Cover
Cover - USD ($) | 12 Months Ended | ||
May 31, 2023 | Aug. 25, 2023 | Nov. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | May 31, 2023 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2023 | ||
Current Fiscal Year End Date | --05-31 | ||
Entity File Number | 001-37863 | ||
Entity Registrant Name | BIOMERICA, INC. | ||
Entity Central Index Key | 0000073290 | ||
Entity Tax Identification Number | 95-2645573 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Address, Address Line One | 17571 Von Karman Avenue | ||
Entity Address, City or Town | Irvine | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 92614 | ||
City Area Code | 949 | ||
Local Phone Number | 645-2111 | ||
Title of 12(b) Security | Common Stock, par value $0.08 | ||
Trading Symbol | BMRA | ||
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 | ||
Entity Shell Company | false | ||
Entity Public Float | $ 42,738,451 | ||
Entity Common Stock, Shares Outstanding | 16,821,646 | ||
Documents Incorporated by Reference [Text Block] | Portions of the registrant’s definitive Proxy Statement on Schedule 14A relating to the registrant’s 2023 annual meeting of stockholders, to be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K, are incorporated by reference in Part III, Items 10 through 14 of this Annual Report on Form 10-K. Except for the portions of the Proxy Statement specifically incorporated by reference in this Form 10-K, the Proxy Statement and related proxy solicitation materials shall not be deemed to be filed as part hereof. | ||
ICFR Auditor Attestation Flag | false | ||
Auditor Firm ID | 200 | ||
Auditor Name | HASKELL & WHITE LLP | ||
Auditor Location | Irvine, California |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | May 31, 2023 | May 31, 2022 |
Current Assets: | ||
Cash and cash equivalents | $ 9,719,000 | $ 5,917,000 |
Accounts receivable, net | 722,000 | 774,000 |
Inventories, net | 2,056,000 | 2,416,000 |
Prepaid expenses and other | 300,000 | 320,000 |
Total current assets | 12,797,000 | 9,427,000 |
Property and equipment, net of accumulated depreciation and amortization | 213,000 | 214,000 |
Right-of-use assets, net of accumulated amortization of $617,000 and $725,000 as of May 31, 2023 and 2022, respectively | 1,035,000 | 1,302,000 |
Investments | 165,000 | 165,000 |
Intangible assets, net of accumulated amortization | 165,000 | 170,000 |
Other assets | 79,000 | 96,000 |
Total Assets | 14,454,000 | 11,374,000 |
Current Liabilities: | ||
Accounts payable and accrued expenses | 892,000 | 972,000 |
Accrued compensation | 696,000 | 647,000 |
Advance from customers | 60,000 | 51,000 |
Lease liabilities, current portion | 297,000 | 341,000 |
Total current liabilities | 1,945,000 | 2,011,000 |
Lease liabilities, net of current portion | 785,000 | 1,038,000 |
Total Liabilities | 2,730,000 | 3,049,000 |
Commitments and contingencies (Note 9) | ||
Shareholders’ Equity: | ||
Preferred stock, value | ||
Common stock, $0.08 par value, 25,000,000 shares authorized, 16,821,646 and 12,867,924 issued and outstanding at May 31, 2023 and 2022, respectively | 1,346,000 | 1,029,000 |
Additional paid-in-capital | 52,705,000 | 42,447,000 |
Accumulated other comprehensive loss | (110,000) | (74,000) |
Accumulated deficit | (42,217,000) | (35,077,000) |
Total Shareholders’ Equity | 11,724,000 | 8,325,000 |
Total Liabilities and Shareholders’ Equity | 14,454,000 | 11,374,000 |
Series A Preferred Stock [Member] | ||
Shareholders’ Equity: | ||
Preferred stock, value |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | May 31, 2023 | May 31, 2022 |
Accumulated amortization | $ 617,000 | $ 725,000 |
Preferred stock, par value | $ 0 | $ 0 |
Preferred stock, shares authorized | 4,428,571 | 4,428,571 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.08 | $ 0.08 |
Common stock, shares authorized | 25,000,000 | 25,000,000 |
Common stock, shares issued | 16,821,646 | 12,867,924 |
Common stock, shares outstanding | 16,821,646 | 12,867,924 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.08 | $ 0.08 |
Preferred stock, shares authorized | 571,429 | 571,429 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Income Statement [Abstract] | ||
Net sales | $ 5,339,000 | $ 18,871,000 |
Cost of sales | (4,893,000) | (15,894,000) |
Gross profit | 446,000 | 2,977,000 |
Operating expenses: | ||
Selling, general and administrative | 6,085,000 | 5,699,000 |
Research and development | 1,584,000 | 1,812,000 |
Total operating expense | 7,669,000 | 7,511,000 |
Loss from operations | (7,223,000) | (4,534,000) |
Other income: | ||
Dividend and interest income | 133,000 | 27,000 |
Other income | 1,000 | |
Total other income | 134,000 | 27,000 |
Loss before income taxes | (7,089,000) | (4,507,000) |
Provision for income taxes | (51,000) | (24,000) |
Net loss | $ (7,140,000) | $ (4,531,000) |
Basic net loss per common share | $ (0.50) | $ (0.36) |
Diluted net loss per common share | $ (0.50) | $ (0.36) |
Weighted average number of common and | ||
Basic | 14,154,269 | 12,673,245 |
Diluted | 14,154,269 | 12,673,245 |
Other comprehensive loss, net of tax: | ||
Foreign currency translation | $ (36,000) | $ (26,000) |
Comprehensive loss | $ (7,176,000) | $ (4,557,000) |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Total |
Balance at May. 31, 2021 | $ 985,000 | $ 38,837,000 | $ (48,000) | $ (30,546,000) | $ 9,228,000 |
Balance, shares at May. 31, 2021 | 12,307,157 | ||||
Exercise of stock options | $ 3,000 | 74,000 | $ 77,000 | ||
Exercise of stock options, shares | 39,500 | 39,500 | |||
Net proceeds from ATM | $ 41,000 | 2,276,000 | $ 2,317,000 | ||
Net proceeds from ATM, shares | 521,267 | ||||
Foreign currency translation | (26,000) | (26,000) | |||
Share-based compensation | 1,260,000 | 1,260,000 | |||
Net loss | (4,531,000) | (4,531,000) | |||
Balance at May. 31, 2022 | $ 1,029,000 | 42,447,000 | (74,000) | (35,077,000) | 8,325,000 |
Balance, shares at May. 31, 2022 | 12,867,924 | ||||
Exercise of stock options | $ 4,000 | 77,000 | $ 81,000 | ||
Exercise of stock options, shares | 46,500 | 46,500 | |||
Net proceeds from ATM | $ 46,000 | 1,915,000 | $ 1,961,000 | ||
Net proceeds from ATM, shares | 573,889 | ||||
Foreign currency translation | (36,000) | (36,000) | |||
Share-based compensation | 1,185,000 | 1,185,000 | |||
Net loss | (7,140,000) | (7,140,000) | |||
Shares issued in connection with public offering, net of offering costs | $ 267,000 | 7,081,000 | 7,348,000 | ||
Shares issued in connection with public offering, net of offering costs, shares | 3,333,333 | ||||
Balance at May. 31, 2023 | $ 1,346,000 | $ 52,705,000 | $ (110,000) | $ (42,217,000) | $ 11,724,000 |
Balance, shares at May. 31, 2023 | 16,821,646 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (7,140,000) | $ (4,531,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 84,000 | 339,000 |
Loss on disposal of property and equipment | 53,000 | |
Provision for allowance on accounts receivable | 342,000 | (684,000) |
Inventory reserve | (174,000) | (772,000) |
Share-based compensation | 1,185,000 | 1,260,000 |
Amortization of right-of-use asset | 267,000 | 256,000 |
Changes in assets and liabilities: | ||
Accounts receivable | (291,000) | 1,365,000 |
Inventories | 534,000 | 1,562,000 |
Prepaid expenses and other | 20,000 | 50,000 |
Other assets | 18,000 | 169,000 |
Accounts payable and accrued expenses | (80,000) | 389,000 |
Accrued compensation | 49,000 | 258,000 |
Advance from customers | 9,000 | 51,000 |
Reduction in lease liabilities | (297,000) | (244,000) |
Net cash used in operating activities | (5,474,000) | (479,000) |
Cash flows from investing activities: | ||
Expenditure related to intangibles | (14,000) | (113,000) |
Purchases of property and equipment | (64,000) | (57,000) |
Net cash used in investing activities | (78,000) | (170,000) |
Cash flows from financing activities: | ||
Gross proceeds from sale of common stock | 10,014,000 | 2,402,000 |
Costs from sale of common stock | (705,000) | (85,000) |
Proceeds from exercise of stock options | 81,000 | 77,000 |
Net cash provided by financing activities | 9,390,000 | 2,394,000 |
Effect of exchange rate changes in cash | (36,000) | (26,000) |
Net increase in cash and cash equivalents | 3,802,000 | 1,719,000 |
Cash and cash equivalents at beginning of year | 5,917,000 | 4,199,000 |
Cash and cash equivalents at end of year | 9,719,000 | 5,917,000 |
Cash paid during the year for: | ||
Income taxes | 51,000 | 24,000 |
Non-cash investing and financing activities: | ||
Increase in right-of-use asset due to lease extension or establishment | 4,000 | |
Increase in lease liability due to lease extension or establishment | 4,000 | |
Write off of fixed assets, cost | 40,000 | 820,000 |
Write off of fixed assets, accumulated depreciation | 40,000 | 767,000 |
Write off of intangible assets, cost | 6,000 | 247,000 |
Write off of intangible assets, accumulated amortization | $ 6,000 | $ 37,000 |
ORGANIZATION
ORGANIZATION | 12 Months Ended |
May 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | NOTE 1: ORGANIZATION Biomerica, Inc. and its subsidiaries (which includes wholly-owned subsidiaries, Biomerica de Mexico and BioEurope GmbH) is a biomedical technology company that develops, patents, manufactures and markets advanced diagnostic and therapeutic products used at the point-of-care (physicians’ offices and over-the-counter through drugstores and online) and in hospital/clinical laboratories for detection and/or treatment of medical conditions and diseases. Our diagnostic test kits are used to analyze blood, urine, nasal, or fecal material from patients in the diagnosis of various diseases, food intolerances and other medical complications, or to measure the level of specific hormones, antibodies, antigens, or other substances, which may exist in the human body in extremely small concentrations. The Company’s products are designed to enhance the health and well-being of people, while reducing total healthcare costs. Our primary focus is the research, development, commercialization and in certain cases regulatory approval, of patented, diagnostic-guided therapy (“DGT”) products to treat gastrointestinal diseases, such as irritable bowel syndrome (“IBS”), and other inflammatory diseases. These products are directed at chronic inflammatory illnesses that are widespread and common, and as such address very large markets. Our InFoods® IBS product uses a simple blood sample and is designed to identify patient-specific foods that, when removed from the diet, may alleviate IBS symptoms such as pain, bloating, diarrhea, and constipation. Instead of broad and difficult to manage dietary restrictions, the InFoods® IBS product works by identifying specific foods that may be causing an abnormally high immune response in the patient. A food identified as positive, which is causing the abnormal immune response in the patient, is simply removed from the diet to help alleviate IBS symptoms. Our existing medical diagnostic products are sold worldwide primarily in two markets: 1) clinical laboratories and 2) point-of-care (physicians’ offices and over-the-counter drugstores like Walmart and CVS Pharmacy). The diagnostic test kits are used to analyze blood, urine, nasal, or fecal specimens from patients in the diagnosis of various diseases, food intolerances, and other medical complications, by measuring or detecting the existence and/or level of specific bacteria, hormones, antibodies, antigens, or other substances, which may exist in a patient’s body, stools, or blood, often in extremely small concentrations. Due to the global COVID-19 pandemic, in March 2020, we began developing COVID-19 products to indicate if a person has been infected by COVID-19 or is currently infected. In fiscal 2022, we generated revenues from the international sale of our COVID-19 antigen tests. However, in fiscal 2023, due to the decline in severity of COVID-19 and the corresponding lower sales volumes, we no longer sell these products. Due to the relatively high volume of sales from these products in fiscal 2021 and fiscal 2022, we have seen significant fluctuations in quarterly revenues over the past twelve quarters. The other existing products that contributed to our 2023 revenues are primarily focused on gastrointestinal diseases, food intolerances, and certain esoteric tests. These diagnostic test products utilize immunoassay technology. Most of our products are CE marked and/or sold for diagnostic use where they are registered by each country’s regulatory agency. In addition, some products are cleared for sale in the United States by the FDA. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
