,349,375 | 2,893,548 | |||||
Goodwill, Impairment Loss | $ 7,231,093 | $ 2,813,792 | 7,231,093 | 2,813,792 | |||
zPREDICTA [Member] | |||||||
Payments to Acquire Businesses, Gross | $ 10,015,941 | ||||||
Business Combination, Acquisition Related Costs | $ 895,297 | ||||||
Contract with Customer, Liability, Increase (Decrease) for Contract Acquired in Business Combination | 373,303 | $ 373,303 | |||||
Goodwill, Purchase Accounting Adjustments | $ 373,303 | ||||||
Goodwill, Ending Balance | 7,231,093 | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 3,780,000 | ||||||
Goodwill, Impairment Loss | $ 7,231,093 | ||||||
zPREDICTA [Member] | Trade Names [Member] | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 80,000 | ||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 4 years | ||||||
zPREDICTA [Member] | Developed Technology [Member] | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 3,500,000 | ||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 10 years | 10 years | |||||
zPREDICTA [Member] | Customer Relationships [Member] | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 200,000 | ||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 10 years |
Note 2 - zPredicta Acquisitio_3
Note 2 - zPredicta Acquisition - Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) | Nov. 24, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Goodwill, Ending Balance | $ 0 | $ 6,857,790 | $ 2,813,792 | |
zPREDICTA [Member] | ||||
Payments to Acquire Businesses, Gross | $ 10,015,941 | |||
Cash | 425,727 | |||
Accounts receivable | 76,549 | |||
Prepaid expenses | 25,733 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 3,780,000 | |||
Accrued expenses | (408,825) | |||
Deferred tax liability | (661,658) | |||
Contract liabilities | (452,678) | |||
Goodwill, Ending Balance | $ 7,231,093 |
Note 2 - zPredicta Acquisitio_4
Note 2 - zPredicta Acquisition - Pro Form Information (Details) - zPREDICTA [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue | $ 2,056,484 | $ 1,815,560 |
Net loss attributable to common shareholders | $ (19,251,734) | $ (26,946,564) |
Note 3 - Inventories - Schedule
Note 3 - Inventories - Schedule of Inventory (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Finished goods | $ 290,616 | $ 193,287 |
Raw materials | 133,183 | 183,410 |
Work-In-Process | 6,694 | 10,987 |
Total | $ 430,493 | $ 387,684 |
Note 4 - Stockholders' Equity_3
Note 4 - Stockholders' Equity, Stock Options and Warrants (Details Textual) - USD ($) | 2 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Dec. 01, 2022 | May 16, 2022 | Oct. 24, 2019 | Feb. 28, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | May 15, 2022 | Aug. 17, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | |
Common Stock, Shares Authorized (in shares) | 200,000,000 | 200,000,000 | 200,000,000 | |||||||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1.13 | $ 1.66 | $ 1.99 | |||||||||
Sale of Stock, Agent Placement Fee, Percent of Gross Proceeds | 7.50% | |||||||||||
Sale of Stock, Management Fee, Percent of Gross Proceeds | 1% | |||||||||||
Proceeds from Warrant Exercises | $ 0 | $ 4,513,871 | ||||||||||
Stock Issued During Period, Value, New Issues | $ 6,507,050 | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Exercisable, Number (in shares) | 953,635 | 949,615 | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 4.69 | $ 5.27 | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term (Year) | 6 years 6 months 14 days | 8 years 1 month 20 days | ||||||||||
Class of Warrant or Right Number of Warrants Vested and Exercisable (in shares) | 36,328,731 | 31,699,885 | ||||||||||
Share-Based Payment Arrangement, Expense | $ 108,596 | $ 146,714 | ||||||||||
Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount | $ 16,045 | |||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Month) | 23 months | |||||||||||
Restricted Stock Units (RSUs) [Member] | ||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 450,000 | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 333,333 | 33,333 | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Outstanding, Number, Ending Balance (in shares) | 83,334 | |||||||||||
Stock Incentive Plan 2012 [Member] | ||||||||||||
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | 5,750,000 | 3,250,000 | 1,500,000 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Additional Shares Authorized (in shares) | 3,250,000 | |||||||||||
Minimum [Member] | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.70 | |||||||||||
Maximum [Member] | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 13.13 | |||||||||||
Maximum [Member] | Share-Based Payment Arrangement, Option [Member] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year) | 3 years | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | |||||||||||
Maximum [Member] | Equity Incentive Plan [Member] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year) | 3 years | |||||||||||
Warrants Issued with First May 2022 Offering [Member] | ||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 3,837,280 | |||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.70 | |||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years 6 months | |||||||||||
