Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 13, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2023 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2023 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-36457 | |
Entity Registrant Name | PROVECTUS BIOPHARMACEUTICALS, INC. | |
Entity Central Index Key | 0000315545 | |
Entity Tax Identification Number | 90-0031917 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 800 S. Gay Street | |
Entity Address, Address Line Two | Suite 1610 | |
Entity Address, City or Town | Knoxville | |
Entity Address, State or Province | TN | |
Entity Address, Postal Zip Code | 37929 | |
City Area Code | 866 | |
Local Phone Number | 594-5999 | |
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 | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 419,522,119 | |
Entity Information, Former Legal or Registered Name | Not Applicable |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Current Assets: | ||
Cash | $ 367,250 | $ 21,605 |
Restricted cash | 1,042,957 | 1,410,102 |
Short-term receivables | 947 | 394 |
Prepaid expenses and other current assets | 181,180 | 467,081 |
Total Current Assets | 1,592,334 | 1,899,182 |
Equipment and furnishings, less accumulated depreciation of $108,764 and $102,073, respectively | 14,250 | 20,941 |
Operating lease right-of-use asset | 83,509 | 117,123 |
Total Assets | 1,690,093 | 2,037,246 |
Current Liabilities: | ||
Accounts payable | 1,785,322 | 2,094,258 |
Unearned grant revenue | 1,074,358 | 1,510,958 |
Other accrued expenses | 3,057,678 | 2,404,012 |
Accrued interest | 13,867 | 30,844 |
Accrued interest - related parties | 122,646 | 40,992 |
Notes payable | 78,066 | 239,394 |
Convertible notes payable | 775,000 | 625,000 |
Operating lease liability, current portion | 47,146 | 44,422 |
Total Current Liabilities | 9,171,583 | 8,192,380 |
Operating lease liability, non-current portion | 37,714 | 73,376 |
Total Liabilities | 9,209,297 | 8,265,756 |
Commitments, contingencies, and litigations (Note 12) | ||
Stockholders’ Deficit: | ||
Preferred stock, value | ||
Common stock; par value $0.001 per share; 1,000,000,000 shares authorized; 419,522,119 and 419,497,119 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively | 419,522 | 419,497 |
Additional paid-in capital | 244,101,958 | 242,954,193 |
Accumulated other comprehensive loss | (36,207) | (35,679) |
Accumulated deficit | (252,026,996) | (249,588,641) |
Total Stockholders’ Deficit | (7,519,204) | (6,228,510) |
Total Liabilities and Stockholders’ Deficit | 1,690,093 | 2,037,246 |
Series D Convertible Preferred Stock [Member] | ||
Stockholders’ Deficit: | ||
Preferred stock, value | 12,373 | 12,373 |
Series D-1 Convertible Preferred Stock [Member] | ||
Stockholders’ Deficit: | ||
Preferred stock, value | 10,146 | 9,747 |
Related Party [Member] | ||
Current Liabilities: | ||
Convertible notes payable - related parties | $ 2,217,500 | $ 1,202,500 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Accumulated depreciation, equipment and furnishings | $ 108,764 | $ 102,073 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 419,522,119 | 419,497,119 |
Common stock, shares outstanding | 419,522,119 | 419,497,119 |
Series D Convertible Preferred Stock [Member] | ||
Preferred stock, shares authorized | 12,374,000 | 12,374,000 |
Preferred stock, shares issued | 12,373,247 | 12,373,247 |
Preferred stock, shares outstanding | 12,373,247 | 12,373,247 |
Preferred stock, liquidation preference value | $ 14,164,889 | $ 14,164,889 |
Series D-1 Convertible Preferred Stock [Member] | ||
Preferred stock, shares authorized | 11,241,000 | 11,241,000 |
Preferred stock, shares issued | 10,146,818 | 9,746,626 |
Preferred stock, shares outstanding | 10,146,818 | 9,746,626 |
Preferred stock, liquidation preference value | $ 116,160,245 | $ 111,578,880 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||||
Grant Revenue | $ 69,733 | $ 314,890 | $ 436,600 | $ 824,205 |
Operating Expenses: | ||||
Research and development | 350,792 | 580,390 | 1,333,399 | 2,068,154 |
General and administrative | 433,089 | 400,689 | 1,399,765 | 1,500,278 |
Total Operating Expenses | 783,881 | 981,079 | 2,733,164 | 3,568,432 |
Total Operating Loss | (714,148) | (666,189) | (2,296,564) | (2,744,227) |
Other Income/(Expense): | ||||
Research and development tax credit | (167) | (638) | 15,798 | 37,621 |
Interest expense, net | (61,524) | (46,440) | (157,589) | (115,424) |
Total Other Income (Expense), Net | (61,691) | (47,078) | (141,791) | (77,803) |
Net Loss | $ (775,839) | $ (713,267) | $ (2,438,355) | $ (2,822,030) |
Net Loss per share - basic | $ 0 | $ 0 | $ (0.01) | $ (0.01) |
Net Loss per share - diluted | $ 0 | $ 0 | $ (0.01) | $ (0.01) |
Weighted average number of shares - basic | 419,515,869 | 419,489,239 | 419,503,438 | 419,461,313 |
Weighted average number of shares - diluted | 419,515,869 | 419,489,239 | 419,503,438 | 419,461,313 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||||
Net Loss | $ (775,839) | $ (713,267) | $ (2,438,355) | $ (2,822,030) |
Other Comprehensive Loss: | ||||
Foreign currency translation adjustments | (1,241) | (441) | (2,285) | |
Total Comprehensive Loss | $ (775,839) | $ (714,508) | $ (2,438,796) | $ (2,824,315) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) - USD ($) | Preferred Stock [Member] Series D Preferred Stock [Member] | Preferred Stock [Member] Series D-1 Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Total |
Balance at Dec. 31, 2021 | $ 12,373 | $ 9,219 | $ 419,447 | $ 241,440,106 | $ (34,467) | $ (246,033,958) | $ (4,187,280) |
Balance, shares at Dec. 31, 2021 | 12,373,247 | 9,218,449 | 419,447,119 | ||||
Net loss | (1,030,922) | (1,030,922) | |||||
Other comprehensive income | (716) | (716) | |||||
Series D-1 Preferred Stock issued for cash | $ 52 | 149,948 | 150,000 | ||||
Series D-1 Preferred Stock issued for cash, shares | 52,411 | ||||||
Balance at Mar. 31, 2022 | $ 12,373 | $ 9,271 | $ 419,447 | 241,590,054 | (35,183) | (247,064,880) | (5,068,918) |
Balance, shares at Mar. 31, 2022 | 12,373,247 | 9,270,860 | 419,447,119 | ||||
Balance at Dec. 31, 2021 | $ 12,373 | $ 9,219 | $ 419,447 | 241,440,106 | (34,467) | (246,033,958) | (4,187,280) |
Balance, shares at Dec. 31, 2021 | 12,373,247 | 9,218,449 | 419,447,119 | ||||
Net loss | (2,822,030) | ||||||
Balance at Sep. 30, 2022 | $ 12,373 | $ 9,271 | $ 419,497 | 241,593,029 | (36,752) | (248,855,988) | (6,858,570) |
Balance, shares at Sep. 30, 2022 | 12,373,247 | 9,270,860 | 419,497,119 | ||||
Balance at Mar. 31, 2022 | $ 12,373 | $ 9,271 | $ 419,447 | 241,590,054 | (35,183) | (247,064,880) | (5,068,918) |
Balance, shares at Mar. 31, 2022 | 12,373,247 | 9,270,860 | 419,447,119 | ||||
Net loss | (1,077,841) | (1,077,841) | |||||
Other comprehensive income | (328) | (328) | |||||