May 31, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES PRINCIPLES OF CONSOLIDATION The consolidated financial statements for the years ended May 31, 2023 and 2022, include the accounts of Biomerica, Inc. (“Biomerica”) as well as its wholly-owned German subsidiary (“BioEurope GmbH”) and Mexican subsidiary (“Biomerica de Mexico”). All significant intercompany accounts and transactions have been eliminated in consolidation. ACCOUNTING ESTIMATES The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reported period. Estimates that are made include the allowance for doubtful accounts, which is estimated based on current as well as historical past practices with a customer; stock option forfeiture rates, which are calculated based on historical data; inventory obsolescence, which is based on projected and historical usage of materials; and lease liabilities and right-of-use assets, which are calculated based on certain assumptions such as the borrowing rate on the lease commencement date and, the likelihood of lease extensions to occur, asset valuations, among other things; and other items that may be necessary to estimate using current, historical and judgment based information. Actual results could materially differ from those estimates. Due to the global COVID-19 pandemic, the Company’s operations have been negatively impacted. The Company has faced disruptions in the following areas, (and may face further challenges): supply chain disruptions, loss of contracts and/or customers, closure of the Company’s manufacturing or distribution facilities or of the facilities of the Company’s suppliers, partners and customers, travel, shipping and logistical disruptions, government responses of all types, international business risks in countries where the Company makes and/or sells its products, loss of human capital or personnel at the Company, its partners and its customers, interruptions of production, customer credit risk, and general economic calamities. These pandemic related disruptions can materially negatively impact the Company’s operations and financial performance and may continue to have significant material negative impacts on the Company. LIQUIDITY The Company has incurred net losses and negative cash flows from operations and has an accumulated deficit of approximately $ 42 9,719,000 10,852,000 On January 22, 2021, the Company filed a prospectus supplement to the base prospectus included in a registration statement filed with the SEC on July 21, 2020, and declared effective by the SEC on September 30, 2020, for purposes of selling up to $ 15,000,000 Under the ATM Offering, the sales agent uses commercially reasonable efforts to sell on the Company’s behalf all the shares requested to be sold from time to time by the Company, consistent with its normal trading and sales practices, on mutually agreed terms between the agent and the Company. The Company has no obligation to sell any shares under the ATM Offering, and may at any time suspend offers under, or terminate the ATM Offering. During the year ended May 31, 2023, the Company sold 573,889 3.15 4.26 2,014,000 1,961,000 53,000 During the year ended May 31, 2022, the Company sold 521,267 4.02 5.63 2,402,000 2,317,000 85,000 On March 7, 2023, the Company sold 3,333,333 2.40 700,000 7,300,000 The Company intends to use the net proceeds from such offerings for general corporate purposes, including, without limitation, sales and marketing activities, clinical studies, product development, making acquisitions of assets, businesses, companies or securities, capital expenditures, and for working capital needs. Management has analyzed the cash requirements of the Company’s business through at least August 2024. As a result of cash and cash equivalents on hand on May 31, 2023, largely from the public offering, and the ability to raise additional funds through another new ATM agreement, management believes the Company has sufficient funds to operate through at least August 2024. FAIR VALUE OF FINANCIAL INSTRUMENTS The Company has financial instruments whereby the fair market value of the financial instruments could be different than that recorded on a historical basis. The Company’s consolidated financial instruments consist of its cash and cash equivalents, accounts receivable, and accounts payable. The carrying amounts of the Company’s financial instruments approximate their fair values. The Company also maintains an investment in privately held company (see below). CONCENTRATION OF CREDIT RISK The Company maintains cash balances at certain financial institutions in excess of amounts insured by federal agencies. From time to time, the Company has uninsured balances. The Company does not believe it is exposed to any significant credit risks. The Company provides credit in the normal course of business to customers throughout the United States and in foreign markets. The Company performs ongoing credit evaluations of its customers and requires accelerated prepayment in some circumstances. Our net sales were approximately $ 5,339,000 18,871,000 35 65 35 55 Total gross receivables on May 31, 2023 and 2022 were approximately $ 751,000 927,000 36 50 36 100 For the fiscal year ended May 31, 2023, the Company did not have any significant concentration of vendor spend for raw materials. For the fiscal year ended May 31, 2022, the Company had one vendor, which accounted for 84 GEOGRAPHIC CONCENTRATION As of May 31, 2023 and 2022, approximately $ 626,000 621,000 17,000 CASH AND CASH EQUIVALENTS Cash and cash equivalents consist of demand deposits and money market accounts with original maturities of less than three months. ACCOUNTS RECEIVABLE, NET The Company extends unsecured credit to its customers on a regular basis. International accounts are usually required to prepay until they establish a history with the Company and at that time, they are extended credit at levels based on a number of criteria. Initial credit levels for individual distributors are approved by designated officers and managers of the Company. All increases in credit limits are also approved by designated upper-level management. Management evaluates receivables on a quarterly basis and adjusts the allowance for doubtful accounts accordingly. Balances over ninety days Occasionally certain long-standing customers, who routinely place large orders, will have unusually large receivables balances relative to the total gross receivables. Management monitors the payments for these large balances closely and very often requires payment of existing invoices before shipping new sales orders. As of May 31, 2023 and 2022, the Company has established a reserve of approximately $ 29,000 153,000 PREPAID EXPENSES AND OTHER The Company occasionally prepays for items such as inventory, insurance, and other items. These items are reported as prepaids, until either the inventory is physically received or the insurance and other items are utilized. As of May 31, 2023 and 2022, the prepaids were approximately $ 300,000 320,000 INVENTORIES, NET The Company values inventory at the lower of cost (determined using a combination of specific lot identification and the first-in, first-out methods) or net realizable value. Management periodically reviews inventory for excess quantities and obsolescence. Management evaluates quantities on hand, physical condition, and technical functionality as these characteristics may be impacted by anticipated customer demand for current products and new product introductions. The reserve is adjusted based on such evaluation, with a corresponding provision included in cost of sales. Abnormal amounts of idle facility expenses, freight, handling costs, and wasted material are recognized as current period charges and the allocation of fixed production overhead is based on the normal capacity of the production facilities. The following is a summary of approximate net inventories: SCHEDULE OF NET INVENTORIES 2023 2022 May 31, 2023 2022 Raw materials $ 1,677,000 $ 1,717,000 Work in progress 869,000 763,000 Finished products 182,000 782,000 Total gross inventory $ 2,728,000 $ 3,262,000 Inventory reserve (672,000 ) (846,000 ) Net inventory $ 2,056,000 $ 2,416,000 Reserves for inventory obsolescence are recorded as necessary to reduce obsolete inventory to estimated net realizable value or to specifically reserve for obsolete inventory. As of May 31, 2023 and 2022, inventory reserves were approximately $ 672,000 846,000 PROPERTY AND EQUIPMENT, NET Property and equipment are stated at cost. Expenditures for additions and major improvements are capitalized. Repairs and maintenance costs are charged to operations as incurred. When property and equipment are sold, retired, or otherwise disposed of, the related cost and accumulated depreciation or amortization are removed from the accounts, and gains or losses from sales, retirements, and dispositions are credited or charged to income. Depreciation and amortization are provided over the estimated useful lives of the related assets, ranging from 5 10 66,000 100,000 INTANGIBLE ASSETS, NET Intangible assets include trademarks, product rights, technology rights, and patents, and are accounted for based on Accounting Standards Codification (“ASC”), ASC 350 Intangibles – Goodwill and Other (“ASC 350”). In that regard, intangible assets that have indefinite useful lives are not amortized but are tested at least annually for impairment or more frequently if events or changes in circumstances indicate that the asset might be impaired. Intangible assets are being amortized using the straight-line method over the useful life, not to exceed 18 10 20 18,000 239,000 The Company assesses the recoverability of these intangible assets by determining whether the amortization of the asset’s balance over its remaining life can be recovered through projected undiscounted future cash flows. The Company uses a qualitative assessment to determine whether there was any impairment. During the year ended May 31, 2023, there was no 210,000 INVESTMENTS The Company has made investments in a privately held Polish distributor, which is primarily engaged in distributing medical products and devices, including the distribution of the products sold by the Company. The Company invested approximately $ 165,000 6 Equity holdings in nonmarketable unconsolidated entities in which the Company is not able to exercise significant influence (“Cost Method Holdings”) are accounted for at the Company’s initial cost, minus any impairment (if any), plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar holding or security of the same issuer. Dividends received are recorded as other income. The Company assesses its equity holdings for impairment whenever events or changes in circumstances indicate that the carrying value of an equity holding may not be recoverable. Management reviewed the underlying net assets of the Company’s equity method holding as of May 31, 2023 and determined that the Company’s proportionate economic interest in the entity indicates that the equity holding was not impaired. There were no observable price changes in orderly transactions for identical or a similar holding or security of the Company’s Cost Method Holding during the year ended May 31, 2023. SHARE-BASED COMPENSATION The Company follows the guidance of ASC 718, Share-based Compensation (“ASC 718”), which requires the use of the fair-value based method to determine compensation for all arrangements under which employees and others receive shares of stock or equity instruments (options). The fair value of each option award is estimated on the date of grant using the Black-Scholes option-pricing model that uses assumptions for expected volatility, expected dividends, expected forfeiture rate, expected term, and the risk-free interest rate. The Company has not paid dividends historically and does not expect to pay them in the foreseeable future. Expected volatilities are based on weighted averages of the historical volatility of the Company’s common stock estimated over the expected term of the options. The expected forfeiture rate is based on historical forfeitures experienced. The expected term of options granted is derived using the “simplified method” which computes expected term as the average of the sum of the vesting term plus the contract term as historically the Company had limited exercise activity surrounding its options. