Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Mar. 31, 2023 | Jun. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2022 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity File Number | 001-38185 | ||
Entity Registrant Name | PRESSURE BIOSCIENCES, INC. | ||
Entity Central Index Key | 0000830656 | ||
Entity Tax Identification Number | 04-2652826 | ||
Entity Incorporation, State or Country Code | MA | ||
Entity Address, Address Line One | 14 Norfolk Avenue | ||
Entity Address, City or Town | South Easton | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 02375 | ||
City Area Code | 508 | ||
Local Phone Number | 230-1828 | ||
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 | $ 17,966,105 | ||
Entity Common Stock, Shares Outstanding | 15,867,711 | ||
Auditor Firm ID | 206 | ||
Auditor Name | MaloneBailey, LLP | ||
Auditor Location | Houston, Texas |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 3,865 | $ 132,311 |
Accounts receivable | 295,374 | 154,746 |
Inventories, net of $982,973 and $342,496 reserve, respectively | 686,383 | 1,147,554 |
Prepaid expenses and other current assets | 257,527 | 422,617 |
Total current assets | 1,243,149 | 1,857,228 |
Investment in equity securities | 63,638 | 59,976 |
Property and equipment, net | 103,351 | 115,846 |
Right of use asset operating leases | 282,095 | 395,565 |
Intangible assets, net | 317,308 | 403,846 |
TOTAL ASSETS | 2,009,541 | 2,832,461 |
CURRENT LIABILITIES | ||
Accounts payable | 637,238 | 527,924 |
Accrued employee compensation | 167,247 | 117,680 |
Accrued professional fees and other | 2,497,762 | 1,955,672 |
Accrued interest and dividends payable | 10,803,983 | 7,757,217 |
Deferred revenue | 58,242 | 37,124 |
Convertible debt, net of unamortized debt discounts of $455,517 and $1,536,649, respectively | 17,823,669 | 12,839,813 |
Other debt, net of unamortized discounts of $0 and $0, respectively | 1,638,969 | 1,256,840 |
Related party debt, net of unamortized debt discount of $7,915 and $0, respectively | 634,885 | |
Right of use operating lease liability | 142,171 | 132,996 |
Total current liabilities | 34,404,166 | 24,625,266 |
LONG TERM LIABILITIES | ||
Long term debt | 150,000 | 150,000 |
Right of use operating lease liability long term | 139,924 | 262,569 |
Deferred revenue | 1,822 | 3,587 |
TOTAL LIABILITIES | 34,695,912 | 25,041,422 |
COMMITMENTS AND CONTINGENCIES (Note 8) | ||
STOCKHOLDERS’ DEFICIT | ||
Series D, G, H, H2, J, K, AA Convertible Preferred Stock, $.01 par value (Note 10) | 1,098 | 1,099 |
Common stock, $.01 par value; 100,000,000 shares authorized; 13,682,910 and 9,120,526 shares issued and outstanding on December 31, 2022 and December 31, 2021, respectively | 136,829 | 91,206 |
Warrants to acquire common stock | 31,995,762 | 31,715,154 |
Additional paid-in capital | 69,006,145 | 64,261,048 |
Accumulated deficit | (133,826,205) | (118,277,468) |
TOTAL STOCKHOLDERS’ DEFICIT | (32,686,371) | (22,208,961) |
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT | $ 2,009,541 | $ 2,832,461 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Inventory valuation reserves | $ 982,973 | $ 342,496 |
Debt instrument, unamortized discount | 455,517 | 1,536,649 |
Other debt, unamortized discounts net | $ 0 | $ 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares, issued | 13,682,910 | 9,120,526 |
Common stock, shares, outstanding | 13,682,910 | 9,120,526 |
Series D Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Series G Convertible Preferred Stock [Member] | ||
Preferred stock, par value | 0.01 | 0.01 |
Series H Convertible Preferred Stock [Member] | ||
Preferred stock, par value | 0.01 | 0.01 |
Series H2 Convertible Preferred Stock [Member] | ||
Preferred stock, par value | 0.01 | 0.01 |
Series J Convertible Preferred Stock [Member] | ||
Preferred stock, par value | 0.01 | 0.01 |
Series K Convertible Preferred Stock [Member] | ||
Preferred stock, par value | 0.01 | 0.01 |
Series AA Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Convertible Debt [Member] | ||
Debt instrument, unamortized discount | $ 455,517 | $ 1,536,649 |
Related Party [Member] | ||
Debt instrument, unamortized discount | $ 7,915 | $ 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue: | ||
Products, services, other | $ 1,729,343 | $ 2,002,365 |
Total revenue | 1,729,343 | 2,002,365 |
Costs and expenses: | ||
Cost of products and services | 2,014,004 | 942,383 |
Research and development | 969,532 | 1,101,509 |
Selling and marketing | 401,444 | 324,728 |
General and administrative | 3,242,652 | 3,818,892 |
Total operating costs | 6,627,632 | 6,187,512 |
Operating loss | (4,898,289) | (4,185,147) |
Other (expense) income: | ||
Interest expense, net | (10,438,565) | (14,450,241) |
Unrealized (loss) gain on investment in equity securities | 3,662 | (457,025) |
Gain (loss) on extinguishment of liabilities | (751,335) | (1,061,073) |
Other income (expense) | 7,849 | |
Total other expense | (11,178,389) | (15,968,339) |
Net loss | (16,076,678) | (20,153,486) |
Deemed dividends on beneficial conversion feature | (873,798) | |
Preferred stock dividends | (1,727,275) | (1,658,175) |
Net loss attributable to common shareholders | $ (17,803,953) | $ (22,685,459) |
Basic and diluted net loss per share attributable to common shareholders | $ (1.61) | $ (3.42) |
Weighted average common shares outstanding used in the basic and diluted net loss per share calculation | 11,058,356 | 6,636,523 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Deficit - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Warrant [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Dec. 31, 2020 | $ 1,093 | $ 41,683 | $ 29,192,471 | $ 50,312,968 | $ (96,465,807) | $ (16,917,592) |
Beginning balance, shares at Dec. 31, 2020 | 109,272 | 4,168,324 | ||||
Stock-based compensation | 254,615 | 254,615 | ||||
Stock option exercise | $ 214 | 14,559 | $ 14,773 | |||
Stock option exercise, shares | 21,411 | 187,500 | 208,911 | |||
Issuance of common stock for non-cash warrant exercise | $ 363 | $ (343,201) | 342,838 | |||
Issuance of common stock for non-cash warrant exercise, shares | 36,290 | |||||
Beneficial conversion feature on debt | 1,320,331 | 1,320,331 | ||||
Beneficial conversion option on convertible preferred stock | 873,798 | 873,798 | ||||
Deemed dividend on convertible preferred stock | (873,798) | (873,798) | ||||
Preferred stock issued for debt settlement | $ 2 | 245,635 | 277,617 | 523,254 | ||
Preferred stock issued for debt settlement, share | 200 | |||||
Conversion of debt and interest for common stock | $ 11,960 | 2,978,030 | 2,989,990 | |||
Conversion of debt and interest for common stock, shares | 1,195,996 | |||||
Issuance of common stock for dividends paid-in-kind | $ 823 | 183,451 | 184,274 | |||
Issuance of common stock for dividends paid-in-kind, shares | 82,373 | |||||
Issuance of common stock for interest paid-in-kind | $ 28,835 | 6,636,821 | 6,665,656 | |||
Issuance of common stock for interest paid-in-kind, shares | 2,883,282 | |||||
Issuance of common stock for services | $ 3,332 | 791,230 | $ 794,562 | |||
Issuance of common stock for services, shares | 333,200 | 333,200 | ||||
Stock issued with debt | $ 3,996 | 642,722 | $ 646,718 | |||
Stock issued with debt, shares | 399,650 | |||||
Series AA Preferred Stock offering | $ 4 | 509,130 | 505,866 | 1,015,000 | ||
Series AA Preferred Stock offering, shares | 406 | |||||
Series AA Preferred Stock dividend | (1,658,175) | (1,658,175) | ||||
Issuance of common stock warrants for interest paid-in-kind | 600,298 | 600,298 | ||||
Warrants issued with debt | 1,403,546 | 1,403,546 | ||||
Warrants issued with debt settlement | 107,275 | 107,275 | ||||
Net loss | (20,153,486) | (20,153,486) | ||||
Common stock issued for debt extension, shares | 2,235,408 | |||||
Ending balance, value at Dec. 31, 2021 | $ 1,099 | $ 91,206 | $ 31,715,154 | 64,261,048 | (118,277,468) | (22,208,961) |
Ending balance, shares at Dec. 31, 2021 | 109,878 | 9,120,526 | ||||
Stock-based compensation | 215,098 | 215,098 | ||||
Stock option exercise | $ 253 | 17,190 | $ 17,443 | |||
Stock option exercise, shares | 25,279 | 25,279 | ||||
Conversion of debt and interest for common stock | $ 1,819 | 465,273 | $ 467,092 | |||
Conversion of debt and interest for common stock, shares | 181,918 | 181,918 | ||||
Issuance of common stock for dividends paid-in-kind | $ 2,361 | 383,939 | $ 386,300 | |||
Issuance of common stock for dividends paid-in-kind, shares | 236,221 | |||||
Issuance of common stock for interest paid-in-kind | $ 17,663 | 2,925,476 | 2,943,139 | |||
Issuance of common stock for interest paid-in-kind, shares | 1,766,266 | |||||
Issuance of common stock for services | $ 2,555 | 389,620 | $ 392,175 | |||
Issuance of common stock for services, shares | 255,500 | 255,500 | ||||
Stock issued with debt | $ 6,590 | 867,264 | $ 873,854 | |||
Stock issued with debt, shares | 659,000 | |||||
Series AA Preferred Stock dividend | (1,727,275) | (1,727,275) | ||||
Warrants issued with debt | 93,576 | 93,576 | ||||
Net loss | (16,076,678) | (16,076,678) | ||||
Early adoption of ASU 2020-06 | (2,728,243) | 2,255,216 | (473,027) | |||
Warrants issued for debt extension | 132,537 | 132,537 | ||||
Common stock issued for debt extension | $ 14,238 | 2,184,623 | $ 2,198,861 | |||
Common stock issued for debt extension, shares | 1,423,800 | 277,500 | 10,000 | |||
Conversion of preferred stock for common stock | $ (1) | $ 44 | (43) | |||
Conversion of preferred stock for common stock, shares | (4) | 4,400 | ||||
Sale of common stock for cash | $ 100 | 24,900 | 25,000 | |||
Stock issued with debt, shares | 10,000 | |||||
Warrants issued for services | 54,495 | 54,495 | ||||
Ending balance, value at Dec. 31, 2022 | $ 1,098 | $ 136,829 | $ 31,995,762 | $ 69,006,145 | $ (133,826,205) | $ (32,686,371) |
Ending balance, shares at Dec. 31, 2022 | 109,874 | 13,682,910 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (16,076,678) | $ (20,153,486) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Gain on loan forgiveness | (10,000) | (734,077) |
Non-cash lease expense | 113,470 | 65,194 |
Common stock and warrants issued for interest | 2,943,139 | 7,265,954 |
Depreciation and amortization | 119,788 | 110,128 |
Accretion of interest and amortization of debt discount | 1,777,863 | 6,738,802 |
Common stock and warrants issued for debt extension | 2,331,398 | 130,279 |
Allowance for inventory reserve | 641,815 | |
Stock-based compensation expense | 215,098 | 254,615 |
(Gain) loss on investment in equity securities | (3,662) | 457,025 |
Common stock and warrants issued for services | 446,670 | 794,562 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (140,628) | (23,518) |
Inventories | (180,644) | (554,787) |
Prepaid expenses and other assets | 165,090 | (107,681) |
Accounts payable | 109,314 | (226,771) |
Accrued employee compensation | 49,567 | 15,106 |
Operating lease liability | (113,470) | (65,194) |
Deferred revenue and other accrued expenses | 3,133,829 | 1,165,276 |
Net cash used in operating activities | (4,478,041) | (4,868,573) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property plant and equipment | (20,755) | (122,945) |
Net cash used in investing activities | (20,755) | (122,945) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Net proceeds from the issuance of Series AA Convertible Preferred Stock | 1,015,000 | |
Sale of common stock | 25,000 | |
Proceeds from stock option exercises | 17,443 | 14,773 |
Net proceeds from convertible debt | 4,907,222 | 5,514,250 |
Net proceeds from non-convertible debt - third party | 2,710,000 | 2,010,688 |
Net proceeds from non-convertible debt - related party | 866,350 | 254,600 |
Payments on convertible debt | (1,522,494) | (1,833,295) |
Payments on non-convertible debt - related party | (315,300) | (354,600) |
Payments on non-convertible debt | (2,317,871) | (1,516,127) |
Net cash provided by financing activities | 4,370,350 | 5,105,289 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (128,446) | 113,771 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR | 132,311 | 18,540 |
CASH AND CASH EQUIVALENTS AT END OF YEAR | 3,865 | 132,311 |
SUPPLEMENTAL INFORMATION | ||
Interest paid in cash | 1,378,647 | 921,569 |
NON CASH TRANSACTIONS: | ||
Common stock issued for non-cash warrant exercise | 363 | |
Early ASU 2020-06 adoption | 473,027 | |
Common stock issued with debt | 873,854 | 646,718 |
Discount from warrants issued with debt | 93,576 | 1,403,546 |
Common stock issued in lieu of cash for dividend | 386,300 | 184,274 |
Preferred stock dividends | 1,727,275 | 1,658,175 |
Conversion of preferred stock for common stock | 44 | |
Conversion of debt and interest into common stock | 467,092 | 2,989,990 |
Discount due to beneficial conversion feature | 1,320,331 | |
Deemed dividend - beneficial conversion feature | 873,798 | |
Conversion of debt for Series AA preferred stock | 500,250 | |
Recognition of right of use asset and liability | $ 239,327 |
Business Overview
Business Overview | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Overview | (1) Business Overview Pressure Biosciences, Inc. (“we”, “our”, “the Company”) develops and sells innovative, broadly enabling, high pressure-based platform technologies and related consumables for the worldwide life sciences, agriculture, food and beverage, and other key industries. Our solutions are based on the unique properties of both constant (i.e., static) and alternating (i.e., pressure cycling technology, or “PCT”) hydrostatic pressure. PCT is a patented enabling technology platform that uses alternating cycles of hydrostatic pressure between ambient and ultra-high levels to safely and reproducibly control bio-molecular interactions (e.g., cell lysis, biomolecule extraction). Historically, our primary focus has been in the development of PCT-based products for biomarker and target discovery, drug design and development, biotherapeutics characterization and quality control, soil & plant biology, forensics, and counter-bioterror applications. In more recent years, major new market opportunities have emerged in the use of our pressure-based technologies in the following areas: (1) the use of our recently acquired, patented technology from BaroFold, Inc. (the “BaroFold” technology) to allow entry into the bio-pharma contract services sector, and (2) the use of our recently-patented, scalable, high-efficiency, pressure-based Ultra Shear Technology (“UST”) platform to (i) create stable nanoemulsions of otherwise immiscible fluids (e.g., oils and water) and to (ii) prepare higher quality, homogenized, extended shelf-life or room temperature stable low-acid liquid foods that cannot be effectively preserved using existing non-thermal technologies. On February 8, 2021, PBI announced plans to acquire the assets of a global eco-friendly agrochemical supplier. On April 14, 2021, PBI finalized terms and executed a new letter of intent to purchase the assets of the agrochemical supplier. This opportunity is attractive as it has the potential of readily producing significant revenue, as well as the potential to apply the UST technology to improve some of the product line. In July 2021, a newly formed subsidiary of PBI, PBI Agrochem, leased a warehouse in Carson City, NV, and hired a warehouse manager. |
Going Concern
Going Concern | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | (2) Going Concern We have experienced negative cash flows from operations since our inception. As of December 31, 2022, we did not have adequate working capital resources to satisfy our current liabilities and as a result we have substantial doubt about our ability to continue as a going concern.. We have been successful in raising debt and equity capital in the past and as described in Notes 9 and 10. In addition, we raised debt and equity capital after December 31, 2022 as described in Note 11. We have financing efforts in place to continue to raise cash through debt and equity offerings. Although we have successfully completed financings and reduced expenses in the past, we cannot assure you that our plans to address these matters in the future will be successful. These financial statements do not include any adjustments that might result from this uncertainty. The conditions described above could adversely affect our ability to obtain additional financing on favorable terms, if at all, and may cause investors to have reservations about our long-term prospects and may adversely affect our relationships with customers. If we cannot successfully continue as a going concern, our stockholders may lose their entire investment. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | (3) Summary of Significant Accounting Policies i. Principles of Consolidation The consolidated financial statements include the accounts of Pressure BioSciences, Inc., and its wholly owned subsidiaries PBI BioSeq, Inc and PBI Agrochem, Inc. All intercompany accounts and transactions have been eliminated in consolidation. ii. Use of Estimates To prepare our consolidated financial statements in conformity with accounting principles generally accepted in the United States of America, we are required to make significant estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. In addition, significant estimates were made in deferred tax assets, the costs associated with fulfilling our warranty obligations for the instruments that we sell, and the estimates employed in our calculation of fair value of stock options awarded. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from the estimates and assumptions used. iii Recent Accounting Pronouncement In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments. The standard is effective for the Company for interim and annual periods beginning after December 15, 2022. The Company is evaluating the impact of this standard on its Consolidated Financial Statements. In August 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, as part of its overall simplification initiative to reduce costs and complexity of applying accounting standards while maintaining or improving the usefulness of the information provided to users of financial statements. Among other changes, the new guidance removes the beneficial conversion separation model for convertible debt. As a result, after adopting the guidance, entities will no longer account for beneficial conversion features in equity. The guidance is effective for public business entities, other than small reporting company’s financial statements starting January 1, 2022, with early adoption permitted. The Company is a small reporting company and early adopted the new guidance on January 1, 2022 using the modified retrospective approach and recorded a cumulative effect of adoption equal to a $ 2,728,243 2,255,216 473,027 iv. Revenue Recognition We recognize revenue in accordance with FASB ASC 606, Revenue from Contracts with Customers, ASC 340-40, Other Assets and Deferred Costs—Contracts with Customers We identify a performance obligation as distinct if both the following criteria are true: the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer and the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract. Determining the standalone selling price (“SSP”) and allocation of consideration from a contract to the individual performance obligations, and the appropriate timing of revenue recognition, is the result of significant qualitative and quantitative judgments. Management considers a variety of factors such as historical sales, usage rates, costs, and expected margin, which may vary over time depending upon the unique facts and circumstances related to each performance obligation in making these estimates. While changes in the allocation of the SSP between performance obligations will not affect the amount of total revenue recognized for a particular contract, any material changes could impact the timing of revenue recognition, which would have a material effect on our financial position and result of operations. This is because the contract consideration is allocated to each performance obligation, delivered or undelivered, at the inception of the contract based on the SSP of each distinct performance obligation. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by the Company from a customer, are excluded from revenue. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfillment cost and are in included in cost of revenues as consistent with treatment in prior periods. Our current Barocycler instruments require a basic level of instrumentation expertise to set-up for initial operation. To support a favorable first experience for our customers, upon customer request, and for an additional fee, we will send a highly trained technical representative to the customer site to install Barocyclers that we sell, lease, or rent through our domestic sales force. The installation process includes uncrating and setting up the instrument, followed by introductory user training. Our sales arrangements do not provide our customers with a right of return. Any shipping costs billed to customers are recognized as revenue. Most of our instrument and consumable contracts contain pricing that is based on the market price for the product at the time of delivery. Our obligations to deliver product volumes are typically satisfied and revenue is recognized when control of the product transfers to our customers. Concurrent with the transfer of control, we typically receive the right to payment for the shipped product and the customer has significant risks and rewards of ownership of the product. Payment terms require customers to pay shortly after delivery and do not contain significant financing components. Revenue from scientific services customers is recognized upon completion of each stage of service as defined in service agreements. We apply ASC 845, “Accounting for Non-Monetary Transactions”, to account for products and services sold through non-cash transactions based on the fair values of the products and services involved, where such values can be determined. Non-cash exchanges would require revenue to be recognized at recorded cost or carrying value of the assets or services sold if any of the following conditions apply: a) The fair value of the asset or service involved is not determinable. b) The transaction is an exchange of a product or property held for sale in the ordinary course of business for a product or property to be sold in the same line of business to facilitate sales to customers other than the parties to the exchange. c) The transaction lacks commercial substance. We recognize revenue for non-cash transactions at recorded cost or carrying value of the assets or services sold. We account for lease agreements of our instruments in accordance with ASC 842, Leases. We record revenue over the life of the lease term and we record depreciation expense on a straight-line basis over the thirty-six-month estimated useful life of the Barocycler instrument. The depreciation expense associated with assets under lease agreement is included in the “Cost of PCT products and services” line item in our accompanying consolidated statements of operations. Many of our lease and rental agreements allow the lessee to purchase the instrument at any point during the term of the agreement with partial or full credit for payments previously made. We pay all maintenance costs associated with the instrument during the term of the leases. Revenue from government grants is recorded when expenses are incurred under the grant in accordance with the terms of the grant award. Deferred revenue represents amounts received from grants and service contracts for which the related revenues have not been recognized because one or more of the revenue recognition criteria have not been met. Revenue from service contracts is recorded ratably over the length of the contract. Disaggregation of revenue In the following table, revenue is disaggregated by primary geographical market, major product line, and timing of revenue recognition. Schedule of Disaggregation of Revenue In thousands of US dollars ($) Year Ended December 31, Primary geographical markets 2022 2021 North America 1,191 1,179 Europe 144 289 Asia 394 534 1,729 2,002 In thousands of US dollars ($) Year Ended December 31, Major products/services lines 2022 2021 Hardware 761 1,104 Consumables 257 274 Contract research services 196 268 Agrochem Products 165 29 Sample preparation accessories 132 140 Technical support/extended service contracts 174 119 Shipping and handling 42 51 Other 2 17 1,729 2,002 In thousands of US dollars ($) Year Ended December 31, Timing of revenue recognition 2022 2021 Transferred at a point in time 1,359 1,674 Transferred over time 370 328 1,729 2,002 Contract balances Schedule of Contract Balances In thousands of US dollars ($) December 31, 2022 December 31, 2021 Receivables, which are included in ‘Accounts Receivable’ 295 155 Contract liabilities (deferred revenue) 60 41 Transaction price allocated to the remaining performance obligations The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period. Schedule of Future Related to Performance Obligations In thousands of US dollars ($) 2023 2024 Total Extended warranty service 58 2 60 All consideration from contracts with customers is included in the amounts presented above. Contract Costs The Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets that the Company otherwise would have recognized is one year or less. These costs are included in selling, general, and administrative expenses. The costs to obtain a contract are recorded immediately in the period when the revenue is recognized either upon shipment or installation. The costs to obtain a service contract are considered immaterial when spread over the life of the contract so the Company records the costs immediately upon billing. v. Beneficial Conversion Features In accordance with FASB ASC 470-20, “Debt with Conversion and Other Options” the Company records a beneficial conversion feature (“BCF”) related to the issuance of convertible debt or preferred stock instruments that have conversion features at fixed rates that are in-the-money when issued. The BCF for the convertible instruments is recognized and measured by allocating a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The intrinsic value is generally calculated at the commitment date as the difference between the conversion price and the fair value of the common stock or other securities into which the security is convertible, multiplied by the number of shares into which the security is convertible. If certain other securities are issued with the convertible security, the proceeds are allocated among the different components. The portion of the proceeds allocated to the convertible security is divided by the contractual number of the conversion shares to determine the effective conversion price, which is used to measure the BCF. The effective conversion price is used to compute the intrinsic value. The value of the BCF is limited to the basis that is initially allocated to the convertible security. vi. Cash and Cash Equivalents Our policy is to invest available cash in short-term, investment grade interest-bearing obligations, including money market funds, and bank and corporate debt instruments. Securities purchased with initial maturities of three months or less are valued at cost plus accrued interest, which approximates fair value, and are classified as cash equivalents. vii. Research and Development Research and development costs, which are comprised of costs incurred in performing research and development activities including wages and associated employee benefits, facilities, consumable products and overhead costs that are expensed as incurred. In support of our research and development activities we utilize our Barocycler instruments that are capitalized as fixed assets and depreciated over their expected useful life. viii. Inventories Inventories are valued at the lower of cost (average cost) or net realizable value. The cost of Barocyclers consists of the cost charged by the contract manufacturer. The cost of manufactured goods includes material, freight-in, direct labor, and applicable overhead. The composition of inventory as of December 31, is as follows: Schedule of Inventories 2022 2021 Raw materials $ 188,587 $ 296,892 Finished goods 1,480,769 1,193,158 Inventory reserve (982,973 ) (342,496 ) Total $ 686,383 $ 1,147,554 ix. Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. For financial reporting purposes, depreciation is recognized using the straight-line method, allocating the cost of the assets over their estimated useful lives of three years for certain laboratory equipment, from three to five years for management information systems and office equipment, and three years for all PCT finished units classified as fixed assets. x. Intangible Assets We have classified as intangible assets, costs associated with the fair value of acquired intellectual property. Intangible assets, including patents, are being amortized on a straight-line basis over nine years. We perform an annual review of our intangible assets for impairment. We capitalize any costs to renew or extend the term of our intangible assets. When impairment is indicated, any excess of carrying value over fair value is recorded as a loss. As of December 31, 2022, and 2021, the outstanding balance for intangible assets was $ 317,308 403,846 xi. Long-Lived Assets The Company’s long-lived assets are reviewed for impairment in accordance with the guidance of the FASB ASC 360-10-05, Property, Plant, and Equipment xii. Concentrations Credit Risk Our financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash, cash equivalents and trade receivables. We have cash investment policies which, among other things, limit investments to investment-grade securities. We perform ongoing credit evaluations of our customers, and the risk with respect to trade receivables is further mitigated by the fact that many of our customers are government institutions and university labs. Allowances are provided for estimated amounts of accounts receivable which may not be collected. At December 31, 2022, we determined that no allowance against accounts receivable was necessary. The following table illustrates the level of concentration of the below two groups within revenue as a percentage of total revenues during the years ended December 31: Schedule of Customer Concentration Risk Percentage 2022 2021 Top Five Customers 24 % 44 % Federal Agencies 0 % 6 % The following table illustrates the level of concentration of the below two groups within accounts receivable as a percentage of total accounts receivable balance as of December 31: 2022 2021 Top Five Customers 93 % 82 % Federal Agencies 0 % 5 % Investment in Equity Securities As of December 31, 2022, we held 100,250 We had exchanged 33,334 100,250 As of December 31, 2022, our consolidated balance sheet reflected the fair value, determined on a recurring basis based on Level 1 inputs, of our investment in Nexity to be $ 63,638 3,662 As of December 31, 2021, our consolidated balance sheet reflected the fair value, determined on a recurring basis based on Level 1 inputs, of our investment in Nexity to be $ 59,976 457,025 xiii. Computation of Loss per Share Basic loss per share is computed by dividing loss available to common shareholders by the weighted average number of common shares outstanding. Diluted loss per share is computed by dividing loss available to common shareholders by the weighted average number of common shares outstanding plus additional common shares that would have been outstanding if dilutive potential common shares had been issued. For purposes of this calculation, convertible preferred stock, common stock dividends, warrants to acquire preferred stock convertible into common stock, and warrants and options to acquire common stock, are all considered common stock equivalents in periods in which they have a dilutive effect and are excluded from this calculation in periods in which these are anti-dilutive. The following table illustrates our computation of loss per share for the years ended December 31: Schedule of Computation of Loss Per Share 2022 2021 Numerator: Net loss attributable to common shareholders $ (17,803,953 ) $ (22,685,459 ) Denominator for basic and diluted loss per share: Weighted average common shares outstanding 11,058,356 6,636,523 Loss per common share - basic and diluted $ (1.61 ) $ (3.42 ) The following table presents securities that could potentially dilute basic loss per share in the future. For all periods presented, the potentially dilutive securities were not included in the computation of diluted loss per share because these securities would have been anti-dilutive for the years ended December 31: Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share 2022 2021 Stock options 1,307,822 1,333,101 Convertible debt 6,915,754 5,232,118 Common stock warrants 16,278,769 16,207,108 Convertible preferred stock: Series D Convertible Preferred 25,000 25,000 Series G Convertible Preferred 26,857 26,857 Series H Convertible Preferred 33,334 33,334 Series H2 Convertible Preferred 70,000 70,000 Series J Convertible Preferred 115,267 115,267 Series K Convertible Preferred 229,334 229,334 Series AA Convertible Preferred 8,645,000 8,649,000 Total potentially dilutive shares 33,647,137 31,921,119 xiv. Accounting for Income Taxes We account for income taxes under the asset and liability method, which requires recognition of deferred tax assets, subject to valuation allowances, and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting and income tax purposes. The Company considers many factors when assessing the likelihood of future realization of our deferred tax assets, including recent cumulative earnings experience by taxing jurisdiction, expectations of future taxable income or loss, the carry-forward periods available to us for tax reporting purposes, and other relevant factors. A valuation allowance is established if it is more likely than not that all or a portion of the net deferred tax assets will not be realized. If substantial changes in the Company’s ownership should occur, as defined in Section 382 of the Internal Revenue Code, there could be significant limitations on the amount of net loss carry forwards that could be used to offset future taxable income. Tax positions must meet a “more likely than not” recognition threshold at the effective date to be recognized. At December 31, 2022 and 2021, the Company did not have any uncertain tax positions. No interest and penalties related to uncertain tax positions were accrued on December 31, 2022 and 2021. xv. Accounting for Stock-Based Compensation We maintain equity compensation plans under which incentive stock options and non-qualified stock options are granted to employees, independent members of our Board of Directors and outside consultants. We recognize equity compensation expense over the requisite service period using the Black-Scholes formula to estimate the fair value of the stock options on the date of grant. Employee and non-employee awards are accounted for under ASC 718 where the awards are valued at grant date. Determining Fair Value of Stock Option Grants Valuation and Amortization Method Expected Term Compensation-Stock Compensation Expected Volatility Risk-Free Interest Rate Forfeitures Compensation-Stock Compensation The following table summarizes the assumptions we utilized for grants of stock options to the three sub-groups of our stock option recipients during the year ended December 31, 2021 (there were no options granted in 2022): Summary of Assumptions for Grants of Stock Options Assumptions CEO, other Officers and Employees Expected life 6.0 (yrs) Expected volatility 155.02 % Risk-free interest rate 0.62 % Forfeiture rate 5.00 % Expected dividend yield 0.0 % We recognized stock-based compensation expense of $ 215,098 254,615 Schedule of Stock Based Compensation Expense 2022 2021 Research and development $ 79,891 $ 128,094 Selling and marketing 24,687 22,233 General and administrative 110,520 104,288 Total stock-based compensation expense $ 215,098 $ 254,615 During the years ended December 31, 2022 and December 31, 2021, the total fair value of stock options awarded was $ 0 49,135 As of December 31, 2022, total unrecognized compensation cost related to the unvested stock-based awards was $ 15,312 1.09 As of December 31, 2021, total unrecognized compensation cost related to the unvested stock-based awards was $ 140,455 1.09 xvi. Advertising Advertising costs are expensed as incurred. We incurred $ 487 17,594 xvii. Fair Value of Financial Instruments Due to their short maturities, the carrying amounts for cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and debt approximate their fair value. The carrying amount of long-term debt approximates fair value due to interest rates that approximate prevailing market rates. xviii. Fair Value Measurements The Company follows the guidance of FASB ASC Topic 820, “ Fair Value Measurements and Disclosures ASC 820 The Company generally defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company uses a three-tier fair value hierarchy, which classifies the inputs used in measuring fair values. These tiers include: Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company has determined that its financial assets are currently classified within Level 1. The Company does not have any financial liabilities that are required to be measured on a recurring basis at December 31, 2022 and 2021. The following tables set forth the Company’s financial assets that were accounted for at fair value on a recurring basis as of December 31, 2022: Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis Fair value measurements at December 31, 2022 using: December 31, 2022 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Equity Securities 63,638 63,638 - - Total Financial Assets $ 63,638 $ 63,638 $ - $ - The following tables set forth the Company’s financial assets that were accounted for at fair value on a recurring basis as of December 31, 2021: Fair value measurements at December 31, 2021 using: December 31, 2021 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Equity Securities $ 59,976 $ 59,976 - - Total Financial Assets $ 59,976 $ 59,976 $ - $ - |