Existing Warrants [Member] | ||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 16,325,433 | |||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.70 | |||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years 6 months | |||||||||||
Existing Warrants [Member] | Minimum [Member] | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1 | |||||||||||
Existing Warrants [Member] | Maximum [Member] | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 2 | |||||||||||
Placement Agent Warrants [Member] | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.75 | |||||||||||
Sale of Stock, Placement Agent, Warrants Assigned, Number of Securities Called by Warrants, Percent of Shares Sold | 7.50% | 7.50% | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights, Percent of Stock Price | 125% | 125% | ||||||||||
Investor Warrants [Member] | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.86 | |||||||||||
Stock Issued During Period, Shares, Warrant Exercises (in shares) | 5,269,059 | |||||||||||
Proceeds from Warrant Exercises | $ 4,513,871 | |||||||||||
Warrant [Member] | ||||||||||||
Share-Based Payment Arrangement, Expense | $ 108,596 | 146,714 | ||||||||||
May 2022 First Offering [Member] | ||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 3,837,280 | |||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 0.60 | |||||||||||
May 2022 Second Offering [Member] | ||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 8,162,720 | |||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 0.60 | |||||||||||
May 2022 Offerings [Member] | ||||||||||||
Sale of Stock, Agent Placement Fee, Percent of Gross Proceeds | 7.50% | |||||||||||
Sale of Stock, Management Fee, Percent of Gross Proceeds | 1% | |||||||||||
Maximum Expenses Reimbursable to Placement Agent | $ 65,000 | |||||||||||
Registered Direct Offerings [Member] | ||||||||||||
Number of Warrants Issued to Each Investor, Per Two Shares of Stock Purchased (in shares) | 1 | |||||||||||
Stock Issued During Period, Value, New Issues | 15,012,492 | |||||||||||
Registered Direct Offerings [Member] | Placement Agent Warrants [Member] | ||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | |||||||||||
Registered Direct Offerings [Member] | Investor Warrants [Member] | ||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years 6 months | |||||||||||
Private Placement [Member] | ||||||||||||
Number of Warrants Issued to Each Investor, Per Two Shares of Stock Purchased (in shares) | 1 | |||||||||||
Stock Issued During Period, Value, New Issues | 16,064,739 | |||||||||||
Private Placement [Member] | Placement Agent Warrants [Member] | ||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years 6 months | |||||||||||
June 2021 Offering [Member] | Placement Agent Warrants [Member] | ||||||||||||
Warrants and Rights Outstanding, Term (Year) | 3 years | |||||||||||
Equity Line Purchase Agreement [Member] | ||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 104,651 | 315,000 | ||||||||||
Issuance or Sale of Equity, Can Be Raised | $ 15,000,000 | |||||||||||
Stock Issued During Period, Value, New Issues | $ 450,000 | $ 236,009 | ||||||||||
Sale of Stock, Remaining Available Balance | $ 9,113,829 |
Note 4 - Stockholders' Equity_4
Note 4 - Stockholders' Equity, Stock Options and Warrants - Stock Offerings (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2022 | Dec. 31, 2021 | May 16, 2022 | Dec. 31, 2020 | ||
Warrants issued (in shares) | 21,062,714 | 29,640,801 | |||
Warrants issued, exercise price (in dollars per share) | $ 1.13 | $ 1.66 | $ 1.99 | ||
Investor Warrants [Member] | |||||
Warrants issued, exercise price (in dollars per share) | $ 0.86 | ||||
Placement Agent Warrants [Member] | |||||
Warrants issued, exercise price (in dollars per share) | $ 0.75 | ||||
January 12, 2021 Registered Direct Offering [Member] | |||||
Shares issued (in shares) | 3,650,840 | ||||
Shares issued, price per share (in dollars per share) | [1] | $ 0.842 | |||
Gross proceeds | $ 3,074,007 | ||||
Net proceeds | $ 2,731,767 | ||||
January 12, 2021 Registered Direct Offering [Member] | Investor Warrants [Member] | |||||
Warrants issued (in shares) | 1,825,420 | ||||
Warrants issued, exercise price (in dollars per share) | $ 0.80 | ||||
January 12, 2021 Registered Direct Offering [Member] | Placement Agent Warrants [Member] | |||||
Warrants issued (in shares) | 273,813 | ||||
Warrants issued, exercise price (in dollars per share) | $ 1.0525 | ||||
January 21, 2021 Registered Direct Offering [Member] | |||||
Shares issued (in shares) | 2,200,000 | ||||
Shares issued, price per share (in dollars per share) | [1] | $ 1 | |||
Gross proceeds | $ 2,200,000 | ||||
Net proceeds | $ 1,932,050 | ||||
January 21, 2021 Registered Direct Offering [Member] | Investor Warrants [Member] | |||||
Warrants issued (in shares) | 1,100,000 | ||||
Warrants issued, exercise price (in dollars per share) | $ 1 | ||||
January 21, 2021 Registered Direct Offering [Member] | Placement Agent Warrants [Member] | |||||
Warrants issued (in shares) | 165,000 | ||||