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for the period of the expected term. The grant date fair value of the award is recognized under the straight-line attribution method. The Company expensed approximately $ 1,185,000 1,260,000 In applying the Black-Scholes option-pricing model, the following assumptions used in the valuation of awards issued for period ending May 31, 2023 and 2022: SCHEDULE OF SHARE-BASED PAYMENT AWARD, STOCK OPTIONS, VALUATION ASSUMPTIONS For the year ended May 31, 2023 2022 Dividend yield 0 0% Expected volatility 98.81 101.77 102.54 105.48 Risk free interest rate 3.12 3.35 0.97 2.75 Expected term 6.25 5.50 6.25 REVENUE RECOGNITION The Company has various contracts with customers. All of the contracts specify that revenues from product sales are recognized at the time the product is shipped, customarily FOB shipping point, which is when the transfer of control of goods has occurred and at which point title passes. The Company does not typically allow for returns from customers except in the event of defective merchandise and therefore does not establish an allowance for returns. In addition, the Company has contracts with customers wherein customers receive purchase discounts for achieving specified sales volumes. The Company evaluated the status of these contracts during the years ended May 31, 2023 and 2022 and does not believe that any additional discounts will be given through the end of the contract periods. Services for contract work performed by the Company for others are invoiced and recognized as that work has been performed and as the project progresses. The Company sells clinical lab products to domestic and international distributors, including hospitals and clinical laboratories, medical research institutions, medical schools, and pharmaceutical companies. OTC products are sold directly to drug stores and e-commerce customers as well as to distributors. Physicians’ office products are sold to physicians and distributors, all of whom are categorized below according to the type of products sold to them. We also manufacture certain components on a contract basis for domestic and international manufacturers. As of May 31, 2023, the Company had approximately $ 60,000 Disaggregation of revenue: The following is an approximate breakdown of revenues according to primary markets to which the products are sold: SCHEDULE OF DISAGGREGATION REVENUE 2023 2022 For the Year Ended May 31, 2023 2022 Clinical lab $ 3,310,000 $ 3,064,000 Over-the-counter 1,169,000 1,089,000 Contract manufacturing 610,000 459,000 Physician’s office 250,000 14,259,000 Total $ 5,339,000 $ 18,871,000 See Note 8 for additional information regarding geographic revenue concentrations. SHIPPING AND HANDLING FEES The Company includes shipping and handling fees billed to customers in net sales. RESEARCH AND DEVELOPMENT Research and development costs are expensed as incurred. The Company expensed approximately $ 1,584,000 1,812,000 INCOME TAXES The Company accounts for income taxes in accordance with ASC 740, Income Taxes (“ASC 740”). Deferred tax assets and liabilities arise from temporary differences between the tax bases of assets and liabilities and their reported amounts in the consolidated financial statements that will result in taxable or deductible amounts in future years and the benefits of net operating loss and tax credit carryforwards. These temporary differences and the benefits of net operating loss and tax credit carryforwards are measured using enacted tax rates. A valuation allowance is recorded to reduce deferred tax assets to the extent that management considers it is more likely than not that a deferred tax asset will not be realized. In determining the valuation allowance, the Company considers factors such as the reversal of deferred income tax assets, projected taxable income, and the character of income tax assets and tax planning strategies. A change to these factors could impact the estimated valuation allowance and income tax expense. As of May 31, 2023 and 2022, in accordance with ASC 740, the Company has a valuation allowance for substantially all of its net deferred tax assets. During the year ended May 31, 2023, this valuation allowance was increased to $ 8,940,000 8,940,000 The Company accounts for its uncertain tax provisions by using a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not, based solely on the technical merits, that the position will be sustained in an audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the appropriate amount of the benefit to recognize. The amount of benefit to recognize is measured as the maximum amount which is more likely than not to be realized. The tax position is derecognized when it is no longer more likely than not capable of being sustained. On subsequent recognition and measurement, the maximum amount which is more likely than not to be recognized at each reporting date will represent the Company’s best estimate, given the information available at the reporting date, although the outcome of the tax position is not absolute or final. The Company elected to follow an accounting policy to classify accrued interest related to liabilities for income taxes within the “Interest expense” line and penalties related to liabilities for income taxes within the “Other expense” line of the consolidated statements of operations and comprehensive loss. ADVERTISING COSTS The Company reports the cost of all advertising as expense in the period in which those costs are incurred. Advertising costs were approximately $ 156,000 76,000 FOREIGN CURRENCY TRANSLATION The subsidiary located in Mexico operates primarily using the Mexican peso. The subsidiary located in Germany operates primarily using the U.S. dollar, with an immaterial amount of transactions occurring using the Euro. Accordingly, assets and liabilities of these subsidiaries are translated using exchange rates in effect at the end of the year, and revenues and costs are translated using average exchange rates for the year. The resulting adjustments to assets and liabilities are presented as a separate component of accumulated other comprehensive loss. There are no foreign currency transactions that are included in the consolidated statements of operations for the years ended May 31, 2023 and 2022. RIGHT-OF-USE ASSETS AND LEASE LIABILITIES In February 2016, the Financial Accounting Standards Board (“FASB”) issued an accounting standard update which requires lessees to recognize most leases on the balance sheet with a corresponding right-of-use asset. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Right-of-use assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of fixed lease payments over the lease term. Leases are classified as financing or operating which will drive the expense recognition pattern. The Company has elected to exclude short-term leases. The Company leases office space and copy machines, all of which are operating leases. Most leases include the option to renew and the exercise of the renewal options is at the Company’s sole discretion. Options to extend or terminate a lease are considered in the lease term to the extent that the option is reasonably certain of exercise. The leases do not include the options to purchase the leased property. The depreciable life of assets and leasehold improvements are limited by the expected lease term. For additional information, see Note 9-Commitments and Contingencies. NET LOSS PER SHARE Basic loss per share is computed as net loss divided by the weighted average number of common shares outstanding for the period. Diluted loss per share reflects the potential dilution that could occur from common shares issuable through stock options, warrants and other convertible securities using the treasury stock method. The total amounts of anti-dilutive stock options not included in the loss per share calculation for the years ended May 31, 2023 and 2022 were 2,342,616 2,321,616 SEGMENT REPORTING ASC 280, Segment Reporting (“ASC 280”), establishes standards for reporting, by public business enterprises, information about operating segments, products and services, geographic areas, and major customers. The Company’s operations are analyzed by management and its chief operating decision maker as being part of a single industry segment: the design, development, marketing, and sales of diagnostic kits. REPORTING COMPREHENSIVE LOSS Comprehensive loss represents net loss and any revenues, expenses, gains and losses that, under GAAP, are excluded from net loss and recognized directly as a component of shareholders’ equity. Items of other comprehensive loss consist solely of foreign currency translation adjustments for the years ended May 31, 2023 and 2022. RECENT ACCOUNTING PRONOUNCEMENTS Except as follows, recent ASU’s issued by the FASB and guidance issued by the SEC did not, or are not believed by management to, have a material effect on the Company’s present or future consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU will require the measurement of all expected credit losses for financial assets, including trade receivables, held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. The guidance was initially effective for the Company for annual reporting periods beginning after December 15, 2019, and interim periods within those fiscal years. In November 2019, the FASB issued ASU 2019-10, Financial Instruments - Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates, which, among other things, defers the effective date of ASU 2016-13 for public filers that are considered smaller reporting companies as defined by the Securities and Exchange Commission to fiscal years beginning after December 15, 2022, including interim periods within those years. Early adoption is permitted. The Company is currently reviewing the requirements of this ASU to determine its impact on the Company’s consolidated results of operations and financial position. |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 12 Months Ended |
May 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT, NET | NOTE 3: PROPERTY AND EQUIPMENT, NET The following is an approximate breakdown of property and equipment, net of accumulated depreciation: SCHEDULE OF PROPERTY AND EQUIPMENT, NET 2023 2022 May 31, 2023 2022 Equipment $ 1,333,000 $ 1,292,000 Furniture, fixtures and leasehold improvements 211,000 227,000 Less accumulated depreciation (1,331,000 ) (1,305,000 ) Net property and equipment $ 213,000 $ 214,000 |
INTANGIBLE ASSETS, NET
INTANGIBLE ASSETS, NET | 12 Months Ended |
May 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS, NET | NOTE 4: INTANGIBLE ASSETS, NET The following is an approximate breakdown of intangible assets, net of accumulated amortization: SCHEDULE OF INTANGIBLE ASSETS, NET 2023 2022 May 31, 2023 2022 Patents 196,000 189,000 Less accumulated amortization-patents (31,000 ) (19,000 ) Intangible assets, net $ 165,000 $ 170,000 Expected amortization of intangible assets for the years ending May 31: SCHEDULE OF EXPECTED AMORTIZATION OF INTANGIBLE ASSETS 2024 $ 13,000 2025 13,000 2026 13,000 2027 13,000 2028 13,000 Thereafter 100,000 Total $ 165,000 |
ACCOUNTS PAYABLE AND ACCRUED EX
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 12 Months Ended |
May 31, 2023 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | NOTE 5: ACCOUNTS PAYABLE AND ACCRUED EXPENSES The following is an approximate breakdown of accounts payable and accrued expenses balances: SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES 2023 2022 May 31, 2023 2022 Accounts payable $ 344,000 $ 736,000 Accrued expenses 548,000 236,000 Total $ 892,000 $ 972,000 As of May 31, 2023, the Company had one vendor which accounted for 23 69 |
SHAREHOLDERS_ EQUITY
SHAREHOLDERS’ EQUITY | 12 Months Ended |
May 31, 2023 | |
Equity [Abstract] | |