Balance at Jun. 30, 2022 | $ 12,373 | $ 9,271 | $ 419,447 | 241,590,054 | (35,511) | (248,142,721) | (6,147,087) |
Balance, shares at Jun. 30, 2022 | 12,373,247 | 9,270,860 | 419,447,119 | ||||
Net loss | (713,267) | (713,267) | |||||
Other comprehensive income | (1,241) | (1,241) | |||||
Common Stock | $ 50 | 2,975 | 3,025 | ||||
Common stock, shares | 50,000 | ||||||
Balance at Sep. 30, 2022 | $ 12,373 | $ 9,271 | $ 419,497 | 241,593,029 | (36,752) | (248,855,988) | (6,858,570) |
Balance, shares at Sep. 30, 2022 | 12,373,247 | 9,270,860 | 419,497,119 | ||||
Balance at Dec. 31, 2022 | $ 12,373 | $ 9,747 | $ 419,497 | 242,954,193 | (35,679) | (249,588,641) | (6,228,510) |
Balance, shares at Dec. 31, 2022 | 12,373,247 | 9,746,626 | 419,497,119 | ||||
Conversion of 2021 Note to Series D1 Preferred Stock | $ 18 | 53,992 | 54,010 | ||||
Conversion of 2021 Note to Series D-1 Preferred Stock, shares | 18,872 | ||||||
Net loss | (827,454) | (827,454) | |||||
Other comprehensive income | 191 | 191 | |||||
Balance at Mar. 31, 2023 | $ 12,373 | $ 9,765 | $ 419,497 | 243,008,185 | (35,488) | (250,416,095) | (7,001,763) |
Balance, shares at Mar. 31, 2023 | 12,373,247 | 9,765,498 | 419,497,119 | ||||
Balance at Dec. 31, 2022 | $ 12,373 | $ 9,747 | $ 419,497 | 242,954,193 | (35,679) | (249,588,641) | (6,228,510) |
Balance, shares at Dec. 31, 2022 | 12,373,247 | 9,746,626 | 419,497,119 | ||||
Net loss | (2,438,355) | ||||||
Balance at Sep. 30, 2023 | $ 12,373 | $ 10,146 | $ 419,522 | 244,101,958 | (36,207) | (252,026,996) | (7,519,204) |
Balance, shares at Sep. 30, 2023 | 12,373,247 | 10,146,818 | 419,522,119 | ||||
Balance at Mar. 31, 2023 | $ 12,373 | $ 9,765 | $ 419,497 | 243,008,185 | (35,488) | (250,416,095) | (7,001,763) |
Balance, shares at Mar. 31, 2023 | 12,373,247 | 9,765,498 | 419,497,119 | ||||
Conversion of 2021 Note to Series D1 Preferred Stock | $ 189 | 540,033 | 540,222 | ||||
Conversion of 2021 Note to Series D-1 Preferred Stock, shares | 188,757 | ||||||
Net loss | (835,062) | (835,062) | |||||
Other comprehensive income | (278) | (278) | |||||
Balance at Jun. 30, 2023 | $ 12,373 | $ 9,954 | $ 419,497 | 243,548,218 | (35,766) | (251,251,157) | (7,296,881) |
Balance, shares at Jun. 30, 2023 | 12,373,247 | 9,954,255 | 419,497,119 | ||||
Conversion of 2021 Note to Series D1 Preferred Stock | $ 122 | 351,110 | 351,232 | ||||
Conversion of 2021 Note to Series D-1 Preferred Stock, shares | 122,725 | ||||||
Net loss | (775,839) | (775,839) | |||||
Other comprehensive income | (441) | (441) | |||||
Common stock issued for services | 25 | 2,825 | 2,850 | ||||
Common stock issued for services, shares | 25,000 | ||||||
Conversion of 2022 Note to Series D1 Preferred Stock | $ 70 | 199,805 | 199,875 | ||||
Conversion of 2022 Note to Series D-1 Preferred Stock, shares | 69,838 | ||||||
Balance at Sep. 30, 2023 | $ 12,373 | $ 10,146 | $ 419,522 | $ 244,101,958 | $ (36,207) | $ (252,026,996) | $ (7,519,204) |
Balance, shares at Sep. 30, 2023 | 12,373,247 | 10,146,818 | 419,522,119 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash Flows From Operating Activities: | ||
Net loss | $ (2,438,355) | $ (2,822,030) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 2,850 | 3,025 |
Non-cash lease expense | 33,613 | 41,947 |
Depreciation | 6,691 | 8,857 |
Changes in operating assets and liabilities | ||
Short term receivables | (553) | 4,351 |
Prepaid expenses and other current assets | 359,572 | 142,129 |
Accounts payable | (308,728) | 654,017 |
Unearned grant revenue | (436,600) | (824,205) |
Other accrued expenses | 653,664 | 442,355 |
Operating lease liability | (32,938) | (47,664) |
Accrued interest | 150,017 | 110,536 |
Net Cash Used In Operating Activities | (2,010,767) | (2,286,682) |
Cash Flows From Financing Activities: | ||
Proceeds from issuance of convertible notes payable | 700,000 | 550,000 |
Proceeds from issuance of convertible notes payable - related parties | 1,525,000 | 510,000 |
Repayment of short-term note payable | (234,997) | (166,317) |
Net Cash Provided By Financing Activities | 1,990,003 | 893,683 |
Effect of exchange rates on cash and restricted cash | (736) | (2,592) |
Net Decrease In Cash and Restricted Cash | (21,500) | (1,395,591) |
Cash and Restricted Cash, Beginning of Period | 1,431,707 | 3,106,942 |
Cash and Restricted Cash, End of Period | 1,410,207 | 1,711,351 |
Cash and cash equivalents | 367,250 | 67,030 |
Restricted cash | 1,042,957 | 1,644,321 |
Non-cash investing and financing activities: | ||
For purchase of Series D-1 Preferred Stock | (150,000) | |
Right-of-use assets obtained in exchange for operating lease liabilities | 130,422 | |
Conversion of 2021 Notes and related accrued interest to Series D-1 Preferred Stock | 804,533 | |
Conversion of 2022 Notes and related accrued interest to Series D-1 Preferred Stock | 170,126 | |
Purchase of insurance policies financed by short-term note payable | $ (73,669) | $ (57,146) |
Business Organization, Nature o
Business Organization, Nature of Operations and Basis of Presentation | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Organization, Nature of Operations and Basis of Presentation | 1. Business Organization, Nature of Operations and Basis of Presentation Provectus Biopharmaceuticals, Inc., a Delaware corporation (together with its subsidiaries, “Provectus” or “the Company”), is a clinical-stage biotechnology company developing immunotherapy medicines for different diseases that are based on a class of synthetic small molecule immuno-catalysts called halogenated xanthenes (“HXs”). Our lead HX molecule is named rose bengal sodium (“RBS”). The Company’s proprietary, patented, pharmaceutical-grade RBS is the active pharmaceutical ingredient in the drug product candidates of our current clinical development programs and the preclinical formulations of our current drug discovery programs. Importantly, our pharmaceutical-grade RBS displays different therapeutic effects at different concentrations and can be formulated for delivery by different routes of administration. The Company believes that RBS targets disease in a bifunctional manner. First, direct contact may lead to cell death or repair, depending on the disease being treated and the concentration of the RBS utilized in the treatment. Second, multivariate immune signaling, activation, and response may follow that may manifest as stimulatory, inhibitory, or both. The Company believes that it is the first entity to advance an RBS formulation into clinical trials for the treatment of a disease, such as those trials reported on the clinical trials registry at ClinicalTrials.gov. The Company believes that it is the first and only entity to date to make pharmaceutical-grade RBS successfully, reproducibly, and consistently at a purity of nearly 100%. The Company’s small molecule HX medical science platform comprises several different drug product candidates and preclinical pharmaceutical-grade RBS formulations using different concentrations delivered by different routes of administration specific to each disease area and/or indication. The Company’s HX medical science platform includes clinical development programs in oncology, dermatology, and ophthalmology; in vivo in vitro Risks and Uncertainties The Company’s activities are subject to significant risks and uncertainties, including failing to successfully develop and license or commercialize the Company’s prescription drug candidates. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information pursuant to Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be reviewed in conjunction with the Company’s audited consolidated financial statements included in the Company’s Form 10-K for the year ended December 31, 2022 filed with the SEC on March 30, 2023. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023. |