Warrants issued, exercise price (in dollars per share) | $ 1.25 | ||||
January 26, 2021 Registered Direct Offering [Member] | |||||
Shares issued (in shares) | 3,414,970 | ||||
Shares issued, price per share (in dollars per share) | [1] | $ 1.20 | |||
Gross proceeds | $ 4,097,964 | ||||
Net proceeds | $ 3,668,687 | ||||
January 26, 2021 Registered Direct Offering [Member] | Investor Warrants [Member] | |||||
Warrants issued (in shares) | 1,707,485 | ||||
Warrants issued, exercise price (in dollars per share) | $ 1.20 | ||||
January 26, 2021 Registered Direct Offering [Member] | Placement Agent Warrants [Member] | |||||
Warrants issued (in shares) | 256,123 | ||||
Warrants issued, exercise price (in dollars per share) | $ 1.50 | ||||
February 16, 2021 Registered Direct Offering [Member] | |||||
Shares issued (in shares) | 4,222,288 | ||||
Shares issued, price per share (in dollars per share) | [1] | $ 1.75 | |||
Gross proceeds | $ 7,389,004 | ||||
Net proceeds | $ 6,679,989 | ||||
February 16, 2021 Registered Direct Offering [Member] | Investor Warrants [Member] | |||||
Warrants issued (in shares) | 2,111,144 | ||||
Warrants issued, exercise price (in dollars per share) | $ 2 | ||||
February 16, 2021 Registered Direct Offering [Member] | Placement Agent Warrants [Member] | |||||
Warrants issued (in shares) | 316,672 | ||||
Warrants issued, exercise price (in dollars per share) | $ 2.1875 | ||||
Febuary 23, 2021 Private Placement [Member] | |||||
Shares issued (in shares) | 9,043,766 | ||||
Shares issued, price per share (in dollars per share) | [1] | $ 1.95 | |||
Gross proceeds | $ 17,635,344 | ||||
Net proceeds | $ 16,064,739 | ||||
Febuary 23, 2021 Private Placement [Member] | Investor Warrants [Member] | |||||
Warrants issued (in shares) | 4,521,883 | ||||
Warrants issued, exercise price (in dollars per share) | $ 2 | ||||
Febuary 23, 2021 Private Placement [Member] | Placement Agent Warrants [Member] | |||||
Warrants issued (in shares) | 678,282 | ||||
Warrants issued, exercise price (in dollars per share) | $ 2.4375 | ||||
June 16, 2021 Registered Direct Offering [Member] | |||||
Shares issued (in shares) | 15,520,911 | ||||
Shares issued, price per share (in dollars per share) | [1] | $ 1.375 | |||
Gross proceeds | $ 21,341,252 | ||||
Net proceeds | $ 19,446,296 | ||||
June 16, 2021 Registered Direct Offering [Member] | Investor Warrants [Member] | |||||
Warrants issued (in shares) | 15,520,911 | ||||
Warrants issued, exercise price (in dollars per share) | $ 1.25 | ||||
June 16, 2021 Registered Direct Offering [Member] | Placement Agent Warrants [Member] | |||||
Warrants issued (in shares) | 1,164,068 | ||||
Warrants issued, exercise price (in dollars per share) | $ 1.71875 | ||||
Total Issuances [Member] | |||||
Shares issued (in shares) | 38,057,775 | ||||
Gross proceeds | $ 55,737,571 | ||||
Net proceeds | $ 50,523,528 | ||||
Total Issuances [Member] | Investor Warrants [Member] | |||||
Warrants issued (in shares) | 26,786,843 | ||||
Total Issuances [Member] | Placement Agent Warrants [Member] | |||||
Warrants issued (in shares) | 2,853,958 | ||||
[1]Sale price includes one share and a warrant to purchase one-half share (or one whole share in the case of the June 16, 2021 offering). |
Note 4 - Stockholders' Equity_5
Note 4 - Stockholders' Equity, Stock Options and Warrants - Summary of Transactions for Stock Options and Warrants (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Warrants, outstanding (in shares) | 31,699,885 | 7,353,376 |
Warrants, average exercise price (in dollars per share) | $ 1.66 | $ 1.99 |
Warrants, issued (in shares) | 21,062,714 | 29,640,801 |
Issued, average exercise price, warrants (in dollars per share) | $ 0.70 | $ 1.44 |
Warrants,forfeited (in shares) | 0 | 0 |
Warrants,expired (in shares) | (108,435) | (25,233) |
Expired, average exercise price, warrants (in dollars per share) | $ 16.48 | $ 10 |
Warrants,exercised (in shares) | (5,269,059) | |
Exercised, average exercise price, warrants (in dollars per share) | $ 0.86 | |
Warrants,cancelled (in shares) | (16,325,433) | |
Cancelled, average exercise price, warrants (in dollars per share) | $ 1.51 | |
Number of Shares Outstanding (in shares) | 981,060 | |
Warrants, outstanding (in shares) | 36,328,731 | 31,699,885 |
Warrants, average exercise price, warrants (in dollars per share) | $ 1.13 | $ 1.66 |
Share-Based Payment Arrangement, Option [Member] | ||
Number of Shares Outstanding (in shares) | 1,062,871 | 1,013,547 |
Average Exercise Price Outstanding (in dollars per share) | $ 4.83 | $ 5.41 |
Number of Shares Issued (in shares) | 31,970 | 147,230 |
Average Exercise Price Issued (in dollars per share) | $ 0.42 | $ 1.06 |
Number of Shares Forfeited (in shares) | (40,241) | (92,593) |
Average Exercise Price Forfeited (in dollars per share) | $ 0.88 | $ 8.64 |
Number of Shares Expired (in shares) | (73,540) | 0 |
Average Exercise Price Expired (in dollars per share) | $ 10.42 | $ 0 |
Number of Shares Exercised (in shares) | (5,313) | |
Average Exercise Price Exercised (in dollars per share) | $ 0.74 | |
Number of Shares Cancelled (in shares) | 0 | |