Property and Equipment, net
Property and Equipment, net | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | (4) Property and Equipment, net Property and equipment as of December 31, 2022 and 2021 consisted of the following components: Schedule of Property and Equipment 2022 2021 December 31, 2022 2021 Laboratory and manufacturing equipment $ 374,132 $ 353,379 Office equipment 194,999 194,999 Leasehold improvements 25,248 25,248 PCT collaboration, demonstration and leased systems 53,098 53,098 Total property and equipment 647,477 626,724 Less accumulated depreciation (544,126 ) (510,878 ) Net book value $ 103,351 $ 115,846 Depreciation expense for the years ended December 31, 2022 and 2021 was $ 33,250 23,589 |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | (5) Intangible Assets Intangible assets as of December 31, 2022 reflect the purchase price attributable to patents received in connection with the acquisition of assets of BaroFold Corp. Acquired BaroFold patents are being amortized to expense on a straight line basis at the rate of $ 80,000 9 80,000 Schedule of Intangible Assets 2022 2021 December 31, 2022 2021 BaroFold Patents $ 750,000 $ 750,000 Less accumulated amortization (432,692 ) (346,154 ) Net book value $ 317,308 $ 403,846 Amortization expense for each of the years ended December 31, 2022 and 2021 was $ 86,538 |
Retirement Plan
Retirement Plan | 12 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
Retirement Plan | (6) Retirement Plan We provide all our employees with the opportunity to participate in our retirement savings plan. Our retirement savings plan has been qualified under Section 401(k) of the Internal Revenue Code. Eligible employees are permitted to contribute to the plan through payroll deductions within statutory limitations and subject to any limitations included in the plan. During 2022 and 2021 we contributed $ 12,777 11,752 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | (7) Income Taxes Tax positions must meet a “more likely than not” recognition threshold at the effective date to be recognized. At December 31, 2022 and 2021, the Company did not have any uncertain tax positions. No Significant items making up the deferred tax assets and deferred tax liabilities as of December 31, 2022 and 2021 are as follows: Schedule of Deferred Tax Assets and Deferred Tax Liabilities 2022 2021 Long term deferred taxes: Inventory reserve $ 268,548 $ 93,570 Other accruals 99,362 91,792 Other 15,715 15,169 Non-cash, stock-based compensation, nonqualified 872,967 814,202 Impairment loss on investment 104,609 104,609 Operating loss carry forwards and tax credits 31,026,899 28,435,535 Less: valuation allowance (32,388,100 ) (29,554,877 ) Total net deferred tax assets $ - $ - A valuation allowance is established if it is more likely than not that all or a portion of the deferred tax asset will not be realized. Accordingly, we established a valuation allowance in 2022 and 2021 for the full amount of our deferred tax assets for the uncertainty of realization. We believe that based on our projection of future taxable operating income for the foreseeable future, it is more likely than not that we will not be able to realize the benefit of the deferred tax asset at December 31, 2022. We have net operating loss carry-forwards for federal income tax purposes of approximately $ 110,385,351 2023 through 2037 Under the Tax Reform Act, NOL’s generated after December 31, 2017 can offset only 80% of a corporation’s taxable income in any year. 70,711,859 We have net operating loss carry-forwards for state income tax purposes of approximately $ 106,651,967 We have research and development tax credit carryforwards for federal income tax purposes of approximately $ 1,338,308 356,424 2022 through 2037 2023 through 2034 The following table reconciles the U.S. Federal statutory tax rate to the Company’s effective tax rate: Schedule of U.S. Federal Statutory Tax Rate to Effective Income Tax Rate 2022 2021 Statutory U.S. Federal tax rate 21 % 21 % Permanent differences (0 ) (0 ) State tax expense (0 ) (0 ) Refundable AMT and R&D tax credit (0 ) (0 ) Valuation allowance (21 ) (21 ) Effective tax rate 0 % 0 % |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | (8) Commitments and Contingencies Operating Leases The Company accounts for its leases under ASC 842. The Company has elected to apply the short-term lease exception to leases of one year or less. Our corporate office is currently located at 14 Norfolk Avenue, South Easton, Massachusetts 02375. We are currently paying $ 7,650 December 31, 2023 We extended our lease for our space in Medford, MA (the “Medford Lease”) from December 30, 2020 to December 30, 2023. The lease required monthly payments of $ 7,282 The lease shall be automatically extended for additional three years unless either party terminates at least six months prior to the expiration of the current lease term. The Company accounted for the lease extension of our Medford Lease as a lease modification under ASC 842. At the effective date of modification, the Company recorded an adjustment to the right-of-use asset and lease liability in the amount of $ 221,432 12 On August 9, 2021, we entered into an operating lease agreement for our warehouse space in Sparks, NV (the “Sparks Lease”) for the period from September 1, 2021 through September 30, 2026. The lease contains escalating payments during the lease period. The lease can be extended for an additional three years if the Company provides notice at least six months prior to the expiration of the current lease term. The Company accounted for the Sparks Lease as an operating lease under ASC 842. Upon the commencement of the lease, the Company recorded a right-of-use asset and lease liability in the amount of $ 239,327 12 Following is a schedule by years of future minimum rental payments required under operating leases with initial or remaining non-cancelable lease terms for greater than one year as of December 31, 2022: Schedule of Future Minimum Rental Payments Required Under Operating Leases 2023 $ 149,300 2024 64,393 2025 66,969 2026 51,778 2027 - Thereafter - Total future undiscounted lease payments $ 332,440 Less imputed interest (50,345 ) Present value of lease liabilities $ 282,095 The operating cash flows from the operating leases were $ 113,470 65,194 Below is a table for the right of use asset and the corresponding lease liability in the consolidated balance sheets: Schedule Of Right Of Use Asset And The Corresponding Lease Liability Operating Leases December 31, 2022 December 31, 2021 Right of use asset $ 282,095 $ 395,565 Right of use lease liability, current $ 142,171 $ 132,996 Right of use lease liability, long term $ 139,924 $ 262,569 Total lease liability $ 282,095 $ 395,565 The weighted-average remaining lease term (years) of the above leases is 2.96 3.7 12 The Company had no The components of lease cost for operating leases for the years ended December 31, 2022 and 2021 are as follows: Schedule of Lease Cost for Operating Leases December 31, 2022 December 31, 2021 Operating lease cost $ 151,239 $ 87,383 Short-term lease cost 91,800 91,800 Total lease cost $ 243,039 $ 179,183 Battelle Memorial Institute In December 2008, we entered into an exclusive patent license agreement with the Battelle Memorial Institute (“ Battelle 1,200 2,000 3,000 4,000 5,000 Target Discovery Inc . In March 2010, we signed a strategic product licensing, manufacturing, co-marketing, and collaborative research and development agreement with Target Discovery Inc. (“TDI”), a related party. Under the terms of the agreement, we have been licensed by TDI to manufacture and sell a highly innovative line of chemicals used in the preparation of tissues for scientific analysis (“TDI reagents”). The TDI reagents were designed for use in combination with our pressure cycling technology. The companies believe that the combination of PCT and the TDI reagents can fill an existing need in life science research for an automated method for rapid extraction and recovery of intact, functional proteins associated with cell membranes in tissue samples. We did not incur any royalty obligation under this agreement in 2022 or 2021. In April 2012, we signed a non-exclusive license agreement with TDI to grant the non-exclusive use of our pressure cycling technology. We executed an amendment to this agreement on October 1, 2016 wherein we agreed to pay a monthly fee of $ 1,400 2,000 60,000 60,000 69,300 82,800 Severance and Change of Control Agreements Each of Mr. Schumacher, and Drs. Ting, and Lazarev, executive officers of the Company, are entitled to receive a severance payment if terminated by us without cause. The severance benefits would include a payment in an amount equal to one year of such executive officer’s annualized base salary compensation plus accrued paid time off. Additionally, the officer will be entitled to receive medical and dental insurance coverage for one year following the date of termination. Each of these executive officers, other than Mr. Schumacher, is entitled to receive a change of control payment in an amount equal to one year of such executive officer’s annualized base salary compensation, accrued paid time off, and medical and dental coverage, in the event of their termination upon a change of control of the Company. In the case of Mr. Schumacher, this payment would be equal to two years of annualized base salary compensation, accrued paid time off, and two years of medical and dental coverage. The severance payment is meant to induce the aforementioned executives to remain in the employ of the Company, in general, and particularly in the occurrence of a change in control, as a disincentive to the control change. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | (9) Debt Convertible Debt On various dates during the year ended December 31, 2022, the Company issued convertible notes for net proceeds of approximately $ 4.9 million which contained varied terms and conditions as follows: a) 1 - 12 month maturity date; b) interest rates of 0 - 18 % per annum c) convertible to the Company’s common stock at issuance at a fixed rate of $ 2.50 or at variable conversion rates upon the Company’s up-listing to NASDAQ or NYSE or an event of default. These notes were issued with shares of common stock or warrants to purchase common stock that were fairly valued at issuance dates. The aggregate relative fair value of the shares of common stock issued with the notes of $ 873,854 was recorded as a debt discount to be amortized over the term of the notes. The aggregate relative fair value of the warrants issued with the notes of $ 93,576 541,313 1,522,494 1,694,028. On various dates during the year ended December 31, 2021, the Company issued convertible notes for net proceeds of approximately $ 5.5 6 12 10 18 2.50 3.00 646,718 1.4 1.3 6.7 The summary of specific terms of the convertible notes and outstanding balances as of December 31, 2022 and December 31, 2021 are listed in the tables below. The convertible notes are from numerous parties and with original issue dates from June, 2019 to December, 2022, and maturity dates from March, 2020 to December, 2023 12 Schedule of Convertible Debts and Outstanding Balances December 31, 2022 December 31, 2021 Holders Interest Rate Conversion Price Principal Interest Rate Conversion Price Principal Main Investor 10 % $ 2.50 (1) $ 9,393,150 10 % $ 2.50 (1) $ 9,393,150 Others 0 24 % $ 2.50 7.50 (2) 8,886,036 1 24 % $ 2.50 (2) 4,983,312 Totals 18,279,186 14,376,462 Discount 455,517 1,536,649 Net $ 17,823,669 $ 12,839,813 Notes: (1) Conversion price of these note is $ 2.50 189,750 25 (2) Conversion price of these notes is $ 2.50 a. Notes are convertible before maturity at $ 2.50 2.50 b. Notes are convertible upon an Event of Default at 75 c. Notes are convertible at $ 2.50 75 d. Notes can be voluntary converted at lower of 1) $ 2.50 2.50 2.50 30 e. Notes can be voluntary converted at lower of 1) $ 2.50 2.50 2.50 25 f. Conversion price is lower of (i) $ 2.50 g. Note can be converted at a Voluntary Conversion Price which is the lower of 1) $ 2.50 2.50 70 h. Conversion price is $ 2.50 1 i. Notes can be voluntarily converted before maturity at $ 2.50 2.50 10 j. Notes can be converted at the lesser of $ 2.5 25 35 k. Some notes are not convertible until 180 days from the date of issuance of the Note and following an Event of Default will be convertible at the lowest trading price of the 20 days prior to conversion. The loan with a principal balance of $ 700,000 l. Some notes can be converted at the lesser of $ 2.50 25 5 m. Some notes are not convertible until 180 days from the date of issuance of the Note and following an Event of Default will be convertible at the lesser of $ 2.50 90 n. Some notes are convertible, upon an event of default, at the lowest closing bid price for the Company’s common stock for the five trading days prior to conversion. As of December 31, 2022, the approximate principal balance that are secured by the assets of the Company’s subsidiary, PBI Agrochem, Inc. is $ 352,188 During the year ended December 31, 2022, the Company extended 11 loans totaling $ 1,815,000 3,024,561 1,423,800 Standstill and Forbearance Agreements The Company has entered into Standstill and Forbearance Agreements with lenders who hold variable-rate convertible notes with a total principal as of December 31, 2022 of $ 574,984 . Pursuant to the Standstill and Forbearance Agreements, the lenders agreed to not convert any portion of their notes into shares of common stock at a variable rate until March 31, 2021 for convertible notes with a principal balance of $ 469,000 and until April 16, 2021 for convertible notes with a principal balance of $ 1.1 million. During the year ended December 31, 2022, the Company settled one note with total principal of $ 166,703 , leaving two final lenders (four notes) with total principal of $ 574,984 outstanding and incurred interest, penalties and fees of approximately $ 0.8 827,500 1.47 Convertible Loan Modifications and Extinguishments We refinanced certain convertible loans during the years ended December 31, 2022 and 2021 at substantially the same terms for extensions ranging over a period of three to six months. We amortized any remaining unamortized debt discount as of the modification date over the remaining, extended term of the new loans. We applied ASC 470 of modification accounting to the debt instruments which were modified during the period or those settled with new notes issued concurrently for the same amounts but different maturity dates. The terms such as the interest rate, prepayment penalties, and default rates will be the same over the new extensions. According to ASC 470, an exchange of debt instruments between or a modification of a debt instrument by a debtor and a creditor in a nontroubled debt situation is deemed to have been accomplished with debt instruments that are substantially different if the present value of the cash flows under the terms of the new debt instrument is at least 10 percent different from the present value of the remaining cash flows under the terms of the original instrument. If the terms of a debt instrument are changed or modified and the cash flow effect on a present value basis is less than 10 percent, the debt instruments are not considered to be substantially different and will be accounted for as modifications. The cash flows of new debt exceeded 10 751,335 1,061,073 Other Debt On October 11, 2019 we received a non-convertible loan with a one month 2 25,000 17,000 3.50 No notes in Other Debt are past due as of December 31, 2022. Schedule of Other Debt December 31, 2022 December 31, 2021 Holders Interest Rate Principal Interest Rate Principal Non-Convertible - ) $ 878,809 - ) $ 857,930 Merchant debt (3) 760,160 388,910 SBA ( 2 3.75 % 150,000 3.75 % 160,000 Totals 1,788,969 $ 1,406,840 Long Term 150,000 150,000 Short Term $ 1,638,969 $ 1,256,840 Notes: (1) Interest varies from 1 10 May 2, 2023 861,500 (2) The Company entered into a COVID-19 government loan in 2020, the Economic Injury Disaster Loan (or “EIDL”). The Company’s EIDL loan, $ 150,000 3.75 731 367,039 1 367,039 (3) During the years ended December 31, 2022 and 2021 we signed various Merchant Agreements which are secured by second position rights to all customer receipts until the loan has been repaid in full and subject to interest rates of 4.1 14 maturity dates ranged from April 4, 2023 to June 6, 2023. maturity dates ranged from January 7 to January 11, 2022. Related Party Debt Schedule of Related Party Debt December 31, 2022 December 31, 2021 Holders Interest Rate Principal Interest Rate Principal Security Officers & Directors - ) $ 521,950 $ - Unsecured Other Related Parties 12 % 120,850 Unsecured Totals 642,800 Discount 7,915 Net $ 634,885 $ - Notes: (1) Interest varies from 12 120 During the year ended December 31, 2022, we received short-term non-convertible loans of $ 958,100 with $91,750 OID from related parties and repaid $ 315,300 of related party loans. These notes bear interest ranging from 12 % to 120 % interest and are due upon demand. During the year ended December 31, 2021, we received short-term non-convertible loans of $ 254,600 354,600 0 15 69.5 69,450 3.50 66,000 107,625 We amortized $ 83,835 49,564 7,915 0 |