Liquidity and Going Concern
Liquidity and Going Concern | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity and Going Concern | 2. Liquidity and Going Concern To date, the Company has not generated any revenues or profits from planned principal operations. The Company’s cash and restricted cash were $ 1,410,207 1,042,957 7,579,249 6,293,198 2,438,355 2,822,030 2,010,767 2,286,682 The Company plans to access capital resources through possible public or private equity offerings, including the 2022 financing (see Note 5), exchange offers, debt financings, corporate collaborations, or other means. In addition, the Company continues to explore opportunities to strategically monetize its lead drug candidates, PV-10 and PH-10, through potential co-development and licensing transactions, although there can be no assurance that the Company will be successful with such plans. The Company has historically been able to raise capital through equity offerings, although there can be no assurance that it will continue to be successful in the future. If the Company is unable to raise sufficient capital, it will not be able to pay its obligations as they become due. The primary business objective of management is to build the Company into a commercial-stage biotechnology company; however, there can be no assurance that it will be successful in co-developing, licensing, and/or commercializing PV-10, PH-10, and/or any other halogenated xanthene-based drug candidate developed by the Company or entering into any financial transaction. Moreover, even if the Company is successful in improving its current cash flow position, the Company nonetheless plans to seek additional funds to meet its long-term requirements in 2023 and beyond. The Company anticipates that these funds will otherwise come from the proceeds of private placement transactions, the exercise of existing warrants and outstanding stock options, or public offerings of debt or equity securities. While the Company believes that it has a reasonable basis for its expectation that it will be able to raise additional funds, there can be no assurance that it will be able to complete additional financing in a timely manner. Any such financing may result in significant dilution to stockholders. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 3. Significant Accounting Policies Since the date the Company’s December 31, 2022 consolidated financial statements were issued in its 2022 Annual Report on March 30, 2023, there have been no material changes to the Company’s significant accounting policies. Principles of Consolidation Intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company’s significant estimates and assumptions include the recoverability and useful lives of long-lived assets, stock-based compensation, accrued liabilities, and the valuation allowance related to the Company’s deferred tax assets. Restricted Cash Restricted cash consists of a grant award received from the State of Tennessee. Restricted cash available as of September 30, 2023 is $ 1,042,957 Cash Concentrations Cash and restricted cash are maintained at financial institutions and, at times, balances may exceed federally insured limits of $ 250,000 1,160,207 1,181,707 Basic and Diluted Loss Per Common Share Basic loss per common share is computed by dividing net loss by the weighted average number of vested common shares outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. The following securities are excluded from the calculation of weighted average dilutive common shares because their inclusion would have been anti-dilutive: Schedule of Securities Excluded from Calculation of Weighted Average Dilutive Common Shares 2023 2022 September 30, 2023 2022 Warrants 437,500 487,500 Options 3,225,000 3,425,000 Convertible preferred stock 113,841,427 105,081,847 2021 unsecured convertible notes 817,766 8,602,376 2022 unsecured convertible notes 10,115,192 646,952 Total potentially dilutive shares 128,636,885 118,243,675 Recently Adopted Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging— Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity |
Other Accrued Expenses
Other Accrued Expenses | 9 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
Other Accrued Expenses | 4. Other Accrued Expenses The following table summarizes the other accrued expenses at September 30, 2023 and December 31, 2022: Schedule of Other Accrued Expenses September 30, December 31, 2023 2022 Accrued payroll and taxes $ 611,646 $ 314,160 Accrued vacation 88,691 69,077 Accrued directors’ fees 2,234,339 1,945,589 Accrued other expenses 123,002 75,186 Total Other Accrued Expenses $ 3,057,678 $ 2,404,012 |
Convertible Notes Payable
Convertible Notes Payable | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Convertible Notes Payable | 5. Convertible Notes Payable 2021 Financing Schedule of Convertible Notes Payable Non-Related Party Related Party Face Amount Face Amount Total Balance as of January 1, 2023 $ 550,000 $ 525,000 $ 1,075,000 Conversion (50,000 ) - (50,000 ) Balance as of March 31, 2023 500,000 525,000 1,025,000 Conversion (500,000 ) - (500,000 ) Balance as of June 30, 2023 - 525,000 525,000 Balance - 525,000 525,000 Conversion - (325,000 ) (325,000 ) Issued Balance as of September 30, 2023 $ - $ 200,000 $ 200,000 Through September 30, 2023, the Company issued 2021 Notes with aggregate proceeds of $ 1,075,000 525,000 2022 Financing Non-Related Party Related Party Face Amount Face Amount Total Balance as of January 1, 2023 $ 75,000 $ 677,500 $ 752,500 Balance $ 75,000 $ 677,500 $ 752,500 Issued - 600,000 600,000 Balance as of March 31, 2023 75,000 1,277,500 1,352,500 Balance 75,000 1,277,500 1,352,500 Issued - 725,000 725,000 Balance as of June 30, 2023 75,000 2,002,500 2,077,500 Balance 75,000 2,002,500 2,077,500 Issued 700,000 200,000 900,000 Conversion - (185,000 ) (185,000 ) Balance as of September 30, 2023 $ 775,000 $ 2,017,500 $ 2,792,500 Balance $ 775,000 $ 2,017,500 $ 2,792,500 Through September 30, 2023, the Company issued 2022 Notes with aggregate proceeds of $ 2,977,500 2,202,500 For further details on the terms of the 2021 and 2022 Notes, refer to our Form 10-K as filed with the SEC on March 30, 2023. 