Average Exercise Price Cancelled (in dollars per share) | $ 0 | |
Number of Shares Outstanding (in shares) | 981,060 | 1,062,871 |
Average Exercise Price Outstanding (in dollars per share) | $ 4.58 | $ 4.83 |
Note 4 - Stockholders' Equity_6
Note 4 - Stockholders' Equity, Stock Options and Warrants - Summary of Status of Options and Warrants Outstanding (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Shares, options (in shares) | 981,060 | ||
Warrants issued, exercise price (in dollars per share) | $ 1.13 | $ 1.66 | $ 1.99 |
Shares, warrants (in shares) | 36,328,731 | 31,699,885 | 7,353,376 |
Minimum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 0.70 | ||
Maximum [Member] | |||
Warrants issued, exercise price (in dollars per share) | 13.13 | ||
Stock Options One [Member] | |||
Options, lower limit (in dollars per share) | 0.26 | ||
Options, upper limit (in dollars per share) | $ 0.81 | ||
Shares, options (in shares) | 266,382 | ||
Weighted average remaining life, options (Year) | 8 years 1 month 6 days | ||
Stock Options Two [Member] | |||
Options, lower limit (in dollars per share) | $ 1.02 | ||
Options, upper limit (in dollars per share) | $ 1.25 | ||
Shares, options (in shares) | 50,795 | ||
Weighted average remaining life, options (Year) | 8 years 9 months 25 days | ||
Stock Options Three [Member] | |||
Options, lower limit (in dollars per share) | $ 1.25 | ||
Options, upper limit (in dollars per share) | $ 1.64 | ||
Shares, options (in shares) | 318,686 | ||
Weighted average remaining life, options (Year) | 5 years 11 months 26 days | ||
Stock Options Four [Member] | |||
Options, lower limit (in dollars per share) | $ 2.610 | ||
Options, upper limit (in dollars per share) | $ 7.90 | ||
Shares, options (in shares) | 208,040 | ||
Weighted average remaining life, options (Year) | 6 years 5 months 26 days | ||
Stock Options Five [Member] | |||
Options, lower limit (in dollars per share) | $ 10.10 | ||
Options, upper limit (in dollars per share) | $ 5,926.50 | ||
Shares, options (in shares) | 137,157 | ||
Weighted average remaining life, options (Year) | 4 years 6 months 18 days | ||
Warrant One [Member] | |||
Shares, warrants (in shares) | 21,626,850 | ||
Weighted average remaining life, warrants (Year) | 4 years 9 months 29 days | ||
Warrant One [Member] | Minimum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 0.70 | ||
Warrant One [Member] | Maximum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 0.80 | ||
Warrant Two [Member] | |||
Shares, warrants (in shares) | 10,271,436 | ||
Weighted average remaining life, warrants (Year) | 1 year 8 months 4 days | ||
Warrant Two [Member] | Minimum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 0.84 | ||
Warrant Two [Member] | Maximum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 1.72 | ||
Warrant Three [Member] | |||
Shares, warrants (in shares) | 2,758,881 | ||
Weighted average remaining life, warrants (Year) | 3 years 4 months 13 days | ||
Warrant Three [Member] | Minimum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 1.80 | ||
Warrant Three [Member] | Maximum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 2.18 | ||
Warrant Four [Member] | |||
Shares, warrants (in shares) | 1,555,778 | ||
Weighted average remaining life, warrants (Year) | 2 years 6 months 3 days | ||
Warrant Four [Member] | Minimum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 2.25 | ||
Warrant Four [Member] | Maximum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 10 | ||
Warrant Five [Member] | |||
Shares, warrants (in shares) | 115,786 | ||
Weighted average remaining life, warrants (Year) | 2 years 3 months | ||
Warrant Five [Member] | Minimum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 10.71 | ||
Warrant Five [Member] | Maximum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 22.50 |
Note 4 - Stockholders' Equity_7
Note 4 - Stockholders' Equity, Stock Options and Warrants - Schedule of Listing of Stock Options and Warrants (Details) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Shares, options (in shares) | 981,060 | ||
Shares, warrants (in shares) | 36,328,731 | 31,699,885 | 7,353,376 |
Warrants issued, exercise price (in dollars per share) | $ 1.13 | $ 1.66 | $ 1.99 |
Stock Options 2022 [Member] | |||
Shares, options (in shares) | 20,406 | ||
Minimum [Member] | |||
Price, options (in dollars per share) | $ 0.40 | ||
Warrants issued, exercise price (in dollars per share) | 0.70 | ||
Minimum [Member] | Stock Options 2022 [Member] | |||
Price, options (in dollars per share) | 0.26 | ||
Maximum [Member] | |||
Price, options (in dollars per share) | 5,962.50 | ||
Warrants issued, exercise price (in dollars per share) | 13.13 | ||
Maximum [Member] | Stock Options 2022 [Member] | |||
Price, options (in dollars per share) | $ 0.7361 | ||
Warrants 2018 [Member] | |||
Shares, warrants (in shares) | 196,946 | ||
Warrants 2018 [Member] | Minimum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 8.36 | ||
Warrants 2018 [Member] | Maximum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 13.13 | ||
Warrants 2019 [Member] | |||
Shares, warrants (in shares) | 1,690,286 | ||