Stockholders_ (Deficit)
Stockholders’ (Deficit) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Stockholders’ (Deficit) | (10) Stockholders’ (Deficit) Preferred Stock We are authorized to issue 1,000,000 0.01 As of December 31, 2022 and as of December 31, 2021, there were no shares of Junior A issued and outstanding, and no Below is a summary table of the preferred stock: Schedule of Preferred Stock Outstanding December 31, 2022 December 31, 2021 Series D Convertible Preferred Stock, $ .01 850 300 300,000 $ 3 $ 3 Series G Convertible Preferred Stock, $ .01 240,000 80,570 806 806 Series H Convertible Preferred Stock, $ .01 10,000 10,000 100 100 Series J Convertible Preferred Stock, $ .01 6,250 3,458 35 35 Series K Convertible Preferred Stock, $ .01 15,000 6,880 68 68 Series AA Convertible Preferred Stock, $ .01 10,000 8,645 8,649 86 87 Series H2 Convertible Preferred Stock, $ .01 21 21 - - Series A Junior Participating Preferred Stock, $ .01 20,000 no - - Series A Convertible Preferred Stock, $ .01 313,960 no - - Series B Convertible Preferred Stock, $ .01 279,256 no - - Series C Convertible Preferred Stock, $ .01 88,098 no - - Series E Convertible Preferred Stock, $ .01 500 no - - Total Convertible Preferred Shares $ 1,098 $ 1,099 Series D Convertible Preferred Stock On November 11, 2011, we completed a registered direct offering, pursuant to which we sold an aggregate of 843 1,000 843,000 Series D Placement Series D Unit 0.01 Series D Convertible Preferred Stock 84 five 21 24.30 Series D Warrant The Series D Convertible Preferred Stock will rank senior to the Company’s common stock with respect to payments made upon liquidation, winding up or dissolution. Upon any liquidation, dissolution or winding up of the Company, after payment of the Company’s debts and liabilities, and before any payment is made to the holders of any junior securities, the holders of Series D Convertible Preferred Stock will first be entitled to be paid $ 1,000 We may not pay any dividends on shares of common stock unless we also pay dividends on the Series D Convertible Preferred Stock in the same form and amount, on an as-if-converted basis, as dividends actually paid on shares of our common stock. Except for such dividends, no other dividends may be paid on the Series D Convertible Preferred Stock. Each share of Series D Convertible Preferred Stock is convertible into 84 19.50 Series D Conversion Ratio 300 50,000 In addition, in the event we consummate a merger or consolidation with or into another person or other reorganization event in which our shares of common stock are converted or exchanged for securities, cash or other property, or we sell, lease, license or otherwise dispose of all or substantially all of our assets or we or another person acquire 50 The holders of Series D Convertible Preferred Stock are not entitled to vote on any matters presented to the stockholders of the Company for their action or consideration at any meeting of stockholders of the Company (or by written consent of stockholders in lieu of meeting), except that the holders of Series D Convertible Preferred Stock may vote separately as a class on any matters that would (i) amend, our Restated Articles of Organization, as amended, in a manner that adversely affects the rights of the Series D Convertible Preferred Stock, (ii) alter or change adversely the powers, preferences or rights of the Series D Convertible Preferred Stock or alter or amend the certificate of designation, (iii) authorize or create any class of shares ranking as to dividends, redemption or distribution of assets upon liquidation senior to, or otherwise pari passu with, the Series D Convertible Preferred Stock, or (iv) increase the number of authorized shares of Series D Convertible Preferred Stock. If, within 12 months of the initial issuance of the Series D Convertible Preferred Stock, we issue any common stock, common stock equivalents, indebtedness or any combination thereof (a “ Subsequent Financing the holders of Series D Convertible Preferred Stock will have the right to participate on a pro-rata basis in up to 50% of such Subsequent Financing. Series D Warrants All of these warrants have expired. Series G Convertible Preferred Stock On July 6 and November 15, 2012, we completed a private placement, pursuant to which we sold an aggregate of 4,844 150.00 726,600 Series G Private Placement Series G Unit 0.01 1 three 1 15.00 Series G Warrant Each share of Series G Preferred Stock will receive a cumulative dividend at the annual rate of (i) four percent ( 4 100,000 6 100,000 250,000 12 250,000 At the election of the Company and upon required advanced notice, each share of Series G Preferred Stock will automatically be converted into shares of common stock at the Conversion Ratio then in effect: (i) if, after 6 months from the original issuance date of the Series G Preferred Stock, the common stock trades on the OTCQB (or other primary trading market or exchange on which the common stock is then traded) at a price equal to at least $ 22.50 334 22.50 2.5 The holders of Series G Preferred Stock are not entitled to vote on any matters presented to the stockholders of the Company for their action or consideration at any meeting of stockholders of the Company (or by written consent of stockholders in lieu of meeting), except as required by law. Series H Convertible Preferred Stock On December 28, 2012 the Company amended the Articles of Incorporation to authorize 10,000 33,334 0.01 10,000 0.01 Series H Preferred Stock 24.08 4 24.08 Series H2 Convertible Preferred Stock On December 23, 2014 the Company amended the Articles of Incorporation to authorize 21 70,000 0.01 21 0.01 Series H2 Preferred Stock 7.50 3,334 7.50 Series J Convertible Preferred Stock On February 6, March 28 and May 20, 2013, the Company entered into a Securities Purchase with various individuals pursuant to which the Company sold an aggregate of 5,087.5 400.00 2,034,700 0.01 34 0.01 12.00 From the date of issuance of any shares of Series J Convertible Preferred Stock and until the earlier of the first anniversary of such date, the voluntary conversion of any shares of Series J Convertible Preferred Stock, or the date of any mandatory conversion (solely under the Company’s control based upon certain triggering events) of the Series J Convertible Preferred Stock, dividends will accrue on each share of Series J Convertible Preferred Stock at an annual rate of (i) four percent ( 4 50,000 6 250,000 Each share of Series J Convertible Preferred Stock is convertible into 34 At the election of the Company and upon required advance notice, each share of Series J Convertible Preferred Stock will automatically be converted into shares of common stock at the Conversion Ratio then in effect: (i) on or after the six-month anniversary of the original issuance date of the Series J Convertible Preferred Stock, the common stock trades on the OTCQB (or other primary trading market or exchange on which the common stock is then traded) at a price per share equal to at least $ 24.00 1,667 24.00 2.5 The holders of Series J Convertible Preferred Stock are not entitled to vote on any matters presented to the stockholders of the Company for their action or consideration at any meeting of stockholders of the Company (or by written consent of stockholders in lieu of meeting), except as required by law. Series K Convertible Preferred Stock From the date of issuance of any shares of Series K Convertible Preferred Stock and until the earlier of the first anniversary of such date, the voluntary conversion of any shares of Series K Convertible Preferred Stock, or the date of any mandatory conversion (solely under the Company’s control based upon certain triggering events) of the Series K Convertible Preferred Stock, dividends will accrue on each share of Series K Convertible Preferred Stock at an annual rate of (i) four percent ( 4 100,000 6 100,000 Each share of Series K Convertible Preferred Stock is convertible into 34 At the election of the Company and upon required advance notice, each share of Series K Convertible Preferred Stock will automatically be converted into shares of common stock at the Conversion Ratio then in effect: (i) on or after the six-month anniversary of the original issuance date of the Series K Convertible Preferred Stock, the common stock trades on the OTCQB (or other primary trading market or exchange on which the common stock is then traded) at a price per share equal to at least $ 24.00 1,667 24.00 2.5 The holders of Series K Convertible Preferred Stock are not entitled to vote on any matters presented to the stockholders of the Company for their action or consideration at any meeting of stockholders of the Company (or by written consent of stockholders in lieu of meeting), except as required by law. Series AA Convertible Preferred Stock and Warrants During the year ended December 31, 2021, the Company entered into Securities Purchase Agreements with accredited investors pursuant to which the Company sold an aggregate of 406 1,000 0.01 1,015,000 406,000 3.50 509,130 200 200,100 five 3.50 245,635 23,004 During the year ended December 31, 2022, there was 4,400 1,727,275 1,658,175 The issuances of our convertible preferred stock and common stock purchase warrants are accounted for under the fair value and relative fair value method. The warrant is first analyzed per its terms as to whether it has derivative features or not. If the warrant is determined to be a derivative, then it is measured at fair value using the Black Scholes Option Model and recorded as a liability on the balance sheet. The warrant is re-measured at its then current fair value at each subsequent reporting date (it is “marked-to-market”). If the warrant is determined to not have derivative features, it is recorded into equity at its fair value using the Black Scholes option model, however, limited to a relative fair value based upon the percentage of its fair value to the total fair value including the fair value of the convertible preferred stock. We analyzed these warrants issued in 2021 and determined that they were not considered derivatives and therefore recorded the aggregate relative fair value of $ 509,130 406,000 The convertible preferred stock is recorded at its fair value, limited to a relative fair value based upon the percentage of its fair value to the total fair value including the fair value of the warrant. Further, the convertible preferred stock is examined for any intrinsic beneficial conversion feature (“BCF”) of which the convertible price of the preferred stock is less than the closing stock price on date of issuance. If the relative fair value method is used to value the convertible preferred stock and there is an intrinsic BCF, a further analysis is undertaken of the BCF using an effective conversion price which assumes the conversion price is the relative fair value divided by the number of shares of common stock the convertible preferred stock is converted into by its terms. The adjusted BCF value of $ 0 873,798 Common Stock Stock Options and Warrants At the Company’s December 30, 2021 Special Meeting, the shareholder’s approved the 2021 Equity Incentive Plan (the “2021 Plan”) pursuant to which 3,000,000 1,307,822 All of the outstanding non-qualified options had an exercise price that was at or above the Company’s common stock share price at time of issuance. As of December 31, 2022, total unrecognized compensation cost related to the unvested stock-based awards was $ 15,312 1.09 1.30 0 1.53 As of December 31, 2021, total unrecognized compensation cost related to the unvested stock-based awards was $ 140,455 1.09 2.31 2,124,104 2.39 The following tables summarize information concerning options and warrants outstanding and exercisable: Schedule of Concerning Options and Warrants Outstanding and Exercisable Stock Options Warrants Total Shares Weighted Shares Weighted Shares Exercisable Balance outstanding, December 31, 2020 1,355,901 $ 0.71 14,434,702 $ 3.50 15,790,603 15,302,830 Granted 24,000 2.17 2,235,408 3.57 2,259,408 Exercised (21,411 ) 0.69 (187,500 ) 3.50 (208,911 ) Expired - - (275,502 ) 3.50 (275,502 ) Forfeited (25,389 ) 0.69 - - (25,389 ) Balance outstanding, December 31, 2021 1,333,101 $ 0.72 16,207,108 $ 3.50 17,540,209 17,308,567 Granted - - 277,500 3.50 277,500 Exercised (25,279 ) 0.69 - - (25,279 ) Expired - - (205,839 ) 3.50 (205,839 ) Forfeited - - - - - Balance outstanding, December 31, 2022 1,307,822 $ 0.72 16,278,769 $ 3.50 17,586,591 17,570,591 Schedule of Share-based Compensation Stock Option Plans by Exercise Price Range Options Outstanding Options Exercisable Weighted Average Weighted Average Range of Number of Remaining Exercise Number of Remaining Exercise $ 0.69 $ 1.00 1,283,822 6.7 $ 0.69 1,283,822 6.7 $ 0.69 $ 1.01 $ 3.00 24,000 8.1 $ 2.17 8,000 8.1 $ 2.17 1,307,822 6.7 $ 0.72 1,291,822 6.7 $ 0.69 Common Stock Issuances For the year ended December 31, 2022 the Company recognized 25,279 17,443 255,500 392,175 1,423,800 2,198,861 181,918 467,092 4,400 236,221 386,300 1,766,266 2,943,139 659,000 873,854 10,000 25,000 On various dates in the year ended December 31, 2021 the Company issued 333,200 shares with a fair value of $ 794,562 for services rendered; 36,290 shares for a cashless warrant exercise; 82,373 shares with a fair value of $ 184,274 in lieu of cash for the 8 % dividend on Series AA Convertible Preferred Stock; 1,195,996 shares with a fair value of $ 2,989,990 for the conversion of debt and interest for common stock; 2,883,282 shares with a fair value of $ 6,665,656 for debt extension, settlement and interest payments, 21,411 shares for stock option exercises (at an exercise price of $ 0.69 ) and 399,650 shares with a fair value of $ 646,718 in conjunction with the signing of new convertible loans. During this period, we also issued 1,146,945 warrants ( three to five -year term at a $ 3.50 to $ 5.00 exercise price) to acquire common stock at a fair value of $ 1.4 million to lenders in conjunction with signing of new convertible loans. We also issued 71,042 warrants ( 3 -year term at $ 3.5 exercise price) to acquire common stock at a fair value of $ 107,275 to lender in for debt settlement. As profiled in the following table, for seven loans we are obligated to issue common stock if not paid by defined dates. Schedule of Loans Obligated to Issue Shares Loan Issuance Loan Percentage of Loan Principal Defined Shares Issuable Loan Date Principal Issuable Date Frequency Loan 1(1) July 21, 2020 $ 115,000 0.0435 % September 30, 2020 Monthly Loan 2 September 21, 2020 $ 345,000 0.0362 % November 16, 2020 Weekly Loan 5 October 22, 2020 $ 115,000 0.0652 % December 1, 2020 Weekly Loan 6 October 21, 2021 $ 189,750 0.0435 % January 2, 2022 Monthly Loan 7 November 1, 2021 $ 189,750 0.0435 % January 2, 2022 Monthly Notes: (1) Per second amendment, if the note is not fully paid by 12/16/22, the holder shall receive 8,250 8,250 During the year ended December 31, 2022, the Company accrued approximately $ 2.7 6,288,529 For our loan dated December 23, 2020, we are obligated to issue 100,000 warrants if the loan is not repaid before January 23, 2021 and an additional 10,000 shares of common stock and 100,000 warrants if the loan is not repaid before February 23, 2021. We are also obligated to issue 10,000 shares of common stock and 200,000 warrants if the loan is not repaid before March 23, 2021. During the year ended December 31, 2021 the Company issued 400,000 3.50 600,298 10,000 For the twelve months ended December 31, 2022, the Company issued a total of 277,500 280,608 3.50 3 5 ● 120,000 93,576 ● 100,000 132,537 ● 57,500 54,496 For the twelve months ended December 31, 2021, the company also issued 2,235,408 three five 3.50 5.00 2.4 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | (11) Subsequent Events On January 18, 2023, the Company’s board of directors in accordance with the recommendations of the Company’s approved the issuance of 1,530,944 699,540 1.50 All directors’ stock options vested 100 25 75 On February 28, 2023, the Company entered into a Securities Issuance and Exchange Agreement (the “Issuance and Exchange Agreement”) with an accredited investor (the “Investor”) whereby the Investor agreed to accept shares of a series of the Company’s preferred stock in exchange for three categories of cash amounts owed to the Investor. The series of preferred stock has not yet been created; however, each share of the newly created preferred stock will have a value of $ 25,000 2.50 0.01 10,000 The Investor agreed to accept shares of preferred stock in exchange for (i) $ 6,226,125 2,255,587 9,393,150 1,535,500 9.39 The $ 10,017,212 400.6885 400.6885 4,000,000 On February 28, 2023, the Company received an executed Notice of Conversion from an accredited investor (the “Investor”) who elected to convert 101,154 493,540 From January 1, 2023, through March 31, 2023, the Company issued ten (10) convertible loans for approximately $2,900,000, which each carry a 10-40% annual interest rate and four (4) to twelve (12) month terms and convertible to the Company’s common stock at a $2.50 conversion price. The Company issued 618,150 common stock and 325,000 preferred stock along with the loan issuance. In this period, the Company also borrowed $55,000 from related parties with 10% original issue discount and 10% per month interest rate and entered into seven (7) new Merchant Cash lender agreements with an original total outstanding balance of $1,498,769 and obligated the Company to pay $60,157 each week to the lenders. In this time the Company also repaid one loan totaling $ 460,000 January 3, 2023 26,000 March 1, 2023 2,500 During this period the Company also issued 203,613 509,032 302,482 206,050 500 40,000 2.50 884,000 100,000 3.50 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | i. Principles of Consolidation The consolidated financial statements include the accounts of Pressure BioSciences, Inc., and its wholly owned subsidiaries PBI BioSeq, Inc and PBI Agrochem, Inc. All intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | ii. Use of Estimates To prepare our consolidated financial statements in conformity with accounting principles generally accepted in the United States of America, we are required to make significant estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. In addition, significant estimates were made in deferred tax assets, the costs associated with fulfilling our warranty obligations for the instruments that we sell, and the estimates employed in our calculation of fair value of stock options awarded. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from the estimates and assumptions used. |