2023 Conversions of 2021 Notes into Preferred Stock The following summarizes the conversion activity during the nine months ended September 30, 2023: Schedule of Conversion of Notes into Preferred Stock Series D-1 Preferred Stock Principal converted $ 875,000 Accrued interest converted 70,466 Total converted $ 945,466 Conversion price $ 2.862 Total shares 330,354 During the three months ended September 30, 2023, principal and interest in the aggregate amount of $ 351,239 122,725 2.862 During the nine months ended September 30, 2023, principal and interest in the aggregate amount of $ 945,466 330,354 2.862 2023 Conversions of 2022 Notes into Preferred Stock The following summarizes the conversion activity during the nine months ended September 30, 2023: Series D-1 Preferred Stock Principal converted $ 185,000 Accrued interest converted 14,875 Total converted $ 199,875 Conversion price $ 2.862 Total shares 69,838 During the three and nine months ended September 30, 2023, principal and interest in the aggregate amount of $ 199,875 69,838 2.862 |
Notes Payable
Notes Payable | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Notes Payable | 6. Notes Payable The Company obtained short-term financing from AFCO Insurance Premium Finance for our commercial insurance policies. As of September 30, 2023 and December 31, 2022, the balance of the note payable was $ 78,066 239,394 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 7. Related Party Transactions During the three months ended September 30, 2023 and 2022, the Company had consulting fees of $ 63,600 18,750 During the nine months ended September 30, 2023 and 2022, the Company had consulting fees of $ 190,800 56,250 Accrued director fees for Mr. Bruce Horowitz as of September 30, 2023 and December 31, 2022 were $ 412,500 356,250 381,600 212,000 See Note 5 for details of other related party transactions. Director fees during the three and nine months ended September 30, 2023 and 2022 were $ 96,250 288,750 2,234,339 1,945,589 |
Stockholders_ Deficit
Stockholders’ Deficit | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Stockholders’ Deficit | 8. Stockholders’ Deficit Preferred Stock During the nine months ended September 30, 2023, the Company issued 330,354 875,000 70,466 During the nine months ended September 30, 2023, the Company issued 69,838 185,000 14,875 Options During the three and nine months ended September 30, 2023 and 2022, the Company did not have any issuances, grants, or exercises of options. The following table summarizes option activities during the nine months ended September 30, 2023: Schedule of Option Activity Weighted Average Weighted Average Remaining Aggregate Intrinsic Shares Exercise Price Life in Years Value Outstanding and exercisable at January 1, 2023 3,425,000 $ 0.29 $ - Forfeited (200,000 ) 0.67 Outstanding and exercisable at September 30, 2023 3,225,000 0.27 2.11 $ - The following table summarizes information about options outstanding and exercisable at September 30, 2023: Summary of Stock Options Outstanding Exercise Price Outstanding and Exercisable Weighted Average Remaining Contractual Life Intrinsic Value $ 0.12 2,425,000 2.10 $ - $ 0.29 100,000 2.10 $ - $ 0.75 550,000 2.20 $ - $ 0.88 150,000 0.80 $ - 3,225,000 2.11 $ - Warrants During the three and nine months ended September 30, 2023 and 2022, the Company did not have any issuances, grants, or exercises of warrants. The following table summarizes warrant activities during the nine months ended September 30, 2023: Schedule of Warrant Activity Number of Weighted Average Weighted Average Remaining Aggregate Intrinsic Warrants Exercise Price Life in Years Value Outstanding and exercisable at January 1, 2023 475,000 $ 0.97 Forfeited (37,500 ) 0.29 Outstanding and exercisable at September 30, 2023 437,500 $ 1.03 0.60 $ - The following table summarizes information about warrants outstanding and exercisable at September 30, 2023: Summary of Warrants Outstanding Exercise Price Outstanding and Exercisable Weighted Average Intrinsic Value $ 0.29 50,000 0.29 $ - $ 1.00 18,000 0.64 $ - $ 1.12 366,000 0.64 $ - $ 2.00 3,500 0.64 $ - 437,500 0.60 $ - Holders of the outstanding warrants are not entitled to vote and the exercise prices of such warrants are subject to customary anti-dilution provisions. Annual Stockholder Meeting Proposals The Company held its annual meeting of stockholders on June 21, 2023. Stockholders authorized the Company’s board of directors (the “Board”) to amend the Company’s Certificate of Incorporation, as amended by the Certificate of Designation of Series D Convertible Preferred Stock and Certificate of Designation of Series D-1 Convertible Preferred Stock (the “Certificates of Designation”), to effect a reverse stock split of the Company’s common stock, Series D Convertible Preferred Stock, and Series D-1 Convertible Preferred Stock at a ratio of between 1-for-10 and 1-for-50 |
Leases
Leases | 9 Months Ended |
Sep. 30, 2023 | |
Leases | |
Leases | 9. Leases The Company leased 4,500 five years 6,100 On June 30, 2022, the lease expired and was not renewed. On June 18, 2022, the company leased 2,700 three years 4,053 4,278 Total operating lease expense for the three months ended September 30, 2023 was $ 12,560 8,373 4,187 12,497 8,331 4,166 Total operating lease expense for the nine months ended September 30, 2023 was $ 38,739 25,826 12,913 50,548 33,698 16,850 A summary of the Company’s right-of-use assets and liabilities is as follows: Schedule of Right-of-use Assets and Liabilities For the Nine Months Ended September 30, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating leases $ 32,938 $ 50,784 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ - $ 130,422 Weighted Average Remaining Lease Term Operating leases 1 year 9 months 2 years 9 months Weighted Average Discount Rate Operating leases 5.0 % 5.0 8.0 % Future minimum payments under the Company’s non-cancellable lease obligations as of September 30, 2023 were as follows: Future Minimum Payments Schedule of Future Minimum Payments Under Non-cancellable Lease Years Amount 2023 $ 12,497 2024 50,663 2025 25,668 Total lease payments 88,828 Less: amount representing imputed interest (3,968 ) Present value of lease liability 84,860 Less: current portion (47,146 ) Lease liability, non-current portion $ 37,714 |
Grants
Grants | 9 Months Ended |
Sep. 30, 2023 | |
Grants | |