Warrants 2019 [Member] | Minimum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 0.85 | ||
Warrants 2019 [Member] | Maximum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 11.80 | ||
Warrants 2020 [Member] | |||
Shares, warrants (in shares) | 1,311,731 | ||
Warrants 2020 [Member] | Minimum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 0.85 | ||
Warrants 2020 [Member] | Maximum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 2.99 | ||
Warrants 2021 [Member] | |||
Shares, warrants (in shares) | 12,067,054 | ||
Warrants 2021 [Member] | Minimum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 0.80 | ||
Warrants 2021 [Member] | Maximum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 2.44 | ||
Warrants 2022 [Member] | |||
Shares, warrants (in shares) | 21,062,714 | ||
Warrants 2022 [Member] | Minimum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 0.70 | ||
Warrants 2022 [Member] | Maximum [Member] | |||
Warrants issued, exercise price (in dollars per share) | $ 0.75 | ||
Stock Options 2013 [Member] | |||
Shares, options (in shares) | 123 | ||
Stock Options 2013 [Member] | Minimum [Member] | |||
Price, options (in dollars per share) | $ 1.54 | ||
Stock Options 2013 [Member] | Maximum [Member] | |||
Price, options (in dollars per share) | $ 5,962.50 | ||
Stock Options 2014 [Member] | |||
Shares, options (in shares) | 84 | ||
Stock Options 2014 [Member] | Minimum [Member] | |||
Price, options (in dollars per share) | $ 1.54 | ||
Stock Options 2014 [Member] | Maximum [Member] | |||
Price, options (in dollars per share) | $ 3,468.75 | ||
Stock Options 2015 [Member] | |||
Shares, options (in shares) | 239 | ||
Stock Options 2015 [Member] | Minimum [Member] | |||
Price, options (in dollars per share) | $ 1.54 | ||
Stock Options 2015 [Member] | Maximum [Member] | |||
Price, options (in dollars per share) | $ 862.50 | ||
Stock Options 2016 [Member] | |||
Shares, options (in shares) | 6,641 | ||
Stock Options 2016 [Member] | Minimum [Member] | |||
Price, options (in dollars per share) | $ 1.54 | ||
Stock Options 2016 [Member] | Maximum [Member] | |||
Price, options (in dollars per share) | $ 42.50 | ||
Stock Options 2017 [Member] | |||
Shares, options (in shares) | 214,555 | ||
Stock Options 2017 [Member] | Minimum [Member] | |||
Price, options (in dollars per share) | $ 1.54 | ||
Stock Options 2017 [Member] | Maximum [Member] | |||
Price, options (in dollars per share) | $ 21 | ||
Stock Options 2018 [Member] | |||
Shares, options (in shares) | 57,868 | ||
Stock Options 2018 [Member] | Minimum [Member] | |||
Price, options (in dollars per share) | $ 1.54 | ||
Stock Options 2018 [Member] | Maximum [Member] | |||
Price, options (in dollars per share) | $ 13.50 | ||
Stock Options 2019 [Member] | |||
Shares, options (in shares) | 306,663 | ||
Stock Options 2019 [Member] | Minimum [Member] | |||
Price, options (in dollars per share) | $ 1.54 | ||
Stock Options 2019 [Member] | Maximum [Member] | |||
Price, options (in dollars per share) | $ 7.50 | ||
Stock Options 2020 [Member] | |||
Shares, options (in shares) | 297,669 | ||
Stock Options 2020 [Member] | Minimum [Member] | |||
Price, options (in dollars per share) | $ 0.73 | ||
Stock Options 2020 [Member] | Maximum [Member] | |||
Price, options (in dollars per share) | $ 3.48 | ||
Stock Options 2021 [Member] | |||
Shares, options (in shares) | 76,812 | ||
Stock Options 2021 [Member] | Minimum [Member] | |||
Price, options (in dollars per share) | $ 0.72 | ||
Stock Options 2021 [Member] | Maximum [Member] | |||
Price, options (in dollars per share) | $ 1.47 |
Note 5 - Derivatives (Details T
Note 5 - Derivatives (Details Textual) - USD ($) | 12 Months Ended | |||||||||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 01, 2021 | Feb. 28, 2021 | Jun. 30, 2020 | May 08, 2020 | Mar. 18, 2020 | Feb. 05, 2020 | Sep. 30, 2019 | |
Embedded Derivative, Fair Value of Embedded Derivative Liability | $ 13,833 | $ 129,480 | $ 294,382 | |||||||
Gain (Loss) on Derivative Instruments, Net, Pretax, Total | 115,647 | 164,902 | ||||||||
Promissory Note 2020 Conversion Feature, Tranche One [Member] | ||||||||||
Embedded Derivative, Fair Value of Embedded Derivative Liability | $ 68,796 | |||||||||
Promissory Note 2020 Conversion Feature, Tranche Two [Member] | ||||||||||
Embedded Derivative, Fair Value of Embedded Derivative Liability | 52,125 | |||||||||
Promissory Note 2020 Conversion Feature, Tranche Three [Member] | ||||||||||
Embedded Derivative, Fair Value of Embedded Derivative Liability | $ 20,542 | |||||||||
Promissory Note 2020 Conversion Feature [Member] | ||||||||||
Derivative, Gain (Loss) on Derivative, Net, Total | 104,529 | |||||||||
Derivative Liability, Total | $ 0 | |||||||||
A, B and Agent Warrants [Member] | ||||||||||
Derivative, Gain (Loss) on Derivative, Net, Total | 37,981 | (7,683) | ||||||||
Derivative Liability, Total | 3,355 | 41,336 | $ 2,669,995 | |||||||
Warrants and Agent Warrants In Connection With May 2020 Warrant [Member] | ||||||||||
Derivative Liability, Total | $ 1,324,184 | |||||||||
Gain (Loss) on Derivative Instruments, Net, Pretax, Total | (460,065) | |||||||||