Recent Accounting Pronouncement | iii Recent Accounting Pronouncement In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments. The standard is effective for the Company for interim and annual periods beginning after December 15, 2022. The Company is evaluating the impact of this standard on its Consolidated Financial Statements. In August 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, as part of its overall simplification initiative to reduce costs and complexity of applying accounting standards while maintaining or improving the usefulness of the information provided to users of financial statements. Among other changes, the new guidance removes the beneficial conversion separation model for convertible debt. As a result, after adopting the guidance, entities will no longer account for beneficial conversion features in equity. The guidance is effective for public business entities, other than small reporting company’s financial statements starting January 1, 2022, with early adoption permitted. The Company is a small reporting company and early adopted the new guidance on January 1, 2022 using the modified retrospective approach and recorded a cumulative effect of adoption equal to a $ 2,728,243 2,255,216 473,027 |
Revenue Recognition | iv. Revenue Recognition We recognize revenue in accordance with FASB ASC 606, Revenue from Contracts with Customers, ASC 340-40, Other Assets and Deferred Costs—Contracts with Customers We identify a performance obligation as distinct if both the following criteria are true: the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer and the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract. Determining the standalone selling price (“SSP”) and allocation of consideration from a contract to the individual performance obligations, and the appropriate timing of revenue recognition, is the result of significant qualitative and quantitative judgments. Management considers a variety of factors such as historical sales, usage rates, costs, and expected margin, which may vary over time depending upon the unique facts and circumstances related to each performance obligation in making these estimates. While changes in the allocation of the SSP between performance obligations will not affect the amount of total revenue recognized for a particular contract, any material changes could impact the timing of revenue recognition, which would have a material effect on our financial position and result of operations. This is because the contract consideration is allocated to each performance obligation, delivered or undelivered, at the inception of the contract based on the SSP of each distinct performance obligation. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by the Company from a customer, are excluded from revenue. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfillment cost and are in included in cost of revenues as consistent with treatment in prior periods. Our current Barocycler instruments require a basic level of instrumentation expertise to set-up for initial operation. To support a favorable first experience for our customers, upon customer request, and for an additional fee, we will send a highly trained technical representative to the customer site to install Barocyclers that we sell, lease, or rent through our domestic sales force. The installation process includes uncrating and setting up the instrument, followed by introductory user training. Our sales arrangements do not provide our customers with a right of return. Any shipping costs billed to customers are recognized as revenue. Most of our instrument and consumable contracts contain pricing that is based on the market price for the product at the time of delivery. Our obligations to deliver product volumes are typically satisfied and revenue is recognized when control of the product transfers to our customers. Concurrent with the transfer of control, we typically receive the right to payment for the shipped product and the customer has significant risks and rewards of ownership of the product. Payment terms require customers to pay shortly after delivery and do not contain significant financing components. Revenue from scientific services customers is recognized upon completion of each stage of service as defined in service agreements. We apply ASC 845, “Accounting for Non-Monetary Transactions”, to account for products and services sold through non-cash transactions based on the fair values of the products and services involved, where such values can be determined. Non-cash exchanges would require revenue to be recognized at recorded cost or carrying value of the assets or services sold if any of the following conditions apply: a) The fair value of the asset or service involved is not determinable. b) The transaction is an exchange of a product or property held for sale in the ordinary course of business for a product or property to be sold in the same line of business to facilitate sales to customers other than the parties to the exchange. c) The transaction lacks commercial substance. We recognize revenue for non-cash transactions at recorded cost or carrying value of the assets or services sold. We account for lease agreements of our instruments in accordance with ASC 842, Leases. We record revenue over the life of the lease term and we record depreciation expense on a straight-line basis over the thirty-six-month estimated useful life of the Barocycler instrument. The depreciation expense associated with assets under lease agreement is included in the “Cost of PCT products and services” line item in our accompanying consolidated statements of operations. Many of our lease and rental agreements allow the lessee to purchase the instrument at any point during the term of the agreement with partial or full credit for payments previously made. We pay all maintenance costs associated with the instrument during the term of the leases. Revenue from government grants is recorded when expenses are incurred under the grant in accordance with the terms of the grant award. Deferred revenue represents amounts received from grants and service contracts for which the related revenues have not been recognized because one or more of the revenue recognition criteria have not been met. Revenue from service contracts is recorded ratably over the length of the contract. Disaggregation of revenue In the following table, revenue is disaggregated by primary geographical market, major product line, and timing of revenue recognition. Schedule of Disaggregation of Revenue In thousands of US dollars ($) Year Ended December 31, Primary geographical markets 2022 2021 North America 1,191 1,179 Europe 144 289 Asia 394 534 1,729 2,002 In thousands of US dollars ($) Year Ended December 31, Major products/services lines 2022 2021 Hardware 761 1,104 Consumables 257 274 Contract research services 196 268 Agrochem Products 165 29 Sample preparation accessories 132 140 Technical support/extended service contracts 174 119 Shipping and handling 42 51 Other 2 17 1,729 2,002 In thousands of US dollars ($) Year Ended December 31, Timing of revenue recognition 2022 2021 Transferred at a point in time 1,359 1,674 Transferred over time 370 328 1,729 2,002 Contract balances Schedule of Contract Balances In thousands of US dollars ($) December 31, 2022 December 31, 2021 Receivables, which are included in ‘Accounts Receivable’ 295 155 Contract liabilities (deferred revenue) 60 41 Transaction price allocated to the remaining performance obligations The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period. Schedule of Future Related to Performance Obligations In thousands of US dollars ($) 2023 2024 Total Extended warranty service 58 2 60 All consideration from contracts with customers is included in the amounts presented above. Contract Costs The Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets that the Company otherwise would have recognized is one year or less. These costs are included in selling, general, and administrative expenses. The costs to obtain a contract are recorded immediately in the period when the revenue is recognized either upon shipment or installation. The costs to obtain a service contract are considered immaterial when spread over the life of the contract so the Company records the costs immediately upon billing. |
Beneficial Conversion Features | v. Beneficial Conversion Features In accordance with FASB ASC 470-20, “Debt with Conversion and Other Options” the Company records a beneficial conversion feature (“BCF”) related to the issuance of convertible debt or preferred stock instruments that have conversion features at fixed rates that are in-the-money when issued. The BCF for the convertible instruments is recognized and measured by allocating a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The intrinsic value is generally calculated at the commitment date as the difference between the conversion price and the fair value of the common stock or other securities into which the security is convertible, multiplied by the number of shares into which the security is convertible. If certain other securities are issued with the convertible security, the proceeds are allocated among the different components. The portion of the proceeds allocated to the convertible security is divided by the contractual number of the conversion shares to determine the effective conversion price, which is used to measure the BCF. The effective conversion price is used to compute the intrinsic value. The value of the BCF is limited to the basis that is initially allocated to the convertible security. |
Cash and Cash Equivalents | vi. Cash and Cash Equivalents Our policy is to invest available cash in short-term, investment grade interest-bearing obligations, including money market funds, and bank and corporate debt instruments. Securities purchased with initial maturities of three months or less are valued at cost plus accrued interest, which approximates fair value, and are classified as cash equivalents. |
Research and Development | vii. Research and Development Research and development costs, which are comprised of costs incurred in performing research and development activities including wages and associated employee benefits, facilities, consumable products and overhead costs that are expensed as incurred. In support of our research and development activities we utilize our Barocycler instruments that are capitalized as fixed assets and depreciated over their expected useful life. |
Inventories | viii. Inventories Inventories are valued at the lower of cost (average cost) or net realizable value. The cost of Barocyclers consists of the cost charged by the contract manufacturer. The cost of manufactured goods includes material, freight-in, direct labor, and applicable overhead. The composition of inventory as of December 31, is as follows: Schedule of Inventories 2022 2021 Raw materials $ 188,587 $ 296,892 Finished goods 1,480,769 1,193,158 Inventory reserve (982,973 ) (342,496 ) Total $ 686,383 $ 1,147,554 |
Property and Equipment | ix. Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. For financial reporting purposes, depreciation is recognized using the straight-line method, allocating the cost of the assets over their estimated useful lives of three years for certain laboratory equipment, from three to five years for management information systems and office equipment, and three years for all PCT finished units classified as fixed assets. |
Intangible Assets | x. Intangible Assets We have classified as intangible assets, costs associated with the fair value of acquired intellectual property. Intangible assets, including patents, are being amortized on a straight-line basis over nine years. We perform an annual review of our intangible assets for impairment. We capitalize any costs to renew or extend the term of our intangible assets. When impairment is indicated, any excess of carrying value over fair value is recorded as a loss. As of December 31, 2022, and 2021, the outstanding balance for intangible assets was $ 317,308 403,846 |
Long-Lived Assets | xi. Long-Lived Assets The Company’s long-lived assets are reviewed for impairment in accordance with the guidance of the FASB ASC 360-10-05, Property, Plant, and Equipment |
Concentrations | xii. Concentrations Credit Risk Our financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash, cash equivalents and trade receivables. We have cash investment policies which, among other things, limit investments to investment-grade securities. We perform ongoing credit evaluations of our customers, and the risk with respect to trade receivables is further mitigated by the fact that many of our customers are government institutions and university labs. Allowances are provided for estimated amounts of accounts receivable which may not be collected. At December 31, 2022, we determined that no allowance against accounts receivable was necessary. The following table illustrates the level of concentration of the below two groups within revenue as a percentage of total revenues during the years ended December 31: Schedule of Customer Concentration Risk Percentage 2022 2021 Top Five Customers 24 % 44 % Federal Agencies 0 % 6 % The following table illustrates the level of concentration of the below two groups within accounts receivable as a percentage of total accounts receivable balance as of December 31: 2022 2021 Top Five Customers 93 % 82 % Federal Agencies 0 % 5 % Investment in Equity Securities As of December 31, 2022, we held 100,250 We had exchanged 33,334 100,250 As of December 31, 2022, our consolidated balance sheet reflected the fair value, determined on a recurring basis based on Level 1 inputs, of our investment in Nexity to be $ 63,638 3,662 As of December 31, 2021, our consolidated balance sheet reflected the fair value, determined on a recurring basis based on Level 1 inputs, of our investment in Nexity to be $ 59,976 457,025 |
Computation of Loss per Share | xiii. Computation of Loss per Share Basic loss per share is computed by dividing loss available to common shareholders by the weighted average number of common shares outstanding. Diluted loss per share is computed by dividing loss available to common shareholders by the weighted average number of common shares outstanding plus additional common shares that would have been outstanding if dilutive potential common shares had been issued. For purposes of this calculation, convertible preferred stock, common stock dividends, warrants to acquire preferred stock convertible into common stock, and warrants and options to acquire common stock, are all considered common stock equivalents in periods in which they have a dilutive effect and are excluded from this calculation in periods in which these are anti-dilutive. The following table illustrates our computation of loss per share for the years ended December 31: Schedule of Computation of Loss Per Share 2022 2021 Numerator: Net loss attributable to common shareholders $ (17,803,953 ) $ (22,685,459 ) Denominator for basic and diluted loss per share: Weighted average common shares outstanding 11,058,356 6,636,523 Loss per common share - basic and diluted $ (1.61 ) $ (3.42 ) The following table presents securities that could potentially dilute basic loss per share in the future. For all periods presented, the potentially dilutive securities were not included in the computation of diluted loss per share because these securities would have been anti-dilutive for the years ended December 31: Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share 2022 2021 Stock options 1,307,822 1,333,101 Convertible debt 6,915,754 5,232,118 Common stock warrants 16,278,769 16,207,108 Convertible preferred stock: Series D Convertible Preferred 25,000 25,000 Series G Convertible Preferred 26,857 26,857 Series H Convertible Preferred 33,334 33,334 Series H2 Convertible Preferred 70,000 70,000 Series J Convertible Preferred 115,267 115,267 Series K Convertible Preferred 229,334 229,334 Series AA Convertible Preferred 8,645,000 8,649,000 Total potentially dilutive shares 33,647,137 31,921,119 |
Accounting for Income Taxes | xiv. Accounting for Income Taxes We account for income taxes under the asset and liability method, which requires recognition of deferred tax assets, subject to valuation allowances, and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting and income tax purposes. The Company considers many factors when assessing the likelihood of future realization of our deferred tax assets, including recent cumulative earnings experience by taxing jurisdiction, expectations of future taxable income or loss, the carry-forward periods available to us for tax reporting purposes, and other relevant factors. A valuation allowance is established if it is more likely than not that all or a portion of the net deferred tax assets will not be realized. If substantial changes in the Company’s ownership should occur, as defined in Section 382 of the Internal Revenue Code, there could be significant limitations on the amount of net loss carry forwards that could be used to offset future taxable income. Tax positions must meet a “more likely than not” recognition threshold at the effective date to be recognized. At December 31, 2022 and 2021, the Company did not have any uncertain tax positions. No interest and penalties related to uncertain tax positions were accrued on December 31, 2022 and 2021. |