Grants | 10. Grants On October 25, 2021, the Company received a grant award of $ 2,500,000 As of September 30, 2023 and December 31, 2022, $ 1,074,358 1,510,958 69,733 436,600 314,890 824,205 |
License Transactions
License Transactions | 9 Months Ended |
Sep. 30, 2023 | |
License Transactions | |
License Transactions | 11. License Transactions On February 16, 2022, and later amended on May 11, 2022, the Company entered into an option agreement with the University of Miami (“UM”) for an exclusive worldwide license of intellectual property (“IP”) developed by the Ophthalmic Biophysics Center (“OBC”) of Bascom Palmer Eye Institute (“BPEI”) that included the use of OBC’s ophthalmic photodynamic antimicrobial therapy (“PDAT”) medical device in combination with formulations of the Company’s pharmaceutical-grade RBS for the treatment of bacterial, fungal, and viral infections of the eye. The Company completed the arrangements of this collaboration during the third quarter of 2022, whereby the Company (i) paid $5,000 for the option to obtain an exclusive worldwide, royalty-bearing license that had an option expiration date of May 31, 2023, (ii) agreed to pay up to $10,000 of new UM patent expenses for this IP during the period of the option, (iii) agreed to pay up to $25,000 of past UM patent expenses for this IP, and (iv) entered into a sponsored research agreement with UM on September 16, 2022 to study the combination of OBC’s PDAT and TOP PV-305, a formulation of the Company’s pharmaceutical-grade RBS, for the treatment of infectious keratitis |
Commitments, Contingencies and
Commitments, Contingencies and Litigation | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments, Contingencies and Litigation | 12. Commitments, Contingencies and Litigation The Company may, from time to time, be involved in litigation arising from the ordinary course of business. The Company is not aware of any pending or threatened litigation that, if resolved against the Company, would have a material adverse effect on the Company’s condensed consolidated financial position, results of operations or cash flows. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | 13. Subsequent Events The Company has evaluated events that have occurred after the balance sheet and through the date the financial statements were issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the financial statements, except as disclosed below. Convertible Notes Payable Subsequent to September 30, 2023, the Company entered into a 2022 Note with a non-related party investor in the aggregate principal amount of $ 50,000 Series D-1 Preferred Stock Subsequent to September 30, 2023, principal and interest in the aggregate amount of $ 289,101 101,061 2.862 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation Intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company’s significant estimates and assumptions include the recoverability and useful lives of long-lived assets, stock-based compensation, accrued liabilities, and the valuation allowance related to the Company’s deferred tax assets. |
Restricted Cash | Restricted Cash Restricted cash consists of a grant award received from the State of Tennessee. Restricted cash available as of September 30, 2023 is $ 1,042,957 |
Cash Concentrations | Cash Concentrations Cash and restricted cash are maintained at financial institutions and, at times, balances may exceed federally insured limits of $ 250,000 1,160,207 1,181,707 |
Basic and Diluted Loss Per Common Share | Basic and Diluted Loss Per Common Share Basic loss per common share is computed by dividing net loss by the weighted average number of vested common shares outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. The following securities are excluded from the calculation of weighted average dilutive common shares because their inclusion would have been anti-dilutive: Schedule of Securities Excluded from Calculation of Weighted Average Dilutive Common Shares 2023 2022 September 30, 2023 2022 Warrants 437,500 487,500 Options 3,225,000 3,425,000 Convertible preferred stock 113,841,427 105,081,847 2021 unsecured convertible notes 817,766 8,602,376 2022 unsecured convertible notes 10,115,192 646,952 Total potentially dilutive shares 128,636,885 118,243,675 |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging— Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Securities Excluded from Calculation of Weighted Average Dilutive Common Shares | Schedule of Securities Excluded from Calculation of Weighted Average Dilutive Common Shares 2023 2022 September 30, 2023 2022 Warrants 437,500 487,500 Options 3,225,000 3,425,000 Convertible preferred stock 113,841,427 105,081,847 2021 unsecured convertible notes 817,766 8,602,376 2022 unsecured convertible notes 10,115,192 646,952 Total potentially dilutive shares 128,636,885 118,243,675 |
Other Accrued Expenses (Tables)
Other Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Other Accrued Expenses | The following table summarizes the other accrued expenses at September 30, 2023 and December 31, 2022: Schedule of Other Accrued Expenses September 30, December 31, 2023 2022 Accrued payroll and taxes $ 611,646 $ 314,160 Accrued vacation 88,691 69,077 Accrued directors’ fees 2,234,339 1,945,589 Accrued other expenses 123,002 75,186 Total Other Accrued Expenses $ 3,057,678 $ 2,404,012 |
Convertible Notes Payable (Tabl
Convertible Notes Payable (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Convertible Notes Payable | Schedule of Convertible Notes Payable Non-Related Party Related Party Face Amount Face Amount Total Balance as of January 1, 2023 $ 550,000 $ 525,000 $ 1,075,000 Conversion (50,000 ) - (50,000 ) Balance as of March 31, 2023 500,000 525,000 1,025,000 Conversion (500,000 ) - (500,000 ) Balance as of June 30, 2023 - 525,000 525,000 Balance - 525,000 525,000 Conversion - (325,000 ) (325,000 ) Issued Balance as of September 30, 2023 $ - $ 200,000 $ 200,000 Non-Related Party Related Party Face Amount Face Amount Total Balance as of January 1, 2023 $ 75,000 $ 677,500 $ 752,500 Balance $ 75,000 $ 677,500 $ 752,500 Issued - 600,000 600,000 Balance as of March 31, 2023 75,000 1,277,500 1,352,500 Balance 75,000 1,277,500 1,352,500 Issued - 725,000 725,000 Balance as of June 30, 2023 75,000 2,002,500 2,077,500 Balance 75,000 2,002,500 2,077,500 Issued 700,000 200,000 900,000 Conversion - (185,000 ) (185,000 ) Balance as of September 30, 2023 $ 775,000 $ 2,017,500 $ 2,792,500 Balance $ 775,000 $ 2,017,500 $ 2,792,500 |