SHAREHOLDERS’ EQUITY | NOTE 6: SHAREHOLDERS’ EQUITY STOCK OPTION AND RESTRICTED STOCK PLANS In December 2014, the Company adopted and shareholders approved a stock option and restricted stock plan (the “2014 Plan”). Subsequently, in December 2017, the Company adopted and shareholders approved an stock option and restricted stock plan (the “2017 Plan”). In February 2020, the Board approved the 2020 Stock Incentive Plan (the “2020 Plan”, and collectively with the 2014 Plan and 2017 Plan, the “Equity Incentive Plans”) and on December 11, 2020, the shareholders of the Company approved the 2020 Plan. The Equity Incentive Plans provide that non-qualified options and incentive stock options and restricted stock may be granted to directors, affiliates, employees, or consultants of the Company. The Equity Incentive Plans authorize awards representing up to 850,000 900,000 900,000 4 80 10 Stock-based compensation expense for the years ended May 31, 2023 and 2022 is as follows: SCHEDULE OF STOCK BASED COMPENSATION EXPENSE 2023 2022 For the Year Ended May 31, 2023 2022 Cost of sales $ 143,000 $ 159,000 Selling, general and administrative 971,000 1,021,000 Research and development 71,000 80,000 Total stock option expense $ 1,185,000 $ 1,260,000 Activity as to aggregate stock options outstanding is as follows: SCHEDULE OF ACTIVITY TO AGGREGATE STOCK OPTIONS Number of Stock Options Weighted Average Exercise Price Aggregate Intrinsic Value Options Outstanding at May 31, 2021 2,081,366 $ 3.59 $ 2,132,000 Options granted 344,000 $ 4.43 Options exercised (39,500 ) $ 1.99 $ 90,000 Options canceled or expired (64,250 ) $ 4.41 Options Outstanding at May 31, 2022 2,321,616 $ 3.72 $ 1,838,000 Options granted 243,000 $ 2.70 Options exercised (46,500 ) $ 1.73 $ 90,000 Options canceled or expired (175,500 ) $ 5.56 Options Outstanding at May 31, 2023 2,342,616 $ 3.52 $ 146,000 Options vested and exercisable at May 31, 2023 1,841,933 $ 3.38 $ 146,000 The weighted average grant date fair value of options granted during 2023 and 2022 were $ 2.19 4.43 On May 31, 2023, total compensation cost related to non-vested stock option awards not yet recognized totaled approximately $ 1,145,000 2.52 4.97 5.67 COMMON STOCK ACTIVITY On January 22, 2021, the Company filed a prospectus supplement to the base prospectus included in a registration statement filed with the SEC on July 21, 2020, and declared effective by the SEC on September 30, 2020, for purposes of selling up to $ 15,000,000 On May 21, 2021, in conjunction with the Company’s 2020 Stock Incentive Plan, that was approved by shareholders at the Company’s annual meeting in December 2020, the Company filed an S-8 Registration Statement to register up to 900,000 Under the ATM Offering, the sales agent uses commercially reasonable efforts to sell on the Company’s behalf all of the shares requested to be sold from time to time by the Company, consistent with its normal trading and sales practices, on mutually agreed terms between the agent and the Company. The Company has no obligation to sell any of the shares under the ATM Offering, and may at any time suspend offers under, or terminate the ATM Offering. During the year ended May 31, 2023, the Company sold 573,889 3.15 4.26 2,014,000 1,961,000 53,000 During the year ended May 31, 2022, the Company sold 521,267 4.02 5.63 2,402,000 2,317,000 85,000 On March 7, 2023, the Company closed on an underwritten sale of 3,333,333 2.40 700,000 7,300,000 PREFERRED STOCK ACTIVITY On February 24, 2020, the Company entered into and closed on a Stock Purchase Agreement (the “Stock Purchase Agreement”) with Palm Global Small Cap Master Fund LP (“Palm”) pursuant to which the Company agreed to sell and issue to Palm, and Palm agreed to purchase from the Company, 571,429 0.08 2 3.50 The Series A 5% Convertible Preferred Stock accrued annual preferred dividends at a rate of $ 0.175 On March 24, 2020, Palm converted 250,000 250,000 571,429 321,429 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
May 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 7: INCOME TAXES Provision for income taxes for the years ended May 31 consists of the following: SCHEDULE OF PROVISION FOR INCOME TAXES 2023 2022 For the Year Ended May 31, 2023 2022 Current: U.S. Federal $ - $ - Foreign Taxes Subsidiaries (50,000 ) (23,000 ) State and local (1,000 ) (1,000 ) Total current (51,000 ) (24,000 ) Deferred: U.S. Federal - - State and local - - Total deferred - - Income tax expense $ (51,000 ) $ (24,000 ) Provision for income taxes differs from the amounts computed by applying the U.S. Federal income tax rate applicable for each year ( 21 SCHEDULE OF EFFECTIVE INCOME TAX RECONCILIATION 2023 2022 For the Year Ended May 31, 2023 2022 Computed “expected” tax benefit $ 1,490,000 947,000 Increase (reduction) in income taxes resulting from: Change in valuation allowance (1,973,000 ) (1,022,000 ) State income taxes, net of federal benefit 583,000 300,000 Research and development tax credits - 50,000 Permanent tax differences and other (17,000 ) (197,000 ) Stock based compensation benefit (5,000 ) 11,000 Foreign taxes of subsidiaries (129,000 ) (113,000 ) Income tax expense $ (51,000 ) $ (24,000 ) The tax effect of significant temporary differences is presented below: SCHEDULE OF DEFERRED TAX ASSETS 2023 2022 May 31, 2023 2022 Deferred tax assets: Accounts receivable, principally due to allowance for doubtful accounts $ 8,000 $ 43,000 Inventory valuation 188,000 237,000 Compensated absences 118,000 120,000 Net operating loss carryforwards 5,817,000 4,349,000 Tax credit carryforwards 1,239,000 1,096,000 Deferred rent expense/Capitalized leases 11,000 20,000 Stock Options 1,296,000 1,035,000 Sec 174 capitalized costs 284,000 - Losses of foreign subsidiaries & other, net - 41,000 Accumulated depreciation and amortization (21,000 ) 26,000 Total deferred tax assets 8,940,000 6,967,000 Less valuation allowance (8,940,000 ) (6,967,000 ) Net deferred tax asset $ - $ - The Company has provided a valuation allowance of approximately $ 8,940,000 6,967,000 1,973,000 1,063,000 On May 31, 2023, the Company has Federal income tax net operating loss carryforwards of approximately $ 21,958,000 17,269,000 On May 31, 2023, the Company has Federal research and development tax credit carryforward of approximately $ 817,000 533,000 Pursuant to Internal Revenue Code (“IRC”) Sections 382 and 383, annual use of the Company’s net operating loss (“NOL”) and credit carryforwards may be limited by statute because of a cumulative change in ownership of more than 50%. Pursuant to Sections 382 and 383 of the IRC, the annual use of the Company’s NOLs and credit carryforwards would be limited if there is a cumulative change of ownership (as that term is defined in Section 382(g) of the IRC of greater than 50% in a three-year period). Management has not performed an analysis to determine if the Company has had a cumulative change in ownership of greater than 50%. For the year ended May 31, 2023, the Company performed an analysis and has not identified any uncertain tax positions as defined under ASC 740. Should such position be identified in the future, and should the Company owe interest and penalties as a result of this, these would be recognized as interest expense and other expense, respectively, in the consolidated financial statements. The Company is no longer subject to any significant U.S. federal tax examinations by tax authorities for years before fiscal 2018. |
GEOGRAPHIC INFORMATION
GEOGRAPHIC INFORMATION | 12 Months Ended |
May 31, 2023 | |
Segment Reporting [Abstract] | |
GEOGRAPHIC INFORMATION | NOTE 8: GEOGRAPHIC INFORMATION The Company operates as one SCHEDULE OF GEOGRAPHIC INFORMATION 2023 2022 For the Year Ended May 31, 2023 2022 Revenues from sales to unaffiliated customers: Asia $ 2,021,000 $ 13,375,000 Europe 1,798,000 4,339,000 North America 1,470,000 997,000 Middle East 39,000 70,000 South America 11,000 90,000 Total $ 5,339,000 $ 18,871,000 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
May 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 9: COMMITMENTS AND CONTINGENCIES OPERATING LEASES The Company leases facilities in Irvine, California and Mexicali, Mexico. As of May 31, 2023, the Company had approximately 22,000 square feet of floor space at its corporate headquarters at 17571 Von Karman Avenue in Irvine, California. The lease for its headquarters expires in August 2026. The Company has the option to extend the lease for an additional five-year term 22,000 In November 2016, the Company’s Mexican subsidiary, Biomerica de Mexico, entered into a 10 8,100 10 In addition, the Company leases a small office in Lindau, Germany on a month-to-month basis, as headquarters for BioEurope GmbH, its Germany subsidiary. For purposes of determining straight-line rent expense, the lease term is calculated from the date the Company first takes possession of the facility, including any periods of free rent and any renewal options periods that the Company is reasonably certain of exercising. The Company’s office and equipment leases generally have contractually specified minimum rent and annual rent increases are included in the measurement of the right-of-use asset and related lease liabilities. Additionally, under these lease arrangements, the Company may be required to pay directly, or reimburse the lessors, for some maintenance and operating costs. Such amounts are generally variable and therefore not included in the measurement of the right-of-use asset and related lease liabilities but are instead recognized as variable lease expense in the consolidated statements of operations and comprehensive loss when they are incurred. The following table presents information on our operating leases for the years ended May 31, 2023 and 2022: SCHEDULE OF OPERATING LEASES 2023 2022 Year Ended May 31, 2023 2022 Operating lease cost $ 353,000 $ 352,000 Short-term lease cost 5,000 5,000 Total lease cost $ 358,000 $ 357,000 The future minimum lease payments of the Company’s operating lease liabilities by fiscal year are as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS Year Ending May 31: Operating Leases 2024 $ 356,000 2025 366,000 2026 376,000 2027 101,000 Thereafter - Total minimum future lease payments $ 1,199,000 Less: imputed interest 117,000 Total operating lease liabilities $ 1,082,000 The following table summarizes the Company’s other supplemental lease information for the years ended May 31, 2023 and 2022: SCHEDULE OF OTHER SUPPLEMENTAL LEASE INFORMATION 2023 2022 Year Ended May 31, 2023 2022 Cash paid for operating lease liabilities $ 347,000 $ 338,000 Weighted-average remaining lease term (years) 3.27 4.28 Weighted-average discount rate 6.50 6.50 The Company also has various insignificant leases for office equipment. RETIREMENT SAVINGS PLAN Effective September 1, 1986, the Company established a 401(k) plan for the benefit of its employees. The plan permits eligible employees to contribute to the plan up to the maximum percentage of total annual compensation allowable under the limits of IRC Sections 415, 401(k) and 404. The Company, at the discretion of its Board of Directors, may make contributions to the plan in amounts determined by the Board each year. No contributions by the Company have been made since the plan’s inception. LITIGATION The Company is, from time to time, involved in legal proceedings, claims, and litigation arising in the ordinary course of business. While the amounts claimed may be substantial, the ultimate liability cannot presently be determined because of considerable uncertainties that exist. Therefore, it is possible the outcome of such legal proceedings, claims, and litigation could have a material effect on quarterly or annual operating results or cash flows when resolved in a future period. However, based on facts currently available, management believes such matters will not have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. There were no legal proceedings pending as of May 31, 2023. CONTRACTS Contracts and Licensing Agreements The Company has one royalty agreement in which it has obtained rights to manufacture and market certain products for the life of the products. Royalty expense of approximately $ 13,000 19,000 2.1 1.5 Clinical Trial Agreements In September 2017, the Company signed a Clinical Samples Agreement with the University of Southern California for the purpose of providing clinical samples for use by the Company in conducting future clinical trials for one of the products which the Company is developing. The initial budget was estimated to be approximately $ 82,000 17,000 The Company entered into a Clinical Trial Agreement with a research institute for the purpose of conducting a clinical trial of the Biomerica InFoods® product. The term of the agreement shall be until completion of the work outlined and the charges will be invoiced monthly for work performed in the previous month. The maximum budgeted costs will be approximately $ 107,000 28,000 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
May 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 10: SUBSEQUENT EVENTS On August 3, 2023, the Company announced it had entered into a sales agreement with CVS Pharmacy wherein the Company’s EZ Detect™ colorectal disease screening test will be offered at approximately 7,000 CVS Pharmacy retail stores |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
May 31, 2023 | |
Accounting Policies [Abstract] | |
PRINCIPLES OF CONSOLIDATION | PRINCIPLES OF CONSOLIDATION The consolidated financial statements for the years ended May 31, 2023 and 2022, include the accounts of Biomerica, Inc. (“Biomerica”) as well as its wholly-owned German subsidiary (“BioEurope GmbH”) and Mexican subsidiary (“Biomerica de Mexico”). All significant intercompany accounts and transactions have been eliminated in consolidation. |