Accounting for Stock-Based Compensation | xv. Accounting for Stock-Based Compensation We maintain equity compensation plans under which incentive stock options and non-qualified stock options are granted to employees, independent members of our Board of Directors and outside consultants. We recognize equity compensation expense over the requisite service period using the Black-Scholes formula to estimate the fair value of the stock options on the date of grant. Employee and non-employee awards are accounted for under ASC 718 where the awards are valued at grant date. Determining Fair Value of Stock Option Grants Valuation and Amortization Method Expected Term Compensation-Stock Compensation Expected Volatility Risk-Free Interest Rate Forfeitures Compensation-Stock Compensation The following table summarizes the assumptions we utilized for grants of stock options to the three sub-groups of our stock option recipients during the year ended December 31, 2021 (there were no options granted in 2022): Summary of Assumptions for Grants of Stock Options Assumptions CEO, other Officers and Employees Expected life 6.0 (yrs) Expected volatility 155.02 % Risk-free interest rate 0.62 % Forfeiture rate 5.00 % Expected dividend yield 0.0 % We recognized stock-based compensation expense of $ 215,098 254,615 Schedule of Stock Based Compensation Expense 2022 2021 Research and development $ 79,891 $ 128,094 Selling and marketing 24,687 22,233 General and administrative 110,520 104,288 Total stock-based compensation expense $ 215,098 $ 254,615 During the years ended December 31, 2022 and December 31, 2021, the total fair value of stock options awarded was $ 0 49,135 As of December 31, 2022, total unrecognized compensation cost related to the unvested stock-based awards was $ 15,312 1.09 As of December 31, 2021, total unrecognized compensation cost related to the unvested stock-based awards was $ 140,455 1.09 |
Advertising | xvi. Advertising Advertising costs are expensed as incurred. We incurred $ 487 17,594 |
Fair Value of Financial Instruments | xvii. Fair Value of Financial Instruments Due to their short maturities, the carrying amounts for cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and debt approximate their fair value. The carrying amount of long-term debt approximates fair value due to interest rates that approximate prevailing market rates. |
Fair Value Measurements | xviii. Fair Value Measurements The Company follows the guidance of FASB ASC Topic 820, “ Fair Value Measurements and Disclosures ASC 820 The Company generally defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company uses a three-tier fair value hierarchy, which classifies the inputs used in measuring fair values. These tiers include: Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company has determined that its financial assets are currently classified within Level 1. The Company does not have any financial liabilities that are required to be measured on a recurring basis at December 31, 2022 and 2021. The following tables set forth the Company’s financial assets that were accounted for at fair value on a recurring basis as of December 31, 2022: Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis Fair value measurements at December 31, 2022 using: December 31, 2022 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Equity Securities 63,638 63,638 - - Total Financial Assets $ 63,638 $ 63,638 $ - $ - The following tables set forth the Company’s financial assets that were accounted for at fair value on a recurring basis as of December 31, 2021: Fair value measurements at December 31, 2021 using: December 31, 2021 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Equity Securities $ 59,976 $ 59,976 - - Total Financial Assets $ 59,976 $ 59,976 $ - $ - |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Disaggregation of Revenue | In the following table, revenue is disaggregated by primary geographical market, major product line, and timing of revenue recognition. Schedule of Disaggregation of Revenue In thousands of US dollars ($) Year Ended December 31, Primary geographical markets 2022 2021 North America 1,191 1,179 Europe 144 289 Asia 394 534 1,729 2,002 In thousands of US dollars ($) Year Ended December 31, Major products/services lines 2022 2021 Hardware 761 1,104 Consumables 257 274 Contract research services 196 268 Agrochem Products 165 29 Sample preparation accessories 132 140 Technical support/extended service contracts 174 119 Shipping and handling 42 51 Other 2 17 1,729 2,002 In thousands of US dollars ($) Year Ended December 31, Timing of revenue recognition 2022 2021 Transferred at a point in time 1,359 1,674 Transferred over time 370 328 1,729 2,002 |
Schedule of Contract Balances | Contract balances Schedule of Contract Balances In thousands of US dollars ($) December 31, 2022 December 31, 2021 Receivables, which are included in ‘Accounts Receivable’ 295 155 Contract liabilities (deferred revenue) 60 41 |
Schedule of Future Related to Performance Obligations | The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period. Schedule of Future Related to Performance Obligations In thousands of US dollars ($) 2023 2024 Total Extended warranty service 58 2 60 |
Schedule of Inventories | Inventories are valued at the lower of cost (average cost) or net realizable value. The cost of Barocyclers consists of the cost charged by the contract manufacturer. The cost of manufactured goods includes material, freight-in, direct labor, and applicable overhead. The composition of inventory as of December 31, is as follows: Schedule of Inventories 2022 2021 Raw materials $ 188,587 $ 296,892 Finished goods 1,480,769 1,193,158 Inventory reserve (982,973 ) (342,496 ) Total $ 686,383 $ 1,147,554 |
Schedule of Customer Concentration Risk Percentage | The following table illustrates the level of concentration of the below two groups within revenue as a percentage of total revenues during the years ended December 31: Schedule of Customer Concentration Risk Percentage 2022 2021 Top Five Customers 24 % 44 % Federal Agencies 0 % 6 % The following table illustrates the level of concentration of the below two groups within accounts receivable as a percentage of total accounts receivable balance as of December 31: 2022 2021 Top Five Customers 93 % 82 % Federal Agencies 0 % 5 % |
Schedule of Computation of Loss Per Share | Schedule of Computation of Loss Per Share 2022 2021 Numerator: Net loss attributable to common shareholders $ (17,803,953 ) $ (22,685,459 ) Denominator for basic and diluted loss per share: Weighted average common shares outstanding 11,058,356 6,636,523 Loss per common share - basic and diluted $ (1.61 ) $ (3.42 ) |
Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share | The following table presents securities that could potentially dilute basic loss per share in the future. For all periods presented, the potentially dilutive securities were not included in the computation of diluted loss per share because these securities would have been anti-dilutive for the years ended December 31: Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share 2022 2021 Stock options 1,307,822 1,333,101 Convertible debt 6,915,754 5,232,118 Common stock warrants 16,278,769 16,207,108 Convertible preferred stock: Series D Convertible Preferred 25,000 25,000 Series G Convertible Preferred 26,857 26,857 Series H Convertible Preferred 33,334 33,334 Series H2 Convertible Preferred 70,000 70,000 Series J Convertible Preferred 115,267 115,267 Series K Convertible Preferred 229,334 229,334 Series AA Convertible Preferred 8,645,000 8,649,000 Total potentially dilutive shares 33,647,137 31,921,119 |
Summary of Assumptions for Grants of Stock Options | The following table summarizes the assumptions we utilized for grants of stock options to the three sub-groups of our stock option recipients during the year ended December 31, 2021 (there were no options granted in 2022): Summary of Assumptions for Grants of Stock Options Assumptions CEO, other Officers and Employees Expected life 6.0 (yrs) Expected volatility 155.02 % Risk-free interest rate 0.62 % Forfeiture rate 5.00 % Expected dividend yield 0.0 % |
Schedule of Stock Based Compensation Expense | We recognized stock-based compensation expense of $ 215,098 254,615 Schedule of Stock Based Compensation Expense 2022 2021 Research and development $ 79,891 $ 128,094 Selling and marketing 24,687 22,233 General and administrative 110,520 104,288 Total stock-based compensation expense $ 215,098 $ 254,615 |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | The following tables set forth the Company’s financial assets that were accounted for at fair value on a recurring basis as of December 31, 2022: Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis Fair value measurements at December 31, 2022 using: December 31, 2022 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Equity Securities 63,638 63,638 - - Total Financial Assets $ 63,638 $ 63,638 $ - $ - The following tables set forth the Company’s financial assets that were accounted for at fair value on a recurring basis as of December 31, 2021: Fair value measurements at December 31, 2021 using: December 31, 2021 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Equity Securities $ 59,976 $ 59,976 - - Total Financial Assets $ 59,976 $ 59,976 $ - $ - |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment as of December 31, 2022 and 2021 consisted of the following components: Schedule of Property and Equipment 2022 2021 December 31, 2022 2021 Laboratory and manufacturing equipment $ 374,132 $ 353,379 Office equipment 194,999 194,999 Leasehold improvements 25,248 25,248 PCT collaboration, demonstration and leased systems 53,098 53,098 Total property and equipment 647,477 626,724 Less accumulated depreciation (544,126 ) (510,878 ) Net book value $ 103,351 $ 115,846 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Schedule of Intangible Assets 2022 2021 December 31, 2022 2021 BaroFold Patents $ 750,000 $ 750,000 Less accumulated amortization (432,692 ) (346,154 ) Net book value $ 317,308 $ 403,846 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Assets and Deferred Tax Liabilities | Significant items making up the deferred tax assets and deferred tax liabilities as of December 31, 2022 and 2021 are as follows: Schedule of Deferred Tax Assets and Deferred Tax Liabilities 2022 2021 Long term deferred taxes: Inventory reserve $ 268,548 $ 93,570 Other accruals 99,362 91,792 Other 15,715 15,169 Non-cash, stock-based compensation, nonqualified 872,967 814,202 Impairment loss on investment 104,609 104,609 Operating loss carry forwards and tax credits 31,026,899 28,435,535 Less: valuation allowance (32,388,100 ) (29,554,877 ) Total net deferred tax assets $ - $ - |
Schedule of U.S. Federal Statutory Tax Rate to Effective Income Tax Rate | The following table reconciles the U.S. Federal statutory tax rate to the Company’s effective tax rate: Schedule of U.S. Federal Statutory Tax Rate to Effective Income Tax Rate 2022 2021 Statutory U.S. Federal tax rate 21 % 21 % Permanent differences (0 ) (0 ) State tax expense (0 ) (0 ) Refundable AMT and R&D tax credit (0 ) (0 ) Valuation allowance (21 ) (21 ) Effective tax rate 0 % 0 % |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments Required Under Operating Leases | Following is a schedule by years of future minimum rental payments required under operating leases with initial or remaining non-cancelable lease terms for greater than one year as of December 31, 2022: Schedule of Future Minimum Rental Payments Required Under Operating Leases 2023 $ 149,300 2024 64,393 2025 66,969 2026 51,778 2027 - Thereafter - Total future undiscounted lease payments $ 332,440 Less imputed interest (50,345 ) Present value of lease liabilities $ 282,095 |
Schedule Of Right Of Use Asset And The Corresponding Lease Liability | Below is a table for the right of use asset and the corresponding lease liability in the consolidated balance sheets: Schedule Of Right Of Use Asset And The Corresponding Lease Liability Operating Leases December 31, 2022 December 31, 2021 Right of use asset $ 282,095 $ 395,565 Right of use lease liability, current $ 142,171 $ 132,996 Right of use lease liability, long term $ 139,924 $ 262,569 Total lease liability $ 282,095 $ 395,565 |
Schedule of Lease Cost for Operating Leases | The components of lease cost for operating leases for the years ended December 31, 2022 and 2021 are as follows: Schedule of Lease Cost for Operating Leases December 31, 2022 December 31, 2021 Operating lease cost $ 151,239 $ 87,383 Short-term lease cost 91,800 91,800 Total lease cost $ 243,039 $ 179,183 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Other Debt | Schedule of Convertible Debts and Outstanding Balances December 31, 2022 December 31, 2021 Holders Interest Rate Conversion Price Principal Interest Rate Conversion Price Principal Main Investor 10 % $ 2.50 (1) $ 9,393,150 10 % $ 2.50 (1) $ 9,393,150 Others 0 24 % $ 2.50 7.50 (2) 8,886,036 1 24 % $ 2.50 (2) 4,983,312 Totals 18,279,186 14,376,462 Discount 455,517 1,536,649 Net $ 17,823,669 $ 12,839,813 Notes: (1) Conversion price of these note is $ 2.50 189,750 25 (2) Conversion price of these notes is $ 2.50 a. Notes are convertible before maturity at $ 2.50 2.50 b. Notes are convertible upon an Event of Default at 75 c. Notes are convertible at $ 2.50 75 d. Notes can be voluntary converted at lower of 1) $ 2.50 2.50 2.50 30 e. Notes can be voluntary converted at lower of 1) $ 2.50 2.50 2.50 25 f. Conversion price is lower of (i) $ 2.50 g. Note can be converted at a Voluntary Conversion Price which is the lower of 1) $ 2.50 2.50 70 h. Conversion price is $ 2.50 1 i. Notes can be voluntarily converted before maturity at $ 2.50 2.50 10 j. Notes can be converted at the lesser of $ 2.5 25 35 k. Some notes are not convertible until 180 days from the date of issuance of the Note and following an Event of Default will be convertible at the lowest trading price of the 20 days prior to conversion. The loan with a principal balance of $ 700,000 l. Some notes can be converted at the lesser of $ 2.50 25 5 m. Some notes are not convertible until 180 days from the date of issuance of the Note and following an Event of Default will be convertible at the lesser of $ 2.50 90 n. Some notes are convertible, upon an event of default, at the lowest closing bid price for the Company’s common stock for the five trading days prior to conversion. As of December 31, 2022, the approximate principal balance that are secured by the assets of the Company’s subsidiary, PBI Agrochem, Inc. is $ 352,188 During the year ended December 31, 2022, the Company extended 11 loans totaling $ 1,815,000 3,024,561 1,423,800 Standstill and Forbearance Agreements The Company has entered into Standstill and Forbearance Agreements with lenders who hold variable-rate convertible notes with a total principal as of December 31, 2022 of $ 574,984 . Pursuant to the Standstill and Forbearance Agreements, the lenders agreed to not convert any portion of their notes into shares of common stock at a variable rate until March 31, 2021 for convertible notes with a principal balance of $ 469,000 and until April 16, 2021 for convertible notes with a principal balance of $ 1.1 million. During the year ended December 31, 2022, the Company settled one note with total principal of $ 166,703 , leaving two final lenders (four notes) with total principal of $ 574,984 outstanding and incurred interest, penalties and fees of approximately $ 0.8 827,500 1.47 Convertible Loan Modifications and Extinguishments We refinanced certain convertible loans during the years ended December 31, 2022 and 2021 at substantially the same terms for extensions ranging over a period of three to six months. We amortized any remaining unamortized debt discount as of the modification date over the remaining, extended term of the new loans. We applied ASC 470 of modification accounting to the debt instruments which were modified during the period or those settled with new notes issued concurrently for the same amounts but different maturity dates. The terms such as the interest rate, prepayment penalties, and default rates will be the same over the new extensions. According to ASC 470, an exchange of debt instruments between or a modification of a debt instrument by a debtor and a creditor in a nontroubled debt situation is deemed to have been accomplished with debt instruments that are substantially different if the present value of the cash flows under the terms of the new debt instrument is at least 10 percent different from the present value of the remaining cash flows under the terms of the original instrument. If the terms of a debt instrument are changed or modified and the cash flow effect on a present value basis is less than 10 percent, the debt instruments are not considered to be substantially different and will be accounted for as modifications. The cash flows of new debt exceeded 10 751,335 1,061,073 Other Debt On October 11, 2019 we received a non-convertible loan with a one month 2 25,000 17,000 3.50 No notes in Other Debt are past due as of December 31, 2022. Schedule of Other Debt December 31, 2022 December 31, 2021 Holders Interest Rate Principal Interest Rate Principal Non-Convertible - ) $ 878,809 - ) $ 857,930 Merchant debt (3) 760,160 388,910 SBA ( 2 3.75 % 150,000 3.75 % 160,000 Totals 1,788,969 $ 1,406,840 Long Term 150,000 150,000 Short Term $ 1,638,969 $ 1,256,840 Notes: (1) Interest varies from 1 10 May 2, 2023 861,500 (2) The Company entered into a COVID-19 government loan in 2020, the Economic Injury Disaster Loan (or “EIDL”). The Company’s EIDL loan, $ 150,000 3.75 731 367,039 1 367,039 (3) During the years ended December 31, 2022 and 2021 we signed various Merchant Agreements which are secured by second position rights to all customer receipts until the loan has been repaid in full and subject to interest rates of 4.1 14 maturity dates ranged from April 4, 2023 to June 6, 2023. maturity dates ranged from January 7 to January 11, 2022. |
Schedule of Other Debt | Schedule of Other Debt December 31, 2022 December 31, 2021 Holders Interest Rate Principal Interest Rate Principal Non-Convertible - ) $ 878,809 - ) $ 857,930 Merchant debt (3) 760,160 388,910 SBA ( 2 3.75 % 150,000 3.75 % 160,000 Totals 1,788,969 $ 1,406,840 Long Term 150,000 150,000 Short Term $ 1,638,969 $ 1,256,840 Notes: (1) Interest varies from 1 10 May 2, 2023 861,500 (2) The Company entered into a COVID-19 government loan in 2020, the Economic Injury Disaster Loan (or “EIDL”). The Company’s EIDL loan, $ 150,000 3.75 731 367,039 1 367,039 (3) During the years ended December 31, 2022 and 2021 we signed various Merchant Agreements which are secured by second position rights to all customer receipts until the loan has been repaid in full and subject to interest rates of 4.1 14 maturity dates ranged from April 4, 2023 to June 6, 2023. maturity dates ranged from January 7 to January 11, 2022. |
Schedule of Related Party Debt | Schedule of Related Party Debt December 31, 2022 December 31, 2021 Holders Interest Rate Principal Interest Rate Principal Security Officers & Directors - ) $ 521,950 $ - Unsecured Other Related Parties 12 % 120,850 Unsecured Totals 642,800 Discount 7,915 Net $ 634,885 $ - Notes: (1) Interest varies from 12 120 |