Schedule of Conversion of Notes into Preferred Stock | The following summarizes the conversion activity during the nine months ended September 30, 2023: Schedule of Conversion of Notes into Preferred Stock Series D-1 Preferred Stock Principal converted $ 875,000 Accrued interest converted 70,466 Total converted $ 945,466 Conversion price $ 2.862 Total shares 330,354 The following summarizes the conversion activity during the nine months ended September 30, 2023: Series D-1 Preferred Stock Principal converted $ 185,000 Accrued interest converted 14,875 Total converted $ 199,875 Conversion price $ 2.862 Total shares 69,838 |
Stockholders_ Deficit (Tables)
Stockholders’ Deficit (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Schedule of Option Activity | The following table summarizes option activities during the nine months ended September 30, 2023: Schedule of Option Activity Weighted Average Weighted Average Remaining Aggregate Intrinsic Shares Exercise Price Life in Years Value Outstanding and exercisable at January 1, 2023 3,425,000 $ 0.29 $ - Forfeited (200,000 ) 0.67 Outstanding and exercisable at September 30, 2023 3,225,000 0.27 2.11 $ - |
Summary of Stock Options Outstanding | The following table summarizes information about options outstanding and exercisable at September 30, 2023: Summary of Stock Options Outstanding Exercise Price Outstanding and Exercisable Weighted Average Remaining Contractual Life Intrinsic Value $ 0.12 2,425,000 2.10 $ - $ 0.29 100,000 2.10 $ - $ 0.75 550,000 2.20 $ - $ 0.88 150,000 0.80 $ - 3,225,000 2.11 $ - |
Schedule of Warrant Activity | The following table summarizes warrant activities during the nine months ended September 30, 2023: Schedule of Warrant Activity Number of Weighted Average Weighted Average Remaining Aggregate Intrinsic Warrants Exercise Price Life in Years Value Outstanding and exercisable at January 1, 2023 475,000 $ 0.97 Forfeited (37,500 ) 0.29 Outstanding and exercisable at September 30, 2023 437,500 $ 1.03 0.60 $ - |
Summary of Warrants Outstanding | The following table summarizes information about warrants outstanding and exercisable at September 30, 2023: Summary of Warrants Outstanding Exercise Price Outstanding and Exercisable Weighted Average Intrinsic Value $ 0.29 50,000 0.29 $ - $ 1.00 18,000 0.64 $ - $ 1.12 366,000 0.64 $ - $ 2.00 3,500 0.64 $ - 437,500 0.60 $ - |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases | |
Schedule of Right-of-use Assets and Liabilities | A summary of the Company’s right-of-use assets and liabilities is as follows: Schedule of Right-of-use Assets and Liabilities For the Nine Months Ended September 30, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating leases $ 32,938 $ 50,784 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ - $ 130,422 Weighted Average Remaining Lease Term Operating leases 1 year 9 months 2 years 9 months Weighted Average Discount Rate Operating leases 5.0 % 5.0 8.0 % |
Schedule of Future Minimum Payments Under Non-cancellable Lease | Future minimum payments under the Company’s non-cancellable lease obligations as of September 30, 2023 were as follows: Future Minimum Payments Schedule of Future Minimum Payments Under Non-cancellable Lease Years Amount 2023 $ 12,497 2024 50,663 2025 25,668 Total lease payments 88,828 Less: amount representing imputed interest (3,968 ) Present value of lease liability 84,860 Less: current portion (47,146 ) Lease liability, non-current portion $ 37,714 |
Liquidity and Going Concern (De
Liquidity and Going Concern (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||
Cash | $ 1,410,207 | $ 1,711,351 | $ 1,410,207 | $ 1,711,351 | $ 1,431,707 | $ 3,106,942 | ||||
Restricted cash | 1,042,957 | 1,644,321 | 1,042,957 | 1,644,321 | ||||||
Working capital deficit | 7,579,249 | 7,579,249 | $ 6,293,198 | |||||||
Net loss | $ 775,839 | $ 835,062 | $ 827,454 | $ 713,267 | $ 1,077,841 | $ 1,030,922 | 2,438,355 | 2,822,030 | ||
Cash used in operations | $ 2,010,767 | $ 2,286,682 |
Schedule of Securities Excluded
Schedule of Securities Excluded from Calculation of Weighted Average Dilutive Common Shares (Details) - shares | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 128,636,885 | 118,243,675 |
Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 437,500 | 487,500 |
Equity Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 3,225,000 | 3,425,000 |
Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 113,841,427 | 105,081,847 |
2021 Unsecured Convertible Notes [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 817,766 | 8,602,376 |
2022 Unsecured Convertible Notes [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 10,115,192 | 646,952 |
Significant Accounting Polici_4
Significant Accounting Policies (Details Narrative) - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||
Restricted cash | $ 1,042,957 | $ 1,410,102 |
Insured limits | 250,000 | |
Cash in excess FDIC insured amount | $ 1,160,207 | $ 1,181,707 |
Schedule of Other Accrued Expen
Schedule of Other Accrued Expenses (Details) - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Accrued payroll and taxes | $ 611,646 | $ 314,160 |
Accrued vacation | 88,691 | 69,077 |
Accrued directors’ fees | 2,234,339 | 1,945,589 |
Accrued other expenses | 123,002 | 75,186 |
Total Other Accrued Expenses | $ 3,057,678 | $ 2,404,012 |
Schedule of Convertible Notes P
Schedule of Convertible Notes Payable (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2023 | |
2021 Convertible Notes Payable [Member] | ||||
Short-Term Debt [Line Items] | ||||
Balance | $ 525,000 | $ 1,025,000 | $ 1,075,000 | $ 1,075,000 |
Conversion | (325,000) | (500,000) | (50,000) | |
Balance | 200,000 | 525,000 | 1,025,000 | 200,000 |
2021 Convertible Notes Payable [Member] | Nonrelated Party [Member] | ||||
Short-Term Debt [Line Items] | ||||
Balance | 500,000 | 550,000 | 550,000 | |
Conversion | (500,000) | (50,000) | ||
Balance | 500,000 | |||
2021 Convertible Notes Payable [Member] | Related Party [Member] | ||||
Short-Term Debt [Line Items] | ||||
Balance | 525,000 | 525,000 | 525,000 | 525,000 |
Conversion | (325,000) | |||
Balance | 200,000 | 525,000 | 525,000 | 200,000 |
2022 Convertible Notes Payable [Member] | ||||
Short-Term Debt [Line Items] | ||||
Balance | 2,077,500 | 1,352,500 | 752,500 | 752,500 |
Conversion | (185,000) | |||
Issued | 900,000 | 725,000 | 600,000 | |
Balance | 2,792,500 | 2,077,500 | 1,352,500 | 2,792,500 |
2022 Convertible Notes Payable [Member] | Nonrelated Party [Member] | ||||
Short-Term Debt [Line Items] | ||||
Balance | 75,000 | 75,000 | 75,000 | 75,000 |
Conversion | ||||
Issued | 700,000 | |||
Balance | 775,000 | 75,000 | 75,000 | 775,000 |
2022 Convertible Notes Payable [Member] | Related Party [Member] | ||||
Short-Term Debt [Line Items] | ||||
Balance | 2,002,500 | 1,277,500 | 677,500 | 677,500 |
Conversion | (185,000) | |||
Issued | 200,000 | 725,000 | 600,000 | |
Balance | $ 2,017,500 | $ 2,002,500 | $ 1,277,500 | $ 2,017,500 |
Schedule of Conversion of Notes