ACCOUNTING ESTIMATES | ACCOUNTING ESTIMATES The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reported period. Estimates that are made include the allowance for doubtful accounts, which is estimated based on current as well as historical past practices with a customer; stock option forfeiture rates, which are calculated based on historical data; inventory obsolescence, which is based on projected and historical usage of materials; and lease liabilities and right-of-use assets, which are calculated based on certain assumptions such as the borrowing rate on the lease commencement date and, the likelihood of lease extensions to occur, asset valuations, among other things; and other items that may be necessary to estimate using current, historical and judgment based information. Actual results could materially differ from those estimates. Due to the global COVID-19 pandemic, the Company’s operations have been negatively impacted. The Company has faced disruptions in the following areas, (and may face further challenges): supply chain disruptions, loss of contracts and/or customers, closure of the Company’s manufacturing or distribution facilities or of the facilities of the Company’s suppliers, partners and customers, travel, shipping and logistical disruptions, government responses of all types, international business risks in countries where the Company makes and/or sells its products, loss of human capital or personnel at the Company, its partners and its customers, interruptions of production, customer credit risk, and general economic calamities. These pandemic related disruptions can materially negatively impact the Company’s operations and financial performance and may continue to have significant material negative impacts on the Company. |
LIQUIDITY | LIQUIDITY The Company has incurred net losses and negative cash flows from operations and has an accumulated deficit of approximately $ 42 9,719,000 10,852,000 On January 22, 2021, the Company filed a prospectus supplement to the base prospectus included in a registration statement filed with the SEC on July 21, 2020, and declared effective by the SEC on September 30, 2020, for purposes of selling up to $ 15,000,000 Under the ATM Offering, the sales agent uses commercially reasonable efforts to sell on the Company’s behalf all the shares requested to be sold from time to time by the Company, consistent with its normal trading and sales practices, on mutually agreed terms between the agent and the Company. The Company has no obligation to sell any shares under the ATM Offering, and may at any time suspend offers under, or terminate the ATM Offering. During the year ended May 31, 2023, the Company sold 573,889 3.15 4.26 2,014,000 1,961,000 53,000 During the year ended May 31, 2022, the Company sold 521,267 4.02 5.63 2,402,000 2,317,000 85,000 On March 7, 2023, the Company sold 3,333,333 2.40 700,000 7,300,000 The Company intends to use the net proceeds from such offerings for general corporate purposes, including, without limitation, sales and marketing activities, clinical studies, product development, making acquisitions of assets, businesses, companies or securities, capital expenditures, and for working capital needs. Management has analyzed the cash requirements of the Company’s business through at least August 2024. As a result of cash and cash equivalents on hand on May 31, 2023, largely from the public offering, and the ability to raise additional funds through another new ATM agreement, management believes the Company has sufficient funds to operate through at least August 2024. |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS The Company has financial instruments whereby the fair market value of the financial instruments could be different than that recorded on a historical basis. The Company’s consolidated financial instruments consist of its cash and cash equivalents, accounts receivable, and accounts payable. The carrying amounts of the Company’s financial instruments approximate their fair values. The Company also maintains an investment in privately held company (see below). |
CONCENTRATION OF CREDIT RISK | CONCENTRATION OF CREDIT RISK The Company maintains cash balances at certain financial institutions in excess of amounts insured by federal agencies. From time to time, the Company has uninsured balances. The Company does not believe it is exposed to any significant credit risks. The Company provides credit in the normal course of business to customers throughout the United States and in foreign markets. The Company performs ongoing credit evaluations of its customers and requires accelerated prepayment in some circumstances. Our net sales were approximately $ 5,339,000 18,871,000 35 65 35 55 Total gross receivables on May 31, 2023 and 2022 were approximately $ 751,000 927,000 36 50 36 100 For the fiscal year ended May 31, 2023, the Company did not have any significant concentration of vendor spend for raw materials. For the fiscal year ended May 31, 2022, the Company had one vendor, which accounted for 84 |
GEOGRAPHIC CONCENTRATION | GEOGRAPHIC CONCENTRATION As of May 31, 2023 and 2022, approximately $ 626,000 621,000 17,000 |
CASH AND CASH EQUIVALENTS | CASH AND CASH EQUIVALENTS Cash and cash equivalents consist of demand deposits and money market accounts with original maturities of less than three months. |
ACCOUNTS RECEIVABLE, NET | ACCOUNTS RECEIVABLE, NET The Company extends unsecured credit to its customers on a regular basis. International accounts are usually required to prepay until they establish a history with the Company and at that time, they are extended credit at levels based on a number of criteria. Initial credit levels for individual distributors are approved by designated officers and managers of the Company. All increases in credit limits are also approved by designated upper-level management. Management evaluates receivables on a quarterly basis and adjusts the allowance for doubtful accounts accordingly. Balances over ninety days Occasionally certain long-standing customers, who routinely place large orders, will have unusually large receivables balances relative to the total gross receivables. Management monitors the payments for these large balances closely and very often requires payment of existing invoices before shipping new sales orders. As of May 31, 2023 and 2022, the Company has established a reserve of approximately $ 29,000 153,000 |
PREPAID EXPENSES AND OTHER | PREPAID EXPENSES AND OTHER The Company occasionally prepays for items such as inventory, insurance, and other items. These items are reported as prepaids, until either the inventory is physically received or the insurance and other items are utilized. As of May 31, 2023 and 2022, the prepaids were approximately $ 300,000 320,000 |
INVENTORIES, NET | INVENTORIES, NET The Company values inventory at the lower of cost (determined using a combination of specific lot identification and the first-in, first-out methods) or net realizable value. Management periodically reviews inventory for excess quantities and obsolescence. Management evaluates quantities on hand, physical condition, and technical functionality as these characteristics may be impacted by anticipated customer demand for current products and new product introductions. The reserve is adjusted based on such evaluation, with a corresponding provision included in cost of sales. Abnormal amounts of idle facility expenses, freight, handling costs, and wasted material are recognized as current period charges and the allocation of fixed production overhead is based on the normal capacity of the production facilities. The following is a summary of approximate net inventories: SCHEDULE OF NET INVENTORIES 2023 2022 May 31, 2023 2022 Raw materials $ 1,677,000 $ 1,717,000 Work in progress 869,000 763,000 Finished products 182,000 782,000 Total gross inventory $ 2,728,000 $ 3,262,000 Inventory reserve (672,000 ) (846,000 ) Net inventory $ 2,056,000 $ 2,416,000 Reserves for inventory obsolescence are recorded as necessary to reduce obsolete inventory to estimated net realizable value or to specifically reserve for obsolete inventory. As of May 31, 2023 and 2022, inventory reserves were approximately $ 672,000 846,000 |
PROPERTY AND EQUIPMENT, NET | PROPERTY AND EQUIPMENT, NET Property and equipment are stated at cost. Expenditures for additions and major improvements are capitalized. Repairs and maintenance costs are charged to operations as incurred. When property and equipment are sold, retired, or otherwise disposed of, the related cost and accumulated depreciation or amortization are removed from the accounts, and gains or losses from sales, retirements, and dispositions are credited or charged to income. Depreciation and amortization are provided over the estimated useful lives of the related assets, ranging from 5 10 66,000 100,000 |
INTANGIBLE ASSETS, NET | INTANGIBLE ASSETS, NET Intangible assets include trademarks, product rights, technology rights, and patents, and are accounted for based on Accounting Standards Codification (“ASC”), ASC 350 Intangibles – Goodwill and Other (“ASC 350”). In that regard, intangible assets that have indefinite useful lives are not amortized but are tested at least annually for impairment or more frequently if events or changes in circumstances indicate that the asset might be impaired. Intangible assets are being amortized using the straight-line method over the useful life, not to exceed 18 10 20 18,000 239,000 The Company assesses the recoverability of these intangible assets by determining whether the amortization of the asset’s balance over its remaining life can be recovered through projected undiscounted future cash flows. The Company uses a qualitative assessment to determine whether there was any impairment. During the year ended May 31, 2023, there was no 210,000 |
INVESTMENTS | INVESTMENTS The Company has made investments in a privately held Polish distributor, which is primarily engaged in distributing medical products and devices, including the distribution of the products sold by the Company. The Company invested approximately $ 165,000 6 Equity holdings in nonmarketable unconsolidated entities in which the Company is not able to exercise significant influence (“Cost Method Holdings”) are accounted for at the Company’s initial cost, minus any impairment (if any), plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar holding or security of the same issuer. Dividends received are recorded as other income. The Company assesses its equity holdings for impairment whenever events or changes in circumstances indicate that the carrying value of an equity holding may not be recoverable. Management reviewed the underlying net assets of the Company’s equity method holding as of May 31, 2023 and determined that the Company’s proportionate economic interest in the entity indicates that the equity holding was not impaired. There were no observable price changes in orderly transactions for identical or a similar holding or security of the Company’s Cost Method Holding during the year ended May 31, 2023. |
SHARE-BASED COMPENSATION | SHARE-BASED COMPENSATION The Company follows the guidance of ASC 718, Share-based Compensation (“ASC 718”), which requires the use of the fair-value based method to determine compensation for all arrangements under which employees and others receive shares of stock or equity instruments (options). The fair value of each option award is estimated on the date of grant using the Black-Scholes option-pricing model that uses assumptions for expected volatility, expected dividends, expected forfeiture rate, expected term, and the risk-free interest rate. The Company has not paid dividends historically and does not expect to pay them in the foreseeable future. Expected volatilities are based on weighted averages of the historical volatility of the Company’s common stock estimated over the expected term of the options. The expected forfeiture rate is based on historical forfeitures experienced. The expected term of options granted is derived using the “simplified method” which computes expected term as the average of the sum of the vesting term plus the contract term as historically the Company had limited exercise activity surrounding its options. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for the period of the expected term. The grant date fair value of the award is recognized under the straight-line attribution method. The Company expensed approximately $ 1,185,000 1,260,000 In applying the Black-Scholes option-pricing model, the following assumptions used in the valuation of awards issued for period ending May 31, 2023 and 2022: SCHEDULE OF SHARE-BASED PAYMENT AWARD, STOCK OPTIONS, VALUATION ASSUMPTIONS For the year ended May 31, 2023 2022 Dividend yield 0 0% Expected volatility 98.81 101.77 102.54 105.48 Risk free interest rate 3.12 3.35 0.97 2.75 Expected term 6.25 5.50 6.25 |