Stockholders_ (Deficit) (Tables
Stockholders’ (Deficit) (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Schedule of Preferred Stock Outstanding | Below is a summary table of the preferred stock: Schedule of Preferred Stock Outstanding December 31, 2022 December 31, 2021 Series D Convertible Preferred Stock, $ .01 850 300 300,000 $ 3 $ 3 Series G Convertible Preferred Stock, $ .01 240,000 80,570 806 806 Series H Convertible Preferred Stock, $ .01 10,000 10,000 100 100 Series J Convertible Preferred Stock, $ .01 6,250 3,458 35 35 Series K Convertible Preferred Stock, $ .01 15,000 6,880 68 68 Series AA Convertible Preferred Stock, $ .01 10,000 8,645 8,649 86 87 Series H2 Convertible Preferred Stock, $ .01 21 21 - - Series A Junior Participating Preferred Stock, $ .01 20,000 no - - Series A Convertible Preferred Stock, $ .01 313,960 no - - Series B Convertible Preferred Stock, $ .01 279,256 no - - Series C Convertible Preferred Stock, $ .01 88,098 no - - Series E Convertible Preferred Stock, $ .01 500 no - - Total Convertible Preferred Shares $ 1,098 $ 1,099 |
Schedule of Concerning Options and Warrants Outstanding and Exercisable | The following tables summarize information concerning options and warrants outstanding and exercisable: Schedule of Concerning Options and Warrants Outstanding and Exercisable Stock Options Warrants Total Shares Weighted Shares Weighted Shares Exercisable Balance outstanding, December 31, 2020 1,355,901 $ 0.71 14,434,702 $ 3.50 15,790,603 15,302,830 Granted 24,000 2.17 2,235,408 3.57 2,259,408 Exercised (21,411 ) 0.69 (187,500 ) 3.50 (208,911 ) Expired - - (275,502 ) 3.50 (275,502 ) Forfeited (25,389 ) 0.69 - - (25,389 ) Balance outstanding, December 31, 2021 1,333,101 $ 0.72 16,207,108 $ 3.50 17,540,209 17,308,567 Granted - - 277,500 3.50 277,500 Exercised (25,279 ) 0.69 - - (25,279 ) Expired - - (205,839 ) 3.50 (205,839 ) Forfeited - - - - - Balance outstanding, December 31, 2022 1,307,822 $ 0.72 16,278,769 $ 3.50 17,586,591 17,570,591 |
Schedule of Share-based Compensation Stock Option Plans by Exercise Price Range | Schedule of Share-based Compensation Stock Option Plans by Exercise Price Range Options Outstanding Options Exercisable Weighted Average Weighted Average Range of Number of Remaining Exercise Number of Remaining Exercise $ 0.69 $ 1.00 1,283,822 6.7 $ 0.69 1,283,822 6.7 $ 0.69 $ 1.01 $ 3.00 24,000 8.1 $ 2.17 8,000 8.1 $ 2.17 1,307,822 6.7 $ 0.72 1,291,822 6.7 $ 0.69 |
Schedule of Loans Obligated to Issue Shares | As profiled in the following table, for seven loans we are obligated to issue common stock if not paid by defined dates. Schedule of Loans Obligated to Issue Shares Loan Issuance Loan Percentage of Loan Principal Defined Shares Issuable Loan Date Principal Issuable Date Frequency Loan 1(1) July 21, 2020 $ 115,000 0.0435 % September 30, 2020 Monthly Loan 2 September 21, 2020 $ 345,000 0.0362 % November 16, 2020 Weekly Loan 5 October 22, 2020 $ 115,000 0.0652 % December 1, 2020 Weekly Loan 6 October 21, 2021 $ 189,750 0.0435 % January 2, 2022 Monthly Loan 7 November 1, 2021 $ 189,750 0.0435 % January 2, 2022 Monthly |
Schedule of Disaggregation of R
Schedule of Disaggregation of Revenue (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Product Information [Line Items] | ||
Revenue | $ 1,729,343 | $ 2,002,365 |
Hardware [Member] | ||
Product Information [Line Items] | ||
Revenue | 761,000 | 1,104,000 |
Consumables [Member] | ||
Product Information [Line Items] | ||
Revenue | 257,000 | 274,000 |
Contract Research Services [Member] | ||
Product Information [Line Items] | ||
Revenue | 196,000 | 268,000 |
Agrochem Products [Member] | ||
Product Information [Line Items] | ||
Revenue | 165,000 | 29,000 |
Sample Preparation Accessories [Member] | ||
Product Information [Line Items] | ||
Revenue | 132,000 | 140,000 |
Technical Support/Extended Service Contracts [Member] | ||
Product Information [Line Items] | ||
Revenue | 174,000 | 119,000 |
Shipping and Handling [Member] | ||
Product Information [Line Items] | ||
Revenue | 42,000 | 51,000 |
Other [Member] | ||
Product Information [Line Items] | ||
Revenue | 2,000 | 17,000 |
Transferred at a Point In Time [Member] | ||
Product Information [Line Items] | ||
Revenue | 1,359,000 | 1,674,000 |
Transferred Over At Time [Member] | ||
Product Information [Line Items] | ||
Revenue | 370,000 | 328,000 |
North America [Member] | ||
Product Information [Line Items] | ||
Revenue | 1,191,000 | 1,179,000 |
Europe [Member] | ||
Product Information [Line Items] | ||
Revenue | 144,000 | 289,000 |
Asia [Member] | ||
Product Information [Line Items] | ||
Revenue | $ 394,000 | $ 534,000 |
Schedule of Contract Balances (
Schedule of Contract Balances (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | ||
Receivables, which are included in ‘Accounts Receivable’ | $ 295 | $ 155 |
Contract liabilities (deferred revenue) | $ 60 | $ 41 |
Schedule of Future Related to P
Schedule of Future Related to Performance Obligations (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Extended warranty service | $ 60 |
2023 [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Extended warranty service | 58 |
Two Thousand And Twenty Four [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Extended warranty service | $ 2 |
Schedule of Inventories (Detail
Schedule of Inventories (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | ||
Raw materials | $ 188,587 | $ 296,892 |
Finished goods | 1,480,769 | 1,193,158 |
Inventory reserve | (982,973) | (342,496) |
Total | $ 686,383 | $ 1,147,554 |
Schedule of Customer Concentrat
Schedule of Customer Concentration Risk Percentage (Details) - Customer Concentration Risk [Member] | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Top Five Customers [Member] | Revenue Benchmark [Member] | ||
Product Information [Line Items] | ||
Concentration credit risk percentage | 24% | 44% |
Top Five Customers [Member] | Accounts Receivable [Member] | ||
Product Information [Line Items] | ||
Concentration credit risk percentage | 93% | 82% |
Federal Agencies [Member] | Revenue Benchmark [Member] | ||
Product Information [Line Items] | ||
Concentration credit risk percentage | 0% | 6% |
Federal Agencies [Member] | Accounts Receivable [Member] | ||
Product Information [Line Items] | ||
Concentration credit risk percentage | 0% | 5% |
Schedule of Computation of Loss
Schedule of Computation of Loss Per Share (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | ||
Net loss attributable to common shareholders | $ (17,803,953) | $ (22,685,459) |
Weighted average common shares outstanding | 11,058,356 | 6,636,523 |
Loss per common share - basic and diluted | $ (1.61) | $ (3.42) |
Schedule of Anti-dilutive Secur
Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 33,647,137 | 31,921,119 |
Employee Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 1,307,822 | 1,333,101 |
Convertible Debt Securities [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 6,915,754 | 5,232,118 |
Common Stock Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 16,278,769 | 16,207,108 |
Series D Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 25,000 | 25,000 |
Series G Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 26,857 | 26,857 |
Series H Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 33,334 | 33,334 |
Series H2 Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 70,000 | 70,000 |
Series J Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 115,267 | 115,267 |
Series K Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 229,334 | 229,334 |
Series AA Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 8,645,000 | 8,649,000 |
Summary of Assumptions for Gran
Summary of Assumptions for Grants of Stock Options (Details) - CEO, other Officers and Employees [Member] | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Expected life | 6 years |
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 155.02% |
Risk-free interest rate | 0.62% |
Forfeiture rate | 5% |
Expected dividend yield | 0% |
Schedule of Stock Based Compens
Schedule of Stock Based Compensation Expense (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Total stock-based compensation expense | $ 215,098 | $ 254,615 |
Research and Development Expense [Member] | ||
Total stock-based compensation expense | 79,891 | 128,094 |
Selling and Marketing Expense [Member] | ||
Total stock-based compensation expense | 24,687 | 22,233 |
General and Administrative Expense [Member] | ||
Total stock-based compensation expense | $ 110,520 | $ 104,288 |
Schedule of Assets and Liabilit
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Financing Receivable, Past Due [Line Items] | ||
Total Financial Assets | $ 63,638 | $ 59,976 |
Fair Value, Inputs, Level 1 [Member] | ||
Financing Receivable, Past Due [Line Items] | ||
Total Financial Assets | 63,638 | 59,976 |
Fair Value, Inputs, Level 2 [Member] | ||
Financing Receivable, Past Due [Line Items] | ||
Total Financial Assets | ||
Fair Value, Inputs, Level 3 [Member] | ||
Financing Receivable, Past Due [Line Items] | ||
Total Financial Assets | ||
Equity Securities [Member] | ||
Financing Receivable, Past Due [Line Items] | ||
Total Financial Assets | 63,638 | 59,976 |
Equity Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Financing Receivable, Past Due [Line Items] | ||
Total Financial Assets | 63,638 | 59,976 |
Equity Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Financing Receivable, Past Due [Line Items] | ||
Total Financial Assets | ||
Equity Securities [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Financing Receivable, Past Due [Line Items] | ||
Total Financial Assets |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Aug. 30, 2020 | |
Cumulative effect of adoption, adjustment in additional paid in capital | $ 69,006,145 | $ 64,261,048 | $ 2,728,243 | |
Cumulative effect of adoption, adjustment in accumulated deficit | (133,826,205) | (118,277,468) | 2,255,216 | |
Stockholders deficit | (32,686,371) | (22,208,961) | $ (16,917,592) | $ 473,027 |
Intangible assets | 317,308 | 403,846 | ||
Fair value of stock options awarded | 0 | 49,135 | ||
Share-based payment arrangement, nonvested award, cost not yet recognized, amount | $ 15,312 | $ 140,455 | ||
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition | 1 year 1 month 2 days | 1 year 1 month 2 days | ||
Advertising costs | $ 487 | $ 17,594 | ||
Everest [Member] | ||||
Sale of stock number of shares received | 100,250 | |||
Number of common stock shares exchanged during the period | 33,334 | |||
Nexity Global SA [Member] | ||||
Sale of stock number of shares received | 100,250 | |||
Investment Owned, at Fair Value | $ 63,638 | 59,976 | ||
Unrealized gain | $ 3,662 | $ 457,025 |
Schedule of Property and Equipm
Schedule of Property and Equipment (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Abstract] | ||
Laboratory and manufacturing equipment | $ 374,132 | $ 353,379 |
Office equipment | 194,999 | 194,999 |
Leasehold improvements | 25,248 | 25,248 |
PCT collaboration, demonstration and leased systems | 53,098 | 53,098 |
Total property and equipment | 647,477 | 626,724 |
Less accumulated depreciation | (544,126) | (510,878) |
Net book value | $ 103,351 | $ 115,846 |
Property and Equipment, net (De
Property and Equipment, net (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 33,250 | $ 23,589 |
Schedule of Intangible Assets (
Schedule of Intangible Assets (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
BaroFold Patents | $ 750,000 | $ 750,000 |
Less accumulated amortization | (432,692) | (346,154) |
Net book value | $ 317,308 | $ 403,846 |
Intangible Assets (Details Narr
Intangible Assets (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense | $ 86,538 | $ 86,538 |
Intangible assets amortization of straight line period | 9 years | |
Amortization expense, year one | $ 80,000 | |
Amortization expense, year two | 80,000 | |
Amortization expense, year three | 80,000 | |
Amortization expense, year four | 80,000 | |
Amortization expense, year five | 80,000 | |
Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense | $ 80,000 |
Retirement Plan (Details Narrat
Retirement Plan (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Retirement Benefits [Abstract] | ||
Payment for pension benefits | $ 12,777 | $ 11,752 |
Schedule of Deferred Tax Assets
Schedule of Deferred Tax Assets and Deferred Tax Liabilities (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Long term deferred taxes: | ||
Inventory reserve | $ 268,548 | $ 93,570 |
Other accruals | 99,362 | 91,792 |
Other | 15,715 | 15,169 |
Non-cash, stock-based compensation, nonqualified | 872,967 | 814,202 |
Impairment loss on investment | 104,609 | 104,609 |
Operating loss carry forwards and tax credits | 31,026,899 | 28,435,535 |
Less: valuation allowance | (32,388,100) | (29,554,877) |
Total net deferred tax assets |
Schedule of U.S. Federal Statut
Schedule of U.S. Federal Statutory Tax Rate to Effective Income Tax Rate (Details) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Statutory U.S. Federal tax rate | 21% | 21% |
Permanent differences | (0.00%) | (0.00%) |
State tax expense | (0.00%) | (0.00%) |
Refundable AMT and R&D tax credit | (0.00%) | (0.00%) |
Valuation allowance | (21.00%) | (21.00%) |
Effective tax rate | 0% | 0% |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2017 | |
Operating Loss Carryforwards [Line Items] | |||
Unrecognized tax benefits, income tax penalties and interest accrued | $ 0 | $ 0 | |
Net operating loss | (4,898,289) | $ (4,185,147) | $ 70,711,859 |
Domestic Tax Authority [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | $ 110,385,351 | ||
Operating loss carry-forwards expire term | 2023 through 2037 | ||
Domestic Tax Authority [Member] | Research Tax Credit Carryforward [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carry-forwards expire term | 2022 through 2037 | ||
Income tax examination, description | Under the Tax Reform Act, NOL’s generated after December 31, 2017 can offset only 80% of a corporation’s taxable income in any year. | ||
Deferred tax assets, tax credit carryforwards | $ 1,338,308 | ||
State and Local Jurisdiction [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | $ 106,651,967 | ||
State and Local Jurisdiction [Member] | Research Tax Credit Carryforward [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carry-forwards expire term | 2023 through 2034 | ||
Deferred tax assets, tax credit carryforwards | $ 356,424 |
Schedule of Future Minimum Rent
Schedule of Future Minimum Rental Payments Required Under Operating Leases (Details) | Dec. 31, 2022 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2023 | $ 149,300 |
2024 | 64,393 |
2025 | 66,969 |
2026 | 51,778 |
2027 | |
Thereafter | |
Total future undiscounted lease payments | 332,440 |
Less imputed interest | (50,345) |
Present value of lease liabilities | $ 282,095 |
Schedule Of Right Of Use Asset
Schedule Of Right Of Use Asset And The Corresponding Lease Liability (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Commitments and Contingencies Disclosure [Abstract] | ||
Total lease liability | $ 282,095 | $ 395,565 |
Right of use lease liability, current | 142,171 | 132,996 |
Right of use lease liability, long term | $ 139,924 | $ 262,569 |
Schedule of Lease Cost for Oper
Schedule of Lease Cost for Operating Leases (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating lease cost | $ 151,239 | $ 87,383 |
Short-term lease cost | 91,800 | 91,800 |
Total lease cost | $ 243,039 | $ 179,183 |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||
Aug. 09, 2021 | Apr. 30, 2012 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||||||
Right-of-use asset | $ 282,095 | $ 395,565 | |||||||
Operating lease liability | 282,095 | ||||||||
Operating lease | $ 113,470 | $ 65,194 | |||||||
Weighted-average remaining lease term | 2 years 11 months 15 days | 3 years 8 months 12 days | |||||||
Weighted-average discount rate | 12% | 12% | |||||||
Finance lease liability | $ 0 | $ 0 | |||||||
Expenses | 6,627,632 | 6,187,512 | |||||||
Battelle Memorial Institute [Member] | |||||||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||||||
Mimimum royalty fee | $ 5,000 | $ 4,000 | $ 3,000 | $ 2,000 | $ 1,200 | ||||
Target Discovery Inc [Member] | |||||||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||||||
Mimimum royalty fee | 60,000 | 60,000 | |||||||
Payments for fees | $ 1,400 | ||||||||
Professional and contract services expense | $ 2,000 | ||||||||
Expenses | 69,300 | 82,800 | |||||||
Medford lease [Member] | |||||||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||||||
Annual cost of living payment | $ 7,282 | ||||||||
Lessee operating lease description | The lease shall be automatically extended for additional three years unless either party terminates at least six months prior to the expiration of the current lease term. | ||||||||
Right-of-use asset | $ 221,432 | ||||||||
Operating lease liability | $ 221,432 | ||||||||
Estimated borrowing rate | 12% | ||||||||
Sparks lease [Member] | |||||||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||||||
Lessee operating lease description | On August 9, 2021, we entered into an operating lease agreement for our warehouse space in Sparks, NV (the “Sparks Lease”) for the period from September 1, 2021 through September 30, 2026. The lease contains escalating payments during the lease period. The lease can be extended for an additional three years if the Company provides notice at least six months prior to the expiration of the current lease term. | ||||||||
Right-of-use asset | $ 239,327 | ||||||||
Operating lease liability | $ 239,327 | ||||||||
Estimated borrowing rate | 12% | ||||||||
Corporate Office [Member] | |||||||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||||||
Lease monthly payments | $ 7,650 | ||||||||
Lease expiration date | Dec. 31, 2023 |
Schedule of Other Debt (Details
Schedule of Other Debt (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | ||
Debt Instrument [Line Items] | |||
Conversion | $ 2.50 | ||
Totals | $ 18,279,186 | $ 14,376,462 | |
Totals | 455,517 | 1,536,649 | |
Totals | 17,823,669 | 12,839,813 | |
Totals, Principal | 1,788,969 | 1,406,840 | |
Long Term, Principal | 150,000 | 150,000 | |
Short Term, Principal | $ 1,638,969 | $ 1,256,840 | |
Non Convertible [Member] | |||
Debt Instrument [Line Items] | |||
Interest Rate | [1] | ||
Totals, Principal | $ 878,809 | $ 857,930 | |
Merchant Debt [Member] | |||
Debt Instrument [Line Items] | |||
Totals, Principal | [2] | $ 760,160 | $ 388,910 |