Schedule of Conversion of Notes into Preferred Stock (Details) - Series D-1 Convertible Preferred Stock [Member] | 3 Months Ended | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | Sep. 30, 2023 USD ($) $ / shares shares | |
Short-Term Debt [Line Items] | ||
Principal converted | $ 875,000 | |
Accrued interest converted | 70,466 | |
Total converted | $ 945,466 | |
Conversion price | $ / shares | $ 2.862 | $ 2.862 |
Total shares | shares | 122,725 | 330,354 |
2023 Conversions of 2022 Notes [Member] | ||
Short-Term Debt [Line Items] | ||
Principal converted | $ 185,000 | |
Accrued interest converted | 14,875 | |
Total converted | $ 199,875 | |
Conversion price | $ / shares | $ 2.862 | $ 2.862 |
Total shares | shares | 69,838 | 69,838 |
Convertible Notes Payable (Deta
Convertible Notes Payable (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | |
Short-Term Debt [Line Items] | |||
Proceeds from notes payable | $ 700,000 | $ 550,000 | |
Series D-1 Convertible Preferred Stock [Member] | |||
Short-Term Debt [Line Items] | |||
Aggregate amount | $ 351,239 | $ 945,466 | |
Number of shares | 122,725 | 330,354 | |
Conversion price | $ 2.862 | $ 2.862 | |
2021 Notes [Member] | |||
Short-Term Debt [Line Items] | |||
Proceeds from notes payable | $ 1,075,000 | ||
Proceeds from related party investor | 525,000 | ||
2022 Note [Member] | |||
Short-Term Debt [Line Items] | |||
Proceeds from notes payable | 2,977,500 | ||
Proceeds from related party investor | 2,202,500 | ||
2023 Conversions of 2022 Notes [Member] | Series D-1 Convertible Preferred Stock [Member] | |||
Short-Term Debt [Line Items] | |||
Aggregate amount | $ 199,875 | $ 199,875 | |
Number of shares | 69,838 | 69,838 | |
Conversion price | $ 2.862 | $ 2.862 |
Notes Payable (Details Narrativ
Notes Payable (Details Narrative) - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | ||
Note payable | $ 78,066 | $ 239,394 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |||||
Director fees | $ 96,250 | $ 96,250 | $ 288,750 | $ 288,750 | |
Accrued director fees | 2,234,339 | 2,234,339 | $ 1,945,589 | ||
Mr. Bruce Horowitz [Member] | |||||
Related Party Transaction [Line Items] | |||||
Consulting fees | 63,600 | 63,600 | 190,800 | 190,800 | |
Director fees | 18,750 | $ 18,750 | 56,250 | $ 56,250 | |
Accrued director fees | 412,500 | 412,500 | 356,250 | ||
Totalamount owed | $ 381,600 | $ 381,600 | $ 212,000 |
Schedule of Option Activity (De
Schedule of Option Activity (Details) | 9 Months Ended |
Sep. 30, 2023 USD ($) $ / shares shares | |
Equity [Abstract] | |
Number of options outstanding and exercisable, beginning balace | shares | 3,425,000 |
Weighted average exercise price outstanding and exercisable, beginning balance | $ / shares | $ 0.29 |
Stock options, forfeited | shares | (200,000) |
Weighted average exercise price, forfeited | $ / shares | $ 0.67 |
Number of options outstanding and exercisable, ending balance | shares | 3,225,000 |
Weighted average exercise price outstanding and exercisable, ending balance | $ / shares | $ 0.27 |
Weighted Average Remaining Contractual Life, Exercisable | 2 years 1 month 9 days |
Intrinsic Value, Outstanding | $ |
Summary of Stock Options Outsta
Summary of Stock Options Outstanding (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercise Price, Outstanding | $ 0.27 | $ 0.29 |
Outstanding | 3,225,000 | 3,425,000 |
Weighted Average Remaining Contractual Life, Exercisable | 2 years 1 month 9 days | |
Intrinsic Value, Outstanding | ||
Share-Based Payment Arrangement, Option [Member] | ||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Outstanding | 3,225,000 | |
Exercisable | 3,225,000 | |
Weighted Average Remaining Contractual Life, Outstanding | 2 years 1 month 9 days | |
Weighted Average Remaining Contractual Life, Exercisable | 2 years 1 month 9 days | |
Intrinsic Value, Outstanding | ||
Intrinsic Value, Exercisable | ||
Range One [Member] | Share-Based Payment Arrangement, Option [Member] | ||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercise Price, Outstanding | $ 0.12 | |
Exercise Price, Exercisable | $ 0.12 | |
Outstanding | 2,425,000 | |
Exercisable | 2,425,000 | |
Weighted Average Remaining Contractual Life, Outstanding | 2 years 1 month 6 days | |
Weighted Average Remaining Contractual Life, Exercisable | 2 years 1 month 6 days | |
Intrinsic Value, Outstanding | ||
Intrinsic Value, Exercisable | ||
Range Two [Member] | Share-Based Payment Arrangement, Option [Member] | ||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercise Price, Outstanding | $ 0.29 | |
Exercise Price, Exercisable | $ 0.29 | |
Outstanding | 100,000 | |
Exercisable | 100,000 | |
Weighted Average Remaining Contractual Life, Outstanding | 2 years 1 month 6 days | |
Weighted Average Remaining Contractual Life, Exercisable | 2 years 1 month 6 days | |
Intrinsic Value, Outstanding | ||
Intrinsic Value, Exercisable | ||
Range Three [Member] | Share-Based Payment Arrangement, Option [Member] | ||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercise Price, Outstanding | $ 0.75 | |
Exercise Price, Exercisable | $ 0.75 | |
Outstanding | 550,000 | |
Exercisable | 550,000 | |
Weighted Average Remaining Contractual Life, Outstanding | 2 years 2 months 12 days | |
Weighted Average Remaining Contractual Life, Exercisable | 2 years 2 months 12 days | |
Intrinsic Value, Outstanding | ||
Intrinsic Value, Exercisable | ||
Range Four [Member] | Share-Based Payment Arrangement, Option [Member] | ||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercise Price, Outstanding | $ 0.88 | |
Exercise Price, Exercisable | $ 0.88 | |
Outstanding | 150,000 | |
Exercisable | 150,000 | |
Weighted Average Remaining Contractual Life, Outstanding | 9 months 18 days | |
Weighted Average Remaining Contractual Life, Exercisable | 9 months 18 days | |
Intrinsic Value, Outstanding | ||
Intrinsic Value, Exercisable |
Schedule of Warrant Activity (D
Schedule of Warrant Activity (Details) | 9 Months Ended |
Sep. 30, 2023 USD ($) $ / shares shares | |
Equity [Abstract] | |
Warrants outstanding and exercisable, beginning balance | shares | 475,000 |
Weighted average exercise price outstanding and exercisable, beginning balance | $ / shares | $ 0.97 |
Warrants, forfeited | shares | (37,500) |
Weighted average exercise price, forfeited | $ / shares | $ 0.29 |
Warrants outstanding and exercisable, ending balance | shares | 437,500 |
Weighted average exercise price outstanding and exercisable, ending balance | $ / shares | $ 1.03 |
Weighted Average Remaining Contractual Life, Outstanding | 7 months 6 days |
Intrinsic Value | $ |
Summary of Warrants Outstanding
Summary of Warrants Outstanding (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Outstanding | 437,500 | 475,000 |
Weighted Average Remaining Contractual Life, Outstanding | 7 months 6 days | |
Intrinsic Value, Exercisable | ||
Warrant [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Outstanding | 437,500 | |