Agent Warrants Issued in Connection with May 2020 Offering [Member] | ||||||||||
Derivative, Gain (Loss) on Derivative, Net, Total | 38,167 | (8,827) | ||||||||
Derivative Liability, Total | 4,479 | 31,120 | ||||||||
Warrants and Agent Warrants In Connection With June 2020 Warrant [Member] | ||||||||||
Derivative Liability, Total | $ 1,749,721 | |||||||||
Gain (Loss) on Derivative Instruments, Net, Pretax, Total | $ 834,520 | |||||||||
Agent Warrants In Connection With June 2020 Warrant [Member] | ||||||||||
Derivative, Gain (Loss) on Derivative, Net, Total | 39,499 | (12,797) | ||||||||
Derivative Liability, Total | $ 5,999 | 45,498 | ||||||||
Promissory Note 2019 Conversion Feature [Member] | ||||||||||
Derivative, Gain (Loss) on Derivative, Net, Total | $ 89,680 | |||||||||
Derivative Liability, Total | $ 495,100 | |||||||||
Promissory Note 2019 Conversion Feature Agent Warrants [Member] | ||||||||||
Derivative Liability, Total | $ 0 |
Note 5 - Derivatives - Change i
Note 5 - Derivatives - Change in Fair Value of Derivative Liabilities (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Derivative liability balance | $ 129,480 | $ 294,382 |
Gain recognized to revalue derivative instrument at fair value | (115,647) | (164,902) |
Derivative liability balance | $ 13,833 | $ 129,480 |
Note 6 - Loss Per Share - Share
Note 6 - Loss Per Share - Shares Used in Basic and Diluted Loss Per Common Share Computations (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | ||
Net loss attributable to common shareholders per common share: basic and diluted calculation | $ (25,737,634) | $ (19,657,174) | |
Weighted average shares used in computation - basic and diluted (in shares) | [1] | 72,997,987 | 54,876,044 |
Effect of diluted stock options, warrants and preferred stock (1) (in shares) | 0 | 0 | |
Weighted average common shares outstanding-diluted (in shares) | 72,997,987 | 54,876,044 | |
Loss per common share - basic and diluted (in dollars per share) | $ (0.35) | $ (0.36) | |
[1]The following is a summary of the number of underlying shares outstanding at the end of the respective periods that have been excluded from the diluted calculations because the effect on loss per common share would have been anti-dilutive: Year Ended December 31, 2022 2021 Options 981,060 1,062,871 RSUs 83,334 366,667 Warrants 36,328,731 31,699,885 Preferred stock: Series B 79,246 79,246 |
Note 6 - Loss Per Share - Antid
Note 6 - Loss Per Share - Antidilutive Securities Excluded from the Diluted Calculations (Details) - shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Share-Based Payment Arrangement, Option [Member] | ||
Antidilutive Securities (in shares) | 981,060 | 1,062,871 |
Restricted Stock Units (RSUs) [Member] | ||
Antidilutive Securities (in shares) | 83,334 | 366,667 |
Warrant [Member] | ||
Antidilutive Securities (in shares) | 36,328,731 | 31,699,885 |
Series B Convertible Preferred Stock [Member] | ||
Antidilutive Securities (in shares) | 79,246 | 79,246 |
Note 7 - Income Taxes (Details
Note 7 - Income Taxes (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Expense (Benefit), Total | $ 0 | $ (661,658) |
Valuation Allowance Percentage | 100% | |
Unrecognized Tax Benefits, Ending Balance | 0 | |
Domestic Tax Authority [Member] | ||
Operating Loss Carryforwards | 316,548,085 | $ 308,990,822 |
Deferred Tax Assets, Operating Loss Carryforwards, Subject to Expiration | 254,897,407 | 259,490,005 |
Deferred Tax Assets, Operating Loss Carryforwards, Not Subject to Expiration | 60,829,929 | 49,500,817 |
Operating Loss Carryforwards, Valuation Allowance | 66,733,005 | 62,034,750 |
State and Local Jurisdiction [Member] | ||
Operating Loss Carryforwards | 232,097,127 | 227,277,399 |
Operating Loss Carryforwards, Valuation Allowance | $ 14,190,055 | $ 23,145,374 |
Note 7 - Income Taxes - Reconci
Note 7 - Income Taxes - Reconciliation of Income Tax Benefit (Expense) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Statutory federal income tax benefit | $ 5,404,903 | $ 4,266,955 |
State tax benefit, net of federal taxes | 856,735 | 793,282 |
Foreign tax benefit | 0 | 0 |
Foreign operations tax rate differential | 0 | 0 |
State rate adjustment | (7,795,184) | 5,153 |
Nondeductible/nontaxable items | (7,709) | (260,768) |
Goodwill impairment | 1,654,212 | 605,420 |
NOL adjustments | (1,149,895) | (612,588) |
Other | 89,162 | 150,083 |
Valuation allowance increase | 4,256,200 | (3,075,039) |
Total income tax benefit | $ 0 | $ (661,658) |
Note 7 - Income Taxes - Compone
Note 7 - Income Taxes - Components of Deferred Income Taxes (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Inventory | $ 0 | $ 0 |
Compensation accruals | 150,168 | 58,829 |
Accruals and reserves | 254,213 | 50,537 |
Deferred revenue | 51,198 | 26,198 |
Charitable contribution carryover | 1,766 | 1,095 |
Derivatives | 3,192 | 27,859 |
Intangibles | 1,827,736 | 700,876 |
Right of use asset | 6,925 | 18,543 |
NSQO compensation | 1,625,108 | 1,602,429 |
NOL and credits | 77,042,831 | 82,814,111 |
Total deferred tax assets | 80,963,137 | 85,300,477 |
Depreciation | (39,213) | (120,353) |
Total deferred tax liabilities | (39,213) | (120,353) |