REVENUE RECOGNITION | REVENUE RECOGNITION The Company has various contracts with customers. All of the contracts specify that revenues from product sales are recognized at the time the product is shipped, customarily FOB shipping point, which is when the transfer of control of goods has occurred and at which point title passes. The Company does not typically allow for returns from customers except in the event of defective merchandise and therefore does not establish an allowance for returns. In addition, the Company has contracts with customers wherein customers receive purchase discounts for achieving specified sales volumes. The Company evaluated the status of these contracts during the years ended May 31, 2023 and 2022 and does not believe that any additional discounts will be given through the end of the contract periods. Services for contract work performed by the Company for others are invoiced and recognized as that work has been performed and as the project progresses. The Company sells clinical lab products to domestic and international distributors, including hospitals and clinical laboratories, medical research institutions, medical schools, and pharmaceutical companies. OTC products are sold directly to drug stores and e-commerce customers as well as to distributors. Physicians’ office products are sold to physicians and distributors, all of whom are categorized below according to the type of products sold to them. We also manufacture certain components on a contract basis for domestic and international manufacturers. As of May 31, 2023, the Company had approximately $ 60,000 Disaggregation of revenue: The following is an approximate breakdown of revenues according to primary markets to which the products are sold: SCHEDULE OF DISAGGREGATION REVENUE 2023 2022 For the Year Ended May 31, 2023 2022 Clinical lab $ 3,310,000 $ 3,064,000 Over-the-counter 1,169,000 1,089,000 Contract manufacturing 610,000 459,000 Physician’s office 250,000 14,259,000 Total $ 5,339,000 $ 18,871,000 See Note 8 for additional information regarding geographic revenue concentrations. |
SHIPPING AND HANDLING FEES | SHIPPING AND HANDLING FEES The Company includes shipping and handling fees billed to customers in net sales. |
RESEARCH AND DEVELOPMENT | RESEARCH AND DEVELOPMENT Research and development costs are expensed as incurred. The Company expensed approximately $ 1,584,000 1,812,000 |
INCOME TAXES | INCOME TAXES The Company accounts for income taxes in accordance with ASC 740, Income Taxes (“ASC 740”). Deferred tax assets and liabilities arise from temporary differences between the tax bases of assets and liabilities and their reported amounts in the consolidated financial statements that will result in taxable or deductible amounts in future years and the benefits of net operating loss and tax credit carryforwards. These temporary differences and the benefits of net operating loss and tax credit carryforwards are measured using enacted tax rates. A valuation allowance is recorded to reduce deferred tax assets to the extent that management considers it is more likely than not that a deferred tax asset will not be realized. In determining the valuation allowance, the Company considers factors such as the reversal of deferred income tax assets, projected taxable income, and the character of income tax assets and tax planning strategies. A change to these factors could impact the estimated valuation allowance and income tax expense. As of May 31, 2023 and 2022, in accordance with ASC 740, the Company has a valuation allowance for substantially all of its net deferred tax assets. During the year ended May 31, 2023, this valuation allowance was increased to $ 8,940,000 8,940,000 The Company accounts for its uncertain tax provisions by using a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not, based solely on the technical merits, that the position will be sustained in an audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the appropriate amount of the benefit to recognize. The amount of benefit to recognize is measured as the maximum amount which is more likely than not to be realized. The tax position is derecognized when it is no longer more likely than not capable of being sustained. On subsequent recognition and measurement, the maximum amount which is more likely than not to be recognized at each reporting date will represent the Company’s best estimate, given the information available at the reporting date, although the outcome of the tax position is not absolute or final. The Company elected to follow an accounting policy to classify accrued interest related to liabilities for income taxes within the “Interest expense” line and penalties related to liabilities for income taxes within the “Other expense” line of the consolidated statements of operations and comprehensive loss. |
ADVERTISING COSTS | ADVERTISING COSTS The Company reports the cost of all advertising as expense in the period in which those costs are incurred. Advertising costs were approximately $ 156,000 76,000 |
FOREIGN CURRENCY TRANSLATION | FOREIGN CURRENCY TRANSLATION The subsidiary located in Mexico operates primarily using the Mexican peso. The subsidiary located in Germany operates primarily using the U.S. dollar, with an immaterial amount of transactions occurring using the Euro. Accordingly, assets and liabilities of these subsidiaries are translated using exchange rates in effect at the end of the year, and revenues and costs are translated using average exchange rates for the year. The resulting adjustments to assets and liabilities are presented as a separate component of accumulated other comprehensive loss. There are no foreign currency transactions that are included in the consolidated statements of operations for the years ended May 31, 2023 and 2022. |
RIGHT-OF-USE ASSETS AND LEASE LIABILITIES | RIGHT-OF-USE ASSETS AND LEASE LIABILITIES In February 2016, the Financial Accounting Standards Board (“FASB”) issued an accounting standard update which requires lessees to recognize most leases on the balance sheet with a corresponding right-of-use asset. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Right-of-use assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of fixed lease payments over the lease term. Leases are classified as financing or operating which will drive the expense recognition pattern. The Company has elected to exclude short-term leases. The Company leases office space and copy machines, all of which are operating leases. Most leases include the option to renew and the exercise of the renewal options is at the Company’s sole discretion. Options to extend or terminate a lease are considered in the lease term to the extent that the option is reasonably certain of exercise. The leases do not include the options to purchase the leased property. The depreciable life of assets and leasehold improvements are limited by the expected lease term. For additional information, see Note 9-Commitments and Contingencies. |
NET LOSS PER SHARE | NET LOSS PER SHARE Basic loss per share is computed as net loss divided by the weighted average number of common shares outstanding for the period. Diluted loss per share reflects the potential dilution that could occur from common shares issuable through stock options, warrants and other convertible securities using the treasury stock method. The total amounts of anti-dilutive stock options not included in the loss per share calculation for the years ended May 31, 2023 and 2022 were 2,342,616 2,321,616 |
SEGMENT REPORTING | SEGMENT REPORTING ASC 280, Segment Reporting (“ASC 280”), establishes standards for reporting, by public business enterprises, information about operating segments, products and services, geographic areas, and major customers. The Company’s operations are analyzed by management and its chief operating decision maker as being part of a single industry segment: the design, development, marketing, and sales of diagnostic kits. |
REPORTING COMPREHENSIVE LOSS | REPORTING COMPREHENSIVE LOSS Comprehensive loss represents net loss and any revenues, expenses, gains and losses that, under GAAP, are excluded from net loss and recognized directly as a component of shareholders’ equity. Items of other comprehensive loss consist solely of foreign currency translation adjustments for the years ended May 31, 2023 and 2022. |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS Except as follows, recent ASU’s issued by the FASB and guidance issued by the SEC did not, or are not believed by management to, have a material effect on the Company’s present or future consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU will require the measurement of all expected credit losses for financial assets, including trade receivables, held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. The guidance was initially effective for the Company for annual reporting periods beginning after December 15, 2019, and interim periods within those fiscal years. In November 2019, the FASB issued ASU 2019-10, Financial Instruments - Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates, which, among other things, defers the effective date of ASU 2016-13 for public filers that are considered smaller reporting companies as defined by the Securities and Exchange Commission to fiscal years beginning after December 15, 2022, including interim periods within those years. Early adoption is permitted. The Company is currently reviewing the requirements of this ASU to determine its impact on the Company’s consolidated results of operations and financial position. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
May 31, 2023 | |
Accounting Policies [Abstract] | |
SCHEDULE OF NET INVENTORIES | The following is a summary of approximate net inventories: SCHEDULE OF NET INVENTORIES 2023 2022 May 31, 2023 2022 Raw materials $ 1,677,000 $ 1,717,000 Work in progress 869,000 763,000 Finished products 182,000 782,000 Total gross inventory $ 2,728,000 $ 3,262,000 Inventory reserve (672,000 ) (846,000 ) Net inventory $ 2,056,000 $ 2,416,000 |
SCHEDULE OF SHARE-BASED PAYMENT AWARD, STOCK OPTIONS, VALUATION ASSUMPTIONS | In applying the Black-Scholes option-pricing model, the following assumptions used in the valuation of awards issued for period ending May 31, 2023 and 2022: SCHEDULE OF SHARE-BASED PAYMENT AWARD, STOCK OPTIONS, VALUATION ASSUMPTIONS For the year ended May 31, 2023 2022 Dividend yield 0 0% Expected volatility 98.81 101.77 102.54 105.48 Risk free interest rate 3.12 3.35 0.97 2.75 Expected term 6.25 5.50 6.25 |
SCHEDULE OF DISAGGREGATION REVENUE | The following is an approximate breakdown of revenues according to primary markets to which the products are sold: SCHEDULE OF DISAGGREGATION REVENUE 2023 2022 For the Year Ended May 31, 2023 2022 Clinical lab $ 3,310,000 $ 3,064,000 Over-the-counter 1,169,000 1,089,000 Contract manufacturing 610,000 459,000 Physician’s office 250,000 14,259,000 Total $ 5,339,000 $ 18,871,000 |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 12 Months Ended |
May 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF PROPERTY AND EQUIPMENT, NET | The following is an approximate breakdown of property and equipment, net of accumulated depreciation: SCHEDULE OF PROPERTY AND EQUIPMENT, NET 2023 2022 May 31, 2023 2022 Equipment $ 1,333,000 $ 1,292,000 Furniture, fixtures and leasehold improvements 211,000 227,000 Less accumulated depreciation (1,331,000 ) (1,305,000 ) Net property and equipment $ 213,000 $ 214,000 |
INTANGIBLE ASSETS, NET (Tables)
INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
May 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
SCHEDULE OF INTANGIBLE ASSETS, NET | The following is an approximate breakdown of intangible assets, net of accumulated amortization: SCHEDULE OF INTANGIBLE ASSETS, NET 2023 2022 May 31, 2023 2022 Patents 196,000 189,000 Less accumulated amortization-patents (31,000 ) (19,000 ) Intangible assets, net $ 165,000 $ 170,000 |
SCHEDULE OF EXPECTED AMORTIZATION OF INTANGIBLE ASSETS | Expected amortization of intangible assets for the years ending May 31: SCHEDULE OF EXPECTED AMORTIZATION OF INTANGIBLE ASSETS 2024 $ 13,000 2025 13,000 2026 13,000 2027 13,000 2028 13,000 Thereafter 100,000 Total $ 165,000 |
ACCOUNTS PAYABLE AND ACCRUED _2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables) | 12 Months Ended |
May 31, 2023 | |
Payables and Accruals [Abstract] | |