Exercisable | 437,500 | |
Weighted Average Remaining Contractual Life, Outstanding | 7 months 6 days | |
Weighted Average Remaining Contractual Life, Exercisable | 7 months 6 days | |
Intrinsic Value, Outstanding | ||
Intrinsic Value, Exercisable | ||
Range One [Member] | Warrant [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Exercise Price, Outstanding | $ 0.29 | |
Exercise Price, Exercisable | $ 0.29 | |
Outstanding | 50,000 | |
Exercisable | 50,000 | |
Weighted Average Remaining Contractual Life, Outstanding | 3 months 14 days | |
Weighted Average Remaining Contractual Life, Exercisable | 3 months 14 days | |
Intrinsic Value, Outstanding | ||
Intrinsic Value, Exercisable | ||
Range Two [Member] | Warrant [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Exercise Price, Outstanding | $ 1 | |
Exercise Price, Exercisable | $ 1 | |
Outstanding | 18,000 | |
Exercisable | 18,000 | |
Weighted Average Remaining Contractual Life, Outstanding | 7 months 20 days | |
Weighted Average Remaining Contractual Life, Exercisable | 7 months 20 days | |
Intrinsic Value, Outstanding | ||
Intrinsic Value, Exercisable | ||
Range Three [Member] | Warrant [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Exercise Price, Outstanding | $ 1.12 | |
Exercise Price, Exercisable | $ 1.12 | |
Outstanding | 366,000 | |
Exercisable | 366,000 | |
Weighted Average Remaining Contractual Life, Outstanding | 7 months 20 days | |
Weighted Average Remaining Contractual Life, Exercisable | 7 months 20 days | |
Intrinsic Value, Outstanding | ||
Intrinsic Value, Exercisable | ||
Range Four [Member] | Warrant [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Exercise Price, Outstanding | $ 2 | |
Exercise Price, Exercisable | $ 2 | |
Outstanding | 3,500 | |
Exercisable | 3,500 | |
Weighted Average Remaining Contractual Life, Outstanding | 7 months 20 days | |
Weighted Average Remaining Contractual Life, Exercisable | 7 months 20 days | |
Intrinsic Value, Outstanding | ||
Intrinsic Value, Exercisable |
Stockholders_ Deficit (Details
Stockholders’ Deficit (Details Narrative) | 9 Months Ended |
Sep. 30, 2023 USD ($) shares | |
Class of Stock [Line Items] | |
Reverse stock split, description | to effect a reverse stock split of the Company’s common stock, Series D Convertible Preferred Stock, and Series D-1 Convertible Preferred Stock at a ratio of between 1-for-10 and 1-for-50 |
Series D-1 Convertible Preferred Stock [Member] | 2021 Notes [Member] | |
Class of Stock [Line Items] | |
Issuance of stock, shares | shares | 330,354 |
Conversion of principal | $ 875,000 |
Conversion of accrued interest | $ 70,466 |
Series D-1 Convertible Preferred Stock [Member] | 2022 Notes [Member] | |
Class of Stock [Line Items] | |
Issuance of stock, shares | shares | 69,838 |
Conversion of principal | $ 185,000 |
Conversion of accrued interest | $ 14,875 |
Schedule of Right-of-use Assets
Schedule of Right-of-use Assets and Liabilities (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating leases | $ 32,938 | $ 50,784 |
Right-of-use assets obtained in exchange for lease obligations: Operating leases | $ 130,422 | |
Weighted Average Remaining Lease Term: Operating leases | 1 year 9 months | 2 years 9 months |
Weighted Average Discount Rate: Operating leases | 5% | |
Minimum [Member] | ||
Weighted Average Discount Rate: Operating leases | 5% | |
Maximum [Member] | ||
Weighted Average Discount Rate: Operating leases | 8% |
Schedule of Future Minimum Paym
Schedule of Future Minimum Payments Under Non-cancellable Lease (Details) - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Leases | ||
2023 | $ 12,497 | |
2024 | 50,663 | |
2025 | 25,668 | |
Total lease payments | 88,828 | |
Less: amount representing imputed interest | (3,968) | |
Present value of lease liability | 84,860 | |
Less: current portion | (47,146) | $ (44,422) |
Lease liability, non-current portion | $ 37,714 | $ 73,376 |
Leases (Details Narrative)
Leases (Details Narrative) | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) ft² | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Jun. 18, 2022 ft² | |
Research and Development Expense [Member] | ||||||
Operating lease, expense | $ 8,373 | $ 8,331 | $ 25,826 | $ 33,698 | ||
General and Administrative Expense [Member] | ||||||
Operating lease, expense | 4,187 | 4,166 | 12,913 | 16,850 | ||
Property Subject to Operating Lease [Member] | ||||||
Operating lease, expense | $ 12,560 | $ 12,497 | 38,739 | $ 50,548 | ||
Knoxville, Tennessee [Member] | ||||||
Area of land | ft² | 4,500 | 2,700 | ||||
Lessee, operating lease, term of contract | 5 years | 3 years | ||||
Rent expenses per month | $ 6,100 | |||||
Knoxville, Tennessee [Member] | Minimum [Member] | ||||||
Rent expenses per month | 4,053 | |||||
Knoxville, Tennessee [Member] | Maximum [Member] | ||||||
Rent expenses per month | $ 4,278 |
Grants (Details Narrative)
Grants (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Oct. 25, 2021 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Grants | ||||||
Proceeds from grant | $ 2,500,000 | |||||
Deferred revenue current | $ 1,074,358 | $ 1,074,358 | $ 1,510,958 | |||
Revenue | $ 69,733 | $ 314,890 | $ 436,600 | $ 824,205 |
License Transactions (Details N
License Transactions (Details Narrative) | 9 Months Ended |
Sep. 30, 2023 | |
License Transactions | |
License transaction description | The Company completed the arrangements of this collaboration during the third quarter of 2022, whereby the Company (i) paid $5,000 for the option to obtain an exclusive worldwide, royalty-bearing license that had an option expiration date of May 31, 2023, (ii) agreed to pay up to $10,000 of new UM patent expenses for this IP during the period of the option, (iii) agreed to pay up to $25,000 of past UM patent expenses for this IP, and (iv) entered into a sponsored research agreement with UM on September 16, 2022 to study the combination of OBC’s PDAT and TOP PV-305, a formulation of the Company’s pharmaceutical-grade RBS, for the treatment of infectious keratitis |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended |
Nov. 14, 2023 | Sep. 30, 2023 | Sep. 30, 2023 | |
Series D-1 Convertible Preferred Stock [Member] | |||
Subsequent Event [Line Items] | |||
Conversion of principal and interest | $ 875,000 | ||
Number of preferred stock converted | 122,725 | 330,354 | |
Conversion price | $ 2.862 | $ 2.862 | |
Subsequent Event [Member] | 2022 Note [Member] | |||
Subsequent Event [Line Items] | |||
Debt instrument face amount | $ 50,000 | ||
Subsequent Event [Member] | 2022 Note [Member] | Series D-1 Convertible Preferred Stock [Member] | |||
Subsequent Event [Line Items] | |||
Conversion of principal and interest | $ 289,101 | ||
Number of preferred stock converted | 101,061 | ||
Conversion price | $ 2.862 |