Net deferred tax assets | 80,923,924 | 85,180,124 |
Less: valuation allowance | (80,923,924) | (85,180,124) |
Total | $ 0 | $ 0 |
Note 8 - Goodwill and Intangi_3
Note 8 - Goodwill and Intangibles (Details Textual) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | Sep. 30, 2021 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Nov. 24, 2021 USD ($) | Dec. 31, 2020 USD ($) | Apr. 04, 2019 USD ($) | |
Amortization of Intangible Assets | $ 414,706 | $ 374,328 | ||||||
Intangible Assets, Net (Excluding Goodwill), Total | $ 253,865 | 253,865 | 3,962,118 | |||||
Impairment of Intangible Assets (Excluding Goodwill), Total | 3,349,375 | 2,893,548 | ||||||
Tangible Asset Impairment Charges, Total | 185,469 | 1,249,727 | ||||||
Impairment of Intangible Assets, Software Acquired | 1,249,727 | |||||||
Goodwill, Ending Balance | $ 0 | 0 | 6,857,790 | $ 2,813,792 | ||||
Goodwill, Impairment Loss | $ 7,231,093 | $ 2,813,792 | $ 7,231,093 | $ 2,813,792 | ||||
Goodwill, Impaired, Accumulated Impairment Loss | $ 23,790,290 | |||||||
Measurement Input, Expected Cash Flow Term [Member] | ||||||||
Reporting Unit Measurement Input | 10 | 10 | 10 | |||||
Measurement Input, Long-Term Revenue Growth Rate [Member] | ||||||||
Reporting Unit Measurement Input | 4 | 4 | 4 | |||||
Measurement Input, Discount Rate [Member] | ||||||||
Reporting Unit Measurement Input | 65 | 15 | 65 | |||||
Helomics Holding Corp. [Member] | ||||||||
Goodwill, Ending Balance | $ 23,790,290 | |||||||
zPREDICTA [Member] | ||||||||
Goodwill, Ending Balance | $ 7,231,093 | |||||||
Goodwill, Impairment Loss | $ 7,231,093 | |||||||
Soluble [Member] | ||||||||
Tangible Asset Impairment Charges, Total | $ 185,469 |
Note 8 - Goodwill and Intangi_4
Note 8 - Goodwill and Intangibles - Components of Intangible Assets (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Accumulated Amortization | $ (685,901) | $ (1,102,649) |
Net Carrying Amount | 253,865 | |
Impairment, indefinite | 3,349,375 | 2,893,548 |
Total, Gross Carrying Costs | 4,289,141 | 7,958,314 |
Impairment | 3,349,375 | 2,893,548 |
Total, Net Carrying Amount | 253,865 | 3,962,118 |
Trade Names 1 [Member] | ||
Tradename | 80,000 | 478,000 |
Indefinite, accumulated amortization | (22,083) | (29,344) |
Impairment, indefinite | 57,917 | 370,740 |
Tradename | 0 | 77,917 |
Patents and Trademarks [Member] | ||
Gross Carrying Costs | 509,141 | 453,314 |
Accumulated Amortization | (255,276) | (230,572) |
Impairment, finite | 0 | 0 |
Net Carrying Amount | 253,865 | 222,742 |
Developed Technology Rights [Member] | ||
Gross Carrying Costs | 3,500,000 | 6,382,000 |
Accumulated Amortization | (386,459) | (432,733) |
Impairment, finite | 3,113,541 | 2,485,725 |
Net Carrying Amount | 0 | 3,463,542 |
Customer Relationships [Member] | ||
Gross Carrying Costs | 200,000 | 645,000 |
Accumulated Amortization | (22,083) | (410,000) |
Impairment, finite | 177,917 | 37,083 |
Net Carrying Amount | $ 0 | $ 197,917 |
Note 8 - Goodwill and Intangi_5
Note 8 - Goodwill and Intangibles - Estimated Future Amortization Expense (Details) | Dec. 31, 2022 USD ($) |
2023 | $ 25,774 |
2024 | 25,774 |
2025 | 25,774 |
2026 | 25,774 |
2027 | 25,774 |
Thereafter | 124,995 |
Total | $ 253,865 |
Note 8 - Goodwill and Intangi_6
Note 8 - Goodwill and Intangibles - Goodwill (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill | $ 2,813,792 | $ 6,857,790 | $ 2,813,792 | ||
Impairment | $ (7,231,093) | $ (2,813,792) | (7,231,093) | (2,813,792) | |
Adjustment to fair value | 373,303 | 0 | |||
Goodwill | 0 | 6,857,790 | |||
zPREDICTA [Member] | |||||
Impairment | $ (7,231,093) | ||||
Acquisition of zPREDICTA | $ 6,857,790 | ||||
Adjustment to fair value | $ 373,303 |
Note 9 - Leases (Details Textua
Note 9 - Leases (Details Textual) | 12 Months Ended | ||
Dec. 31, 2022 USD ($) ft² a | Dec. 31, 2021 USD ($) ft² | Mar. 01, 2023 | |
Operating Lease, Expense | $ | $ 746,590 | $ 595,669 | |
Corporate Office, Minnesota [Member] | |||
Lessee, Operating Lease, Term of Contract (Year) | 3 years | ||
Area of Real Estate Property (Square Foot) | 5,773 | ||
Corporate Office, Minnesota, Used for Office Space [Member] | |||
Area of Real Estate Property (Square Foot) | 2,945 | ||
Corporate Office, Minnesota, Used for Manufacturing [Member] | |||
Area of Real Estate Property (Square Foot) | 2,828 | ||
Helomics' Offices [Member] | |||
Lessee, Operating Lease, Term of Contract (Year) | 2 years | ||
Area of Real Estate Property (Square Foot) | a | 20,835 | ||
Helomics' Offices [Member] | Subsequent Event [Member] | |||
Lessee, Operating Lease, Lease Not yet Commenced, Term of Contract (Year) | 5 years | ||
Helomics Offices, Lease Area for Office Space [Member] | |||
Area of Real Estate Property (Square Foot) | a | 4,418 | ||
Helomics Offices, Lease Area for Laboratory [Member] | |||
Area of Real Estate Property (Square Foot) | 16,417 | ||
zPREDICTA Offices in San Jose California [Member] | |||
Area of Real Estate Property (Square Foot) | 1,236 | ||
Soluble Biodtech Offices in Birmingham, Alabama [Member] | |||
Area of Real Estate Property (Square Foot) | a | 5,274 | ||