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES | The following is an approximate breakdown of accounts payable and accrued expenses balances: SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES 2023 2022 May 31, 2023 2022 Accounts payable $ 344,000 $ 736,000 Accrued expenses 548,000 236,000 Total $ 892,000 $ 972,000 |
SHAREHOLDERS_ EQUITY (Tables)
SHAREHOLDERS’ EQUITY (Tables) | 12 Months Ended |
May 31, 2023 | |
Equity [Abstract] | |
SCHEDULE OF STOCK BASED COMPENSATION EXPENSE | Stock-based compensation expense for the years ended May 31, 2023 and 2022 is as follows: SCHEDULE OF STOCK BASED COMPENSATION EXPENSE 2023 2022 For the Year Ended May 31, 2023 2022 Cost of sales $ 143,000 $ 159,000 Selling, general and administrative 971,000 1,021,000 Research and development 71,000 80,000 Total stock option expense $ 1,185,000 $ 1,260,000 |
SCHEDULE OF ACTIVITY TO AGGREGATE STOCK OPTIONS | Activity as to aggregate stock options outstanding is as follows: SCHEDULE OF ACTIVITY TO AGGREGATE STOCK OPTIONS Number of Stock Options Weighted Average Exercise Price Aggregate Intrinsic Value Options Outstanding at May 31, 2021 2,081,366 $ 3.59 $ 2,132,000 Options granted 344,000 $ 4.43 Options exercised (39,500 ) $ 1.99 $ 90,000 Options canceled or expired (64,250 ) $ 4.41 Options Outstanding at May 31, 2022 2,321,616 $ 3.72 $ 1,838,000 Options granted 243,000 $ 2.70 Options exercised (46,500 ) $ 1.73 $ 90,000 Options canceled or expired (175,500 ) $ 5.56 Options Outstanding at May 31, 2023 2,342,616 $ 3.52 $ 146,000 Options vested and exercisable at May 31, 2023 1,841,933 $ 3.38 $ 146,000 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
May 31, 2023 | |
Income Tax Disclosure [Abstract] | |
SCHEDULE OF PROVISION FOR INCOME TAXES | Provision for income taxes for the years ended May 31 consists of the following: SCHEDULE OF PROVISION FOR INCOME TAXES 2023 2022 For the Year Ended May 31, 2023 2022 Current: U.S. Federal $ - $ - Foreign Taxes Subsidiaries (50,000 ) (23,000 ) State and local (1,000 ) (1,000 ) Total current (51,000 ) (24,000 ) Deferred: U.S. Federal - - State and local - - Total deferred - - Income tax expense $ (51,000 ) $ (24,000 ) |
SCHEDULE OF EFFECTIVE INCOME TAX RECONCILIATION | SCHEDULE OF EFFECTIVE INCOME TAX RECONCILIATION 2023 2022 For the Year Ended May 31, 2023 2022 Computed “expected” tax benefit $ 1,490,000 947,000 Increase (reduction) in income taxes resulting from: Change in valuation allowance (1,973,000 ) (1,022,000 ) State income taxes, net of federal benefit 583,000 300,000 Research and development tax credits - 50,000 Permanent tax differences and other (17,000 ) (197,000 ) Stock based compensation benefit (5,000 ) 11,000 Foreign taxes of subsidiaries (129,000 ) (113,000 ) Income tax expense $ (51,000 ) $ (24,000 ) |
SCHEDULE OF DEFERRED TAX ASSETS | The tax effect of significant temporary differences is presented below: SCHEDULE OF DEFERRED TAX ASSETS 2023 2022 May 31, 2023 2022 Deferred tax assets: Accounts receivable, principally due to allowance for doubtful accounts $ 8,000 $ 43,000 Inventory valuation 188,000 237,000 Compensated absences 118,000 120,000 Net operating loss carryforwards 5,817,000 4,349,000 Tax credit carryforwards 1,239,000 1,096,000 Deferred rent expense/Capitalized leases 11,000 20,000 Stock Options 1,296,000 1,035,000 Sec 174 capitalized costs 284,000 - Losses of foreign subsidiaries & other, net - 41,000 Accumulated depreciation and amortization (21,000 ) 26,000 Total deferred tax assets 8,940,000 6,967,000 Less valuation allowance (8,940,000 ) (6,967,000 ) Net deferred tax asset $ - $ - |
GEOGRAPHIC INFORMATION (Tables)
GEOGRAPHIC INFORMATION (Tables) | 12 Months Ended |
May 31, 2023 | |
Segment Reporting [Abstract] | |
SCHEDULE OF GEOGRAPHIC INFORMATION | SCHEDULE OF GEOGRAPHIC INFORMATION 2023 2022 For the Year Ended May 31, 2023 2022 Revenues from sales to unaffiliated customers: Asia $ 2,021,000 $ 13,375,000 Europe 1,798,000 4,339,000 North America 1,470,000 997,000 Middle East 39,000 70,000 South America 11,000 90,000 Total $ 5,339,000 $ 18,871,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
May 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
SCHEDULE OF OPERATING LEASES | The following table presents information on our operating leases for the years ended May 31, 2023 and 2022: SCHEDULE OF OPERATING LEASES 2023 2022 Year Ended May 31, 2023 2022 Operating lease cost $ 353,000 $ 352,000 Short-term lease cost 5,000 5,000 Total lease cost $ 358,000 $ 357,000 |
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS | The future minimum lease payments of the Company’s operating lease liabilities by fiscal year are as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS Year Ending May 31: Operating Leases 2024 $ 356,000 2025 366,000 2026 376,000 2027 101,000 Thereafter - Total minimum future lease payments $ 1,199,000 Less: imputed interest 117,000 Total operating lease liabilities $ 1,082,000 |
SCHEDULE OF OTHER SUPPLEMENTAL LEASE INFORMATION | The following table summarizes the Company’s other supplemental lease information for the years ended May 31, 2023 and 2022: SCHEDULE OF OTHER SUPPLEMENTAL LEASE INFORMATION 2023 2022 Year Ended May 31, 2023 2022 Cash paid for operating lease liabilities $ 347,000 $ 338,000 Weighted-average remaining lease term (years) 3.27 4.28 Weighted-average discount rate 6.50 6.50 |
SCHEDULE OF NET INVENTORIES (De
SCHEDULE OF NET INVENTORIES (Details) - USD ($) | May 31, 2023 | May 31, 2022 |
Accounting Policies [Abstract] | ||
Raw materials | $ 1,677,000 | $ 1,717,000 |
Work in progress | 869,000 | 763,000 |
Finished products | 182,000 | 782,000 |
Total gross inventory | 2,728,000 | 3,262,000 |
Inventory reserve | (672,000) | (846,000) |
Net inventory | $ 2,056,000 | $ 2,416,000 |
SCHEDULE OF SHARE-BASED PAYMENT
SCHEDULE OF SHARE-BASED PAYMENT AWARD, STOCK OPTIONS, VALUATION ASSUMPTIONS (Details) | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Dividend yield | 0% | 0% |
Expected volatility minimum | 98.81% | 102.54% |
Expected volatility maximum | 101.77% | 105.48% |
Risk free interest rate minimum | 3.12% | 0.97% |
Risk free interest rate maximum | 3.35% | 2.75% |
Expected term | 6 years 3 months | |
Minimum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Expected term | 5 years 6 months | |
Maximum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Expected term | 6 years 3 months |
SCHEDULE OF DISAGGREGATION REVE
SCHEDULE OF DISAGGREGATION REVENUE (Details) - USD ($) | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Product Information [Line Items] | ||
Total | $ 5,339,000 | $ 18,871,000 |
Clinical Lab [Member] | ||
Product Information [Line Items] | ||
Total | 3,310,000 | 3,064,000 |
Over The Counte [Member] | ||
Product Information [Line Items] | ||
Total | 1,169,000 | 1,089,000 |
Contract Manufacturing [Member] | ||
Product Information [Line Items] | ||
Total | 610,000 | 459,000 |
Physicians Office [Member] | ||
Product Information [Line Items] | ||
Total | $ 250,000 | $ 14,259,000 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |||
Mar. 07, 2023 | May 31, 2023 | May 31, 2022 | Jan. 22, 2021 | |
Product Information [Line Items] | ||||
Accumulated deficit | $ 42,217,000 | $ 35,077,000 | ||
Cash and cash equivalents | 9,719,000 | 5,917,000 | ||
Working capital | 10,852,000 | |||
Shelf registration statement maximum authorized common stock issuance value | $ 15,000,000 | |||
Proceeds from issuance of common stock | 10,014,000 | 2,402,000 | ||
Sale of stock expenses | $ 700,000 | |||
Revenues | 5,339,000 | 18,871,000 | ||
Other receivables, gross, current | 751,000 | 927,000 | ||
Inventory, gross | 2,728,000 | 3,262,000 | ||
Property, plant and equipment, net | $ 213,000 | 214,000 | ||
Threshold period past due for write-off of trade accounts receivable | 90 days | |||
Accounts receivable, credit loss expense (Reversal) | $ 29,000 | 153,000 | ||
Prepaid expense and other assets | 300,000 | 320,000 | ||
Inventory reserves | 672,000 | 846,000 | ||
Depreciation, depletion and amortization | 84,000 | 339,000 | ||
Amortization of intangible assets | 18,000 | 239,000 | ||
Asset impairment charges | 0 | 210,000 | ||
Investments | 165,000 | 165,000 | ||
Share-based payment arrangement, expense | 1,185,000 | 1,260,000 | ||
Proceeds from customers | 60,000 | |||
Research and development expense | 1,584,000 | 1,812,000 | ||
Deferred tax assets, valuation allowance | 8,940,000 | 6,967,000 | ||
Deferred tax assets, net | 8,940,000 | 6,967,000 | ||
Advertising expense | $ 156,000 | $ 76,000 | ||
Share-Based Payment Arrangement, Option [Member] | ||||
Product Information [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 2,342,616 | 2,321,616 | ||
Polish Distributor [Member] | ||||
Product Information [Line Items] | ||||
Investments | $ 165,000 | |||
Equity method investment, ownership percentage | 6% | |||
Marketing and Distribution Rights [Member] | ||||
Product Information [Line Items] | ||||
Finite-lived intangible asset, useful life | 18 years | |||
Purchased Technology Rights [Member] | ||||
Product Information [Line Items] | ||||
Finite-lived intangible asset, useful life | 10 years | |||
Patents [Member] | ||||
Product Information [Line Items] | ||||
Finite-lived intangible asset, useful life | 20 years | |||
Property, Plant and Equipment [Member] | ||||
Product Information [Line Items] | ||||
Depreciation, depletion and amortization | $ 66,000 | $ 100,000 | ||
MEXICO | ||||
Product Information [Line Items] | ||||
Inventory, gross | 626,000 | 621,000 | ||
Property, plant and equipment, net | $ 17,000 | $ 17,000 | ||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Distributor One [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk, percentage | 35% | |||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Distributor Two [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk, percentage | 65% | |||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | One Distributor [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk, percentage | 35% | 55% | ||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | One Distributor [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk, percentage | 36% | 50% | ||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Distributors In Asia [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk, percentage | 100% | |||
Cost of Goods and Service, Product and Service Benchmark [Member] | Supplier Concentration Risk [Member] | One Vendor [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk, percentage | 84% | |||
Minimum [Member] | ||||
Product Information [Line Items] | ||||
Property, plant and equipment, useful life | 5 years | |||
Maximum [Member] | ||||
Product Information [Line Items] | ||||
Property, plant and equipment, useful life | 10 years | |||
ATM Agreement [Member] | ||||
Product Information [Line Items] | ||||
Sale of stock, number of shares issued in transaction | 573,889 | 521,267 | ||
Sale of stock, consideration received on transaction | $ 2,014,000 | $ 2,402,000 | ||
Proceeds from issuance of common stock | 7,300,000 | 1,961,000 | 2,317,000 | |
Sale of stock expenses | $ 700,000 | $ 53,000 | $ 85,000 | |
Net proceeds from ATM (in Shares) | 3,333,333 | |||
Share price | $ 2.40 | |||
ATM Agreement [Member] | Minimum [Member] | ||||
Product Information [Line Items] | ||||
Sale of stock, price per share | $ 3.15 | $ 4.02 | ||
ATM Agreement [Member] | Maximum [Member] | ||||
Product Information [Line Items] | ||||
Sale of stock, price per share | $ 4.26 | $ 5.63 |
SCHEDULE OF PROPERTY AND EQUIPM
SCHEDULE OF PROPERTY AND EQUIPMENT, NET (Details) - USD ($) | May 31, 2023 | May 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Less accumulated depreciation | $ (1,331,000) | $ (1,305,000) |
Net property and equipment | 213,000 | 214,000 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Furniture, fixtures and leasehold improvements | 1,333,000 | 1,292,000 |
Furniture and Fixtures Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Furniture, fixtures and leasehold improvements | $ 211,000 | $ 227,000 |
SCHEDULE OF INTANGIBLE ASSETS,
SCHEDULE OF INTANGIBLE ASSETS, NET (Details) - USD ($) | May 31, 2023 | May 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Patents | $ 196,000 | $ 189,000 |
Less accumulated amortization-patents | (31,000) | (19,000) |
Intangible assets, net | $ 165,000 | $ 170,000 |
SCHEDULE OF EXPECTED AMORTIZATI
SCHEDULE OF EXPECTED AMORTIZATION OF INTANGIBLE ASSETS (Details) | May 31, 2023 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2024 | $ 13,000 |
2025 | 13,000 |
2026 | 13,000 |
2027 | 13,000 |
2028 | 13,000 |
Thereafter | 100,000 |
Total | $ 165,000 |
SCHEDULE OF ACCOUNTS PAYABLE AN