TumorGenesis Offices In Salem Massachusetts [Member] | |||
Area of Real Estate Property (Square Foot) | 1,450 |
Note 9 - Leases - Lease Informa
Note 9 - Leases - Lease Information (Details) | Dec. 31, 2022 | Dec. 31, 2021 |
Weighted average remaining lease term – operating leases in years (Year) | 1 year 8 months 19 days | 1 year 8 months 8 days |
Weighted average discount rate – operating leases | 8% | 8% |
Note 9 - Leases - Rent Obligati
Note 9 - Leases - Rent Obligation (Details) | Dec. 31, 2022 USD ($) |
2023 | $ 127,986 |
2024 | 71,420 |
2025 | 48,552 |
Total lease payments | 247,958 |
Less interest | 67,639 |
Present value of lease liabilities | $ 180,319 |
Note 10 - Property, Plant and_3
Note 10 - Property, Plant and Equipment (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Impairment of Intangible Assets (Excluding Goodwill), Total | $ 3,349,375 | $ 2,893,548 | |
Tangible Asset Impairment Charges, Total | 185,469 | 1,249,727 | |
Impairment of Intangible Assets, Software Acquired | 1,249,727 | ||
Depreciation, Total | $ 898,369 | 965,973 | |
Other Finite-lived Intangible Assets [Member] | |||
Impairment of Intangible Assets (Excluding Goodwill), Total | $ 0 | ||
Tangible Asset Impairment Charges, Total | $ 185,469 |
Note 10 - Property, Plant and_4
Note 10 - Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant, and Equipment Gross | $ 4,710,855 | $ 4,579,909 |
Less: Accumulated depreciation | 2,877,600 | 2,068,338 |
Total fixed assets, net | 1,833,255 | 2,511,571 |
Office Equipment [Member] | ||
Property, Plant, and Equipment Gross | 463,292 | 517,488 |
Laboratory Equipment [Member] | ||
Property, Plant, and Equipment Gross | 3,559,362 | 3,456,091 |
Leasehold Improvements [Member] | ||
Property, Plant, and Equipment Gross | 535,527 | 428,596 |
Manufacturing Tooling [Member] | ||
Property, Plant, and Equipment Gross | 121,120 | 121,120 |
Demo Equipment [Member] | ||
Property, Plant, and Equipment Gross | $ 31,554 | $ 56,614 |
Note 11 - Segments (Details Tex
Note 11 - Segments (Details Textual) | 12 Months Ended |
Dec. 31, 2022 | |
Number of Operating Segments | 4 |
Note 11 - Segments - Segments (
Note 11 - Segments - Segments (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue | $ 1,505,459 | $ 1,420,680 | ||
Depreciation and Amortization | (1,313,075) | (1,340,301) | ||
Impairment | $ (7,231,093) | $ (2,813,792) | (7,231,093) | (2,813,792) |
Impairment expense – intangibles | (3,349,375) | (2,893,548) | ||
Impairment expense – Long-lived tangible assets | (185,469) | (1,249,727) | ||
Net loss | (25,737,634) | (19,657,174) | ||
Assets | 25,734,644 | 43,771,271 | ||
Impairment expense – acquired software | (1,249,727) | |||
Corporate, Non-Segment [Member] | ||||
Revenue | 889 | 4,119 | ||
Depreciation and Amortization | (69,215) | (16,319) | ||
Impairment expense – Long-lived tangible assets | (69,694) | |||
Net loss | (7,761,371) | (7,089,286) | ||
Assets | 22,379,588 | 28,536,489 | ||
Skyline [Member] | Operating Segments [Member] | ||||
Revenue | 1,063,493 | 1,169,811 | ||
Depreciation and Amortization | (28,481) | (30,002) | ||
Impairment expense – Long-lived tangible assets | 0 | |||
Net loss | (417,774) | (520,822) | ||
Assets | 946,394 | 906,977 | ||
Helomics Segment [Member] | Operating Segments [Member] | ||||
Revenue | 6,397 | 13,367 | ||
Depreciation and Amortization | (445,686) | (886,642) | ||
Impairment | 0 | (2,813,792) | ||
Impairment expense – intangibles | 0 | (2,893,548) | ||
Impairment expense – Long-lived tangible assets | 0 | |||
Net loss | (4,122,444) | (11,326,948) | ||
Assets | 931,721 | 1,802,792 | ||
Impairment expense – acquired software | (1,249,727) | |||
Soluble [Member] | Operating Segments [Member] | ||||
Revenue | 82,301 | 233,293 | ||
Depreciation and Amortization | (378,708) | (366,713) | ||
Impairment expense – Long-lived tangible assets | (115,775) | |||
Net loss | (1,817,283) | (1,251,564) | ||
Assets | 1,353,434 | 1,742,445 | ||
zPREDICTA [Member] | Operating Segments [Member] | ||||
Revenue | 352,379 | 90 | ||
Depreciation and Amortization | (390,985) | (40,625) | ||
Impairment | (7,231,093) | |||
Impairment expense – intangibles | (3,349,375) | |||
Impairment expense – Long-lived tangible assets | 0 | |||
Net loss | (11,618,762) | 531,446 | ||
Assets | $ 123,507 | $ 10,782,568 |
Note 12 - Retirement Savings _2
Note 12 - Retirement Savings Plans (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2019 | |
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 100% | ||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 4% | ||
Defined Contribution Plan, Employer Contribution Amount | $ 99,924 | $ 127,953 | |
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 0 | $ 0 |
Note 13 - Subsequent Events (De
Note 13 - Subsequent Events (Details Textual) | 12 Months Ended |
Dec. 31, 2022 $ / shares | |
Preferred Stock, Number of Votes, Per One-thousandth of A Share (in dollars per share) | 1,000 |
Series F Preferred Stock [Member] | |
Common Stock, Dividends, Per Share, Declared (in dollars per share) | $ 0.001 |
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.01 |
Preferred Stock, Number of Votes, Per Share | 1,000,000 |