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - USD ($) | May 31, 2023 | May 31, 2022 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 344,000 | $ 736,000 |
Accrued expenses | 548,000 | 236,000 |
Total | $ 892,000 | $ 972,000 |
ACCOUNTS PAYABLE AND ACCRUED _3
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details Narrative) - Accounts Payable [Member] - Customer Concentration Risk [Member] | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
One Vendor [Member] | ||
Product Information [Line Items] | ||
Net sales percent | 23% | |
Two Vendor [Member] | ||
Product Information [Line Items] | ||
Net sales percent | 69% |
SCHEDULE OF STOCK BASED COMPENS
SCHEDULE OF STOCK BASED COMPENSATION EXPENSE (Details) - USD ($) | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Total stock option expense | $ 1,185,000 | $ 1,260,000 |
Cost of Sales [Member] | ||
Total stock option expense | 143,000 | 159,000 |
Selling, General and Administrative Expenses [Member] | ||
Total stock option expense | 971,000 | 1,021,000 |
Research and Development Expense [Member] | ||
Total stock option expense | $ 71,000 | $ 80,000 |
SCHEDULE OF ACTIVITY TO AGGREGA
SCHEDULE OF ACTIVITY TO AGGREGATE STOCK OPTIONS (Details) - USD ($) | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Equity [Abstract] | ||
Options Outstanding, shares | 2,321,616 | 2,081,366 |
Options Outstanding Weighted Average Exercise Price | $ 3.72 | $ 3.59 |
Options outstanding, Aggregate Intrinsic Value | $ 1,838,000 | $ 2,132,000 |
Options granted, shares | 243,000 | 344,000 |
Options Granted Weighted Average Exercise Price | $ 2.70 | $ 4.43 |
Options exercised, shares | (46,500) | (39,500) |
Options Exercised Weighted Average Exercise Price | $ 1.73 | $ 1.99 |
Options exercised, Aggregate IntrinsicValue | $ 90,000 | $ 90,000 |
Options cancelled or expired, shares | (175,500) | (64,250) |
Options canceled or expired Weighted Average Exercise Price | $ 5.56 | $ 4.41 |
Options Outstanding, shares | 2,342,616 | 2,321,616 |
Options Outstanding Weighted Average Exercise Price | $ 3.52 | $ 3.72 |
Options outstanding, Aggregate Intrinsic Value | $ 146,000 | $ 1,838,000 |
Options vested and exercisable, shares | 1,841,933 | |
Options vested and exercisable Weighted Average Exercise Price | $ 3.38 | |
Options vested and exercisable Aggregate Intrinsic Value | $ 146,000 |
SHAREHOLDERS_ EQUITY (Details N
SHAREHOLDERS’ EQUITY (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | ||||||||||
Mar. 07, 2023 | Jan. 22, 2021 | Feb. 24, 2020 | Mar. 24, 2020 | May 31, 2023 | May 31, 2022 | May 21, 2021 | Jan. 21, 2021 | Jul. 21, 2020 | Feb. 29, 2020 | Dec. 31, 2017 | Dec. 31, 2014 | |
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Sale of stock, net proceeds | $ 10,014,000 | $ 2,402,000 | ||||||||||
Sale of stock expenses | $ 700,000 | |||||||||||
Preferred stock, shares issued | 0 | 0 | ||||||||||
Preferred stock, par value | $ 0 | $ 0 | ||||||||||
Common Stock [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Conversion of stock, shares issued | 250,000 | |||||||||||
Conversion of stock, shares issued upon conversion | 321,429 | 571,429 | ||||||||||
Series A Preferred Stock [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Preferred stock, shares issued | 0 | 0 | ||||||||||
Preferred stock, par value | $ 0.08 | $ 0.08 | ||||||||||
ATM Offering [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Sale of stock expenses | $ 53,000 | $ 85,000 | ||||||||||
Common Stock [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Sale of stock shares issued | 3,333,333 | |||||||||||
Sale of stock, price per share | $ 2.40 | |||||||||||
Sale of stock, net proceeds | $ 7,300,000 | |||||||||||
Common Stock [Member] | ATM Offering [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Preferred stock, purchase price | $ 2,014,000 | $ 2,402,000 | ||||||||||
Sale of stock shares issued | 573,889 | 521,267 | ||||||||||
Sale of stock, net proceeds | $ 1,961,000 | $ 2,317,000 | ||||||||||
Convertible Preferred Stock [Member] | Series A Preferred Stock [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Conversion of stock, shares converted | 250,000 | |||||||||||
Convertible Preferred Stock [Member] | Stock Purchase Agreement [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Preferred stock, purchase price | $ 2,000,000 | |||||||||||
Sale of stock, price per share | $ 3.50 | |||||||||||
Preferred stock, shares issued | 571,429 | |||||||||||
Preferred stock, par value | $ 0.08 | |||||||||||
Dividends payable, amount per share | $ 0.175 | |||||||||||
Maximum [Member] | Common Stock [Member] | ATM Offering [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Sale of stock, price per share | $ 4.26 | $ 5.63 | ||||||||||
Maximum [Member] | Common Stock [Member] | ATM Agreement [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Preferred stock, purchase price | $ 15,000,000 | |||||||||||
Minimum [Member] | Common Stock [Member] | ATM Offering [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Sale of stock, price per share | $ 3.15 | 4.02 | ||||||||||
Share-Based Payment Arrangement, Option [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Vesting period | 4 years | |||||||||||
Award purchase price, percent | 80% | |||||||||||
Expiration period | 10 years | |||||||||||
Granted, weighted average grant date fair value | $ 2.19 | $ 4.43 | ||||||||||
Compenation cost related to non-vested stock option | $ 1,145,000 | |||||||||||
Weighted average period expected term | 2 years 6 months 7 days | |||||||||||
Exercisable weighted average remaining contractual term | 4 years 11 months 19 days | |||||||||||
Vested, exercisable or expected to vest weighted average remaining contractual term | 5 years 8 months 1 day | |||||||||||
Share-Based Payment Arrangement, Option [Member] | 2014 Plan [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Share-based payment award, number of shares authorized | 850,000 | |||||||||||
Share-Based Payment Arrangement, Option [Member] | 2017 Plan [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Share-based payment award, number of shares authorized | 900,000 | |||||||||||
Share-Based Payment Arrangement, Option [Member] | 2020 Plan [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Share-based payment award, number of shares authorized | 900,000 | |||||||||||
2020 Stock Incentive Plan [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Share-based payment award, number of shares authorized | 900,000 |
SCHEDULE OF PROVISION FOR INCOM
SCHEDULE OF PROVISION FOR INCOME TAXES (Details) - USD ($) | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
U.S. Federal | ||
Foreign Taxes Subsidiaries | (50,000) | (23,000) |
State and local | (1,000) | (1,000) |
Total current | (51,000) | (24,000) |
U.S. Federal | ||
State and local | ||
Total deferred | ||
Income tax expense | $ (51,000) | $ (24,000) |
SCHEDULE OF EFFECTIVE INCOME TA
SCHEDULE OF EFFECTIVE INCOME TAX RECONCILIATION (Details) - USD ($) | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Computed “expected” tax benefit | $ 1,490,000 | $ 947,000 |
Change in valuation allowance | (1,973,000) | (1,022,000) |
State income taxes, net of federal benefit | 583,000 | 300,000 |
Research and development tax credits | 50,000 | |
Permanent tax differences and other | (17,000) | (197,000) |
Stock based compensation benefit | (5,000) | 11,000 |
Foreign taxes of subsidiaries | (129,000) | (113,000) |
Total current | $ (51,000) | $ (24,000) |
SCHEDULE OF DEFERRED TAX ASSETS
SCHEDULE OF DEFERRED TAX ASSETS (Details) - USD ($) | May 31, 2023 | May 31, 2022 |
Income Tax Disclosure [Abstract] | ||
Accounts receivable, principally due to allowance for doubtful accounts | $ 8,000 | $ 43,000 |
Inventory valuation | 188,000 | 237,000 |
Compensated absences | 118,000 | 120,000 |
Net operating loss carryforwards | 5,817,000 | 4,349,000 |
Tax credit carryforwards | 1,239,000 | 1,096,000 |
Deferred rent expense/Capitalized leases | 11,000 | 20,000 |
Stock Options | 1,296,000 | 1,035,000 |
Sec 174 capitalized costs | 284,000 | |
Losses of foreign subsidiaries & other, net | 41,000 | |
Accumulated depreciation and amortization | (21,000) | 26,000 |
Total deferred tax assets | 8,940,000 | 6,967,000 |
Less valuation allowance | (8,940,000) | (6,967,000) |
Net deferred tax asset |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Operating Loss Carryforwards [Line Items] | ||
Federal income tax rate | 21% | 21% |
Deferred tax assets, valuation allowance | $ 8,940,000 | $ 6,967,000 |
Increase in valuation allowance | 1,973,000 | $ 1,063,000 |
Domestic Tax Authority [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | 21,958,000 | |
Domestic Tax Authority [Member] | Research Tax Credit Carryforward [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Tax credit carryforward | 817,000 | |
State and Local Jurisdiction [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | 17,269,000 | |
State and Local Jurisdiction [Member] | Research Tax Credit Carryforward [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Tax credit carryforward | $ 533,000 |
SCHEDULE OF GEOGRAPHIC INFORMAT
SCHEDULE OF GEOGRAPHIC INFORMATION (Details) - USD ($) | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | $ 5,339,000 | $ 18,871,000 |
Asia [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 2,021,000 | 13,375,000 |
Europe [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 1,798,000 | 4,339,000 |
North America [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 1,470,000 | 997,000 |
Middle East [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 39,000 | 70,000 |
South America [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | $ 11,000 | $ 90,000 |
GEOGRAPHIC INFORMATION (Details
GEOGRAPHIC INFORMATION (Details Narrative) | 12 Months Ended |
May 31, 2023 Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 1 |
SCHEDULE OF OPERATING LEASES (D
SCHEDULE OF OPERATING LEASES (Details) - USD ($) | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating lease cost | $ 353,000 | $ 352,000 |
Short-term lease cost | 5,000 | 5,000 |
Total lease cost | $ 358,000 | $ 357,000 |
SCHEDULE OF FUTURE MINIMUM LEAS
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS (Details) | May 31, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2024 | $ 356,000 |
2025 | 366,000 |
2026 | 376,000 |
2027 | 101,000 |
Thereafter | |
Total minimum future lease payments | 1,199,000 |
Less: imputed interest | 117,000 |
Total operating lease liabilities | $ 1,082,000 |
SCHEDULE OF OTHER SUPPLEMENTAL
SCHEDULE OF OTHER SUPPLEMENTAL LEASE INFORMATION (Details) - USD ($) | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Cash paid for operating lease liabilities | $ 347,000 | $ 338,000 |
Weighted average remaining lease term (years) | 3 years 3 months 7 days | 4 years 3 months 10 days |
Weighted-average discount rate | 6.50% | 6.50% |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details Narrative) | 12 Months Ended | |||||
May 31, 2023 USD ($) ft² | May 31, 2023 USD ($) ft² | May 31, 2022 USD ($) | Mar. 31, 2023 USD ($) | Sep. 30, 2017 USD ($) | Nov. 30, 2016 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Operating lease description | the Company had approximately 22,000 square feet of floor space at its corporate headquarters at 17571 Von Karman Avenue in Irvine, California. The lease for its headquarters expires in August 2026. The Company has the option to extend the lease for an additional five-year term | |||||
Operating lease term | 10 years | |||||
Lease area | ft² | 8,100 | 8,100 | ||||
Operating lease renewal term | 10 years | |||||
Accrued liabilities | $ 548,000 | $ 548,000 | $ 236,000 | |||
University Of Southern California [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Clinical trial agreement maximum budgeted costs | $ 82,000 | |||||
Accrued liabilities | 17,000 | |||||
Biomerica in Foods [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Clinical trial agreement maximum budgeted costs | 107,000 | |||||
Accrued liabilities | 28,000 | |||||
Royalty Agreements [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Royalty expense | $ 13,000 | $ 19,000 | ||||
Royalty expense percentage of sales | 2.10% | 1.50% | ||||
Building in Irvine California [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Security deposit | $ 22,000 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) | Aug. 03, 2023 |
Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Subsequent event, description | the Company announced it had entered into a sales agreement with CVS Pharmacy wherein the Company’s EZ Detect™ colorectal disease screening test will be offered at approximately 7,000 CVS Pharmacy retail stores |