SBA [Member] | |||
Debt Instrument [Line Items] | |||
Interest Rate | [3] | 3.75% | 3.75% |
Totals, Principal | [3] | $ 150,000 | $ 160,000 |
Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Interest Rate | [3] | 1% | |
Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Interest Rate | [3] | 10% | |
Investor [Member] | |||
Debt Instrument [Line Items] | |||
Interest Rate | 10% | 10% | |
Conversion | [4] | $ 2.50 | $ 2.50 |
Totals | $ 9,393,150 | $ 9,393,150 | |
Others [Member] | |||
Debt Instrument [Line Items] | |||
Conversion | [5] | $ 2.50 | |
Totals | $ 8,886,036 | $ 4,983,312 | |
Others [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Interest Rate | 0% | 1% | |
Conversion | $ 2.50 | ||
Others [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Interest Rate | 24% | 24% | |
Conversion | $ 7.50 | ||
[1]Interest varies from 1 10 May 2, 2023 861,500 4.1 14 maturity dates ranged from April 4, 2023 to June 6, 2023. maturity dates ranged from January 7 to January 11, 2022. 150,000 3.75 731 367,039 1 367,039 2.50 189,750 25 2.50 |
Schedule of Convertible Debts a
Schedule of Convertible Debts and Outstanding Balances (Details) (Parenthetical) | 12 Months Ended | ||
Dec. 31, 2022 USD ($) Integer $ / shares | Aug. 31, 2021 USD ($) | Feb. 12, 2020 USD ($) | |
Short-Term Debt [Line Items] | |||
Debt instrument, convertible price per shares | $ 2.50 | ||
Debt default amount | $ | $ 1 | ||
Debt instrument, convertible, conversion price | $ 2.50 | ||
Debt default convertible conversion ratio | 75% | ||
Debt instrument, convertible, conversion price, Increase | $ 2.50 | ||
Debt instrument, convertible, conversion price, decrease | $ 2.50 | ||
Percentage of price | 10% | ||
Convertible lesser per share | $ 2.5 | ||
Convertible lesser Percent | 25% | ||
Original debt, interest rate of debt | 35% | ||
Principal balance | $ | $ 12,000,000 | $ 9,393,150 | $ 1,535,500 |
Trading day | Integer | 5 | ||
Default convertible lesser price per share | $ 2.50 | ||
Debt instrument trading percent | 90% | ||
Chief Executive Officer [Member] | |||
Short-Term Debt [Line Items] | |||
Principal balance | $ | $ 700,000 | ||
Convertible Debt [Member] | |||
Short-Term Debt [Line Items] | |||
Debt instrument, convertible price per shares | $ 2.50 | ||
Debt default amount | $ | $ 189,750 | ||
Debt instrument lowest trading price | 25% | ||
Convertible Debt One [Member] | |||
Short-Term Debt [Line Items] | |||
Debt instrument, convertible price per shares | $ 2.50 | ||
Convertible Debt Two [Member] | |||
Short-Term Debt [Line Items] | |||
Debt instrument lowest trading price | 30% | ||
Convertible Debt Three [Member] | |||
Short-Term Debt [Line Items] | |||
Debt instrument lowest trading price | 25% | ||
Convertible Debt Four [Member] | |||
Short-Term Debt [Line Items] | |||
Debt instrument lowest trading price | 70% |
Schedule of Other Debt (Detai_2
Schedule of Other Debt (Details) (Parenthetical) - USD ($) | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Debt Instrument [Line Items] | ||||
Debt instrument, maturity date | May 02, 2023 | |||
Non- convertible debt amount | $ 861,500 | |||
Note payable | $ 150,000 | |||
Accrued interest rate percent | 3.75% | |||
Debt Instrument periodic payment | $ 731 | |||
Debt instrument, maturity date description | March, 2020 to December, 2023 | |||
Merchant Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, maturity date description | maturity dates ranged from April 4, 2023 to June 6, 2023. | maturity dates ranged from January 7 to January 11, 2022. | ||
Payroll Protection Program [Member] | ||||
Debt Instrument [Line Items] | ||||
Borrowed amount | $ 367,039 | |||
Debt interest rate | 1% | |||
Paycheck Protection Programme [Member] | ||||
Debt Instrument [Line Items] | ||||
Borrowed amount | $ 367,039 | |||
Minimum [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt interest rate | [1] | 1% | ||
Minimum [Member] | Merchant Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt interest rate | 4.10% | |||
Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt interest rate | [1] | 10% | ||
Maximum [Member] | Merchant Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt interest rate | 14% | |||
[1]The Company entered into a COVID-19 government loan in 2020, the Economic Injury Disaster Loan (or “EIDL”). The Company’s EIDL loan, $ 150,000 3.75 731 367,039 1 367,039 |
Schedule of Related Party Debt
Schedule of Related Party Debt (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | ||
Defined Benefit Plan Disclosure [Line Items] | |||
Totals, Principle | $ 731 | ||
Net, Principal | $ 634,885 | ||
Officers & Directors [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Interest Rate | [1] | ||
Totals, Principle | $ 521,950 | ||
Other Related Parties [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Interest Rate | 12% | ||
Totals, Principle | $ 120,850 | ||
Related Party [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Totals, Principle | 642,800 | ||
Discount, Principal | 7,915 | ||
Net, Principal | $ 634,885 | ||
[1]Interest varies from 12 120 |
Schedule of Related Party Deb_2
Schedule of Related Party Debt (Details) (Parenthetical) | Dec. 31, 2022 | |
Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 1% | [1] |
Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 10% | [1] |
Related Party [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 12% | |
Related Party [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 120% | |
[1]The Company entered into a COVID-19 government loan in 2020, the Economic Injury Disaster Loan (or “EIDL”). The Company’s EIDL loan, $ 150,000 3.75 731 367,039 1 367,039 |
Debt (Details Narrative)
Debt (Details Narrative) - USD ($) | 12 Months Ended | ||||||
Dec. 31, 2022 | Dec. 31, 2021 | Aug. 31, 2021 | Apr. 16, 2021 | Mar. 31, 2021 | Feb. 12, 2020 | ||
Short-Term Debt [Line Items] | |||||||
Net proceeds from convertible debt | $ 4,907,222 | $ 5,514,250 | |||||
Common stock issuance conversion price | $ 2.50 | ||||||
Deferred cost current and non-current | $ 541,313 | ||||||
Repayment of convertible debt | $ 1,522,494 | 1,833,295 | |||||
Debt instrument maturity date description | March, 2020 to December, 2023 | ||||||
Debt instrument, face amount. | $ 12,000,000 | $ 9,393,150 | $ 1,535,500 | ||||
Debt face amount | 1,815,000 | ||||||
Increase debt instrument face amount | $ 3,024,561 | ||||||
Common stock issued for debt settlement, shares | 10,000 | ||||||
Losses on extinguishment of debt | $ (2,331,398) | (130,279) | |||||
Repayments of Related Party Debt | 315,300 | 354,600 | |||||
Unamortized, debt discount | 455,517 | $ 1,536,649 | |||||
Lenders [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Warrants exercise price per share | $ 3.5 | ||||||
Lenders [Member] | Standstill and Forbearance Agreements [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Debt instrument, face amount. | 574,984 | ||||||
Convertible debt | $ 1,100,000 | $ 469,000 | |||||
Three Lenders [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Repayment of convertible debt | 166,703 | ||||||
Three Lenders [Member] | Forbearance Agreements [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Repayment of convertible debt | 574,984 | $ 827,500 | |||||
Interest payable current and non current | $ 1,470,000 | ||||||
Four Lenders [Member] | Forbearance Agreements [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Interest payable current and non current | 800,000 | ||||||
PBI Agrochem Inc [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Debt instrument, face amount. | $ 352,188 | ||||||
Warrant [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Common stock issued for debt settlement, shares | 277,500 | 2,235,408 | |||||
Warrants exercise price per share | $ 3.50 | ||||||
Common Stock [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Common stock issued for debt settlement, shares | 1,423,800 | ||||||
Minimum [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Debt instrument, interest rate, stated percentage | [1] | 1% | |||||
Minimum [Member] | Warrant [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Debt instrument term | 3 years | 3 years | |||||
Common stock issuance conversion price | $ 3.50 | ||||||
Minimum [Member] | Common Stock [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Warrants exercise price per share | $ 3.50 | ||||||
Maximum [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Debt instrument, interest rate, stated percentage | [1] | 10% | |||||
Maximum [Member] | Warrant [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Debt instrument term | 5 years | 5 years | |||||
Common stock issuance conversion price | $ 5 | ||||||
Maximum [Member] | Common Stock [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Warrants exercise price per share | $ 5 | ||||||
Convertible Debt [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Net proceeds from convertible debt | $ 4,900,000 | $ 5,500,000 | |||||
Debt Instrument, convertible, beneficial conversion feature | 1,300,000 | ||||||
Convertible Debt [Member] | Warrant [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Convertible notes debt fair value | $ 93,576 | 1,400,000 | |||||
Convertible Debt [Member] | Convertible Common Stock [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Common stock issuance conversion price | $ 2.50 | ||||||
Convertible notes debt fair value | $ 873,854 | $ 646,718 | |||||
Convertible Debt [Member] | Minimum [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Debt instrument term | 1 month | 6 months | |||||
Debt instrument, interest rate, stated percentage | 0% | 10% | |||||
Convertible Debt [Member] | Minimum [Member] | Convertible Common Stock [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Common stock issuance conversion price | $ 2.50 | ||||||
Convertible Debt [Member] | Maximum [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Debt instrument term | 12 months | 12 months | |||||
Debt instrument, interest rate, stated percentage | 18% | 18% | |||||
Convertible Debt [Member] | Maximum [Member] | Convertible Common Stock [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Common stock issuance conversion price | $ 3 | ||||||
Convertible Notes [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Amortized, debt discount | $ 1,694,028 | $ 6,700,000 | |||||
New Loan [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Debt instrument, interest rate, stated percentage | 10% | ||||||
Losses on extinguishment of debt | $ 751,335 | $ 1,061,073 | |||||
Non Convertible [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Debt instrument, interest rate, stated percentage | [2] | ||||||
Non Convertible [Member] | Private Investor [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Debt instrument term | 1 month | ||||||
Debt instrument, interest rate, stated percentage | 2% | ||||||
Proceeds from loans | $ 25,000 | ||||||
Non Convertible [Member] | Series AA Preferred Stock [Member] | Private Investor [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Common stock issued for debt settlement, shares | 17,000 | ||||||
Warrants exercise price per share | $ 3.50 | ||||||
Short-term Non-Convertible Loan [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Amortized, debt discount | $ 83,835 | $ 49,564 | |||||
Proceeds from short-term debt | 958,100 | 254,600 | |||||
Repayments of Related Party Debt | 315,300 | 354,600 | |||||
Debt conversion principal amount | 66,000 | ||||||
Debt conversion interest amount | 107,625 | ||||||
Unamortized, debt discount | $ 7,915 | $ 0 | |||||
Short-term Non-Convertible Loan [Member] | Series AA Preferred Stock [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Common stock issued for debt settlement, shares | 69.5 | ||||||
Warrants exercise price per share | $ 3.50 | ||||||
Number of warrants issued | 69,450 | ||||||
Short-term Non-Convertible Loan [Member] | Minimum [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Debt instrument, interest rate, stated percentage | 12% | 0% | |||||
Short-term Non-Convertible Loan [Member] | Maximum [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Debt instrument, interest rate, stated percentage | 120% | 15% | |||||
[1]The Company entered into a COVID-19 government loan in 2020, the Economic Injury Disaster Loan (or “EIDL”). The Company’s EIDL loan, $ 150,000 3.75 731 367,039 1 367,039 1 10 May 2, 2023 861,500 |
Schedule of Preferred Stock Out
Schedule of Preferred Stock Outstanding (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Class of Stock [Line Items] | ||
Total Convertible Preferred Shares | $ 1,098 | $ 1,099 |
Series D Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total Convertible Preferred Shares | 3 | 3 |
Series G Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total Convertible Preferred Shares | 806 | 806 |
Series H Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total Convertible Preferred Shares | 100 | 100 |
Series J Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total Convertible Preferred Shares | 35 | 35 |
Series K Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total Convertible Preferred Shares | 68 | 68 |
Series AA Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total Convertible Preferred Shares | 86 | 87 |
Series H2 Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total Convertible Preferred Shares | ||
Series A Junior Participating Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total Convertible Preferred Shares | ||
Series A Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total Convertible Preferred Shares | ||
Series B Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total Convertible Preferred Shares | ||
Series C Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total Convertible Preferred Shares | ||
Series E Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total Convertible Preferred Shares |
Schedule Of Preferred Stock O_2
Schedule Of Preferred Stock Outstanding (Details) (Parenthetical) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | May 20, 2013 | Jan. 04, 2013 | Dec. 28, 2012 | Nov. 15, 2012 | Nov. 11, 2011 |
Series D Convertible Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Preferred stock, shares authorized | 850 | 850 | |||||
Preferred stock, shares issued | 300 | 300 | |||||
Preferred stock, shares outstanding | 300 | 300 | |||||
Preferred stock, liquidation preference value | $ 300,000 | $ 300,000 | |||||
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Series H Convertible Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Preferred stock, shares authorized | 10,000 | 10,000 | 10,000 | 10,000 | |||
Preferred stock, shares issued | 10,000 | 10,000 | |||||
Preferred stock, shares outstanding | 10,000 | 10,000 | |||||
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Series G Convertible Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Preferred stock, shares authorized | 240,000 | 240,000 | |||||
Preferred stock, shares issued | 80,570 | 80,570 | |||||
Preferred stock, shares outstanding | 80,570 | 80,570 | |||||
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Series J Convertible Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Preferred stock, shares authorized | 6,250 | ||||||
Preferred stock, shares outstanding | 3,458 | ||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Series K Convertible Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||
Preferred stock, shares authorized | 15,000 | 15,000 | |||||
Preferred stock, shares issued | 6,880 | ||||||
Preferred stock, shares outstanding | 6,880 | 6,880 | |||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||
Series AA Convertible Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||
Preferred stock, shares authorized | 10,000 | 10,000 | |||||
Preferred stock, shares issued | 8,645 | 8,649 | |||||
Preferred stock, shares outstanding | 8,645 | 8,649 | |||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||
Series H2 Convertible Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||
Preferred stock, shares authorized | 21 | 21 | |||||
Preferred stock, shares issued | 21 | 21 | |||||
Preferred stock, shares outstanding | 21 | 21 | |||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||
Series A Junior Participating Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||
Preferred stock, shares authorized | 20,000 | 20,000 | |||||
Preferred stock, shares outstanding | 0 | 0 | |||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||
Series A Convertible Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||
Preferred stock, shares authorized | 313,960 | 313,960 | |||||
Preferred stock, shares outstanding | 0 | 0 | |||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||
Series B Convertible Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||
Preferred stock, shares authorized | 279,256 | 279,256 | |||||
Preferred stock, shares outstanding | 0 | 0 | |||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||
Series C Convertible Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||
Preferred stock, shares authorized | 88,098 | 88,098 | |||||
Preferred stock, shares outstanding | 0 | 0 | |||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||
Series E Convertible Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||||
Preferred stock, shares authorized | 500 | 500 | |||||
Preferred stock, shares outstanding | 0 | 0 | |||||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Schedule of Concerning Options
Schedule of Concerning Options and Warrants Outstanding and Exercisable (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Shares, Beginning balance | 17,540,209 | 15,790,603 |
Exercisable, Beginning balance | 17,308,567 | 15,302,830 |
Shares, Granted | 277,500 | 2,259,408 |
Shares, Exercised | (25,279) | (208,911) |
Shares, Expired | (205,839) | (275,502) |
Shares, Forfeited | (25,389) | |
Shares, Ending balance | 17,586,591 | 17,540,209 |
Exercisable, Ending balance | 17,570,591 | 17,308,567 |
Stock Options [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Shares, Beginning balance | 1,333,101 | 1,355,901 |
Weighted average price per share, Beginning balance | $ 0.72 | $ 0.71 |
Shares, Granted | 24,000 | |
Weighted average price per share, Granted | $ 2.17 | |
Shares, Exercised | (25,279) | (21,411) |
Weighted average price per share, Exercised | $ 0.69 | $ 0.69 |
Shares, Expired | ||
Weighted average price per share, Expired | ||
Shares, Forfeited | (25,389) | |
Weighted average price per share, Forfeited | $ 0.69 | |
Shares, Ending balance | 1,307,822 | 1,333,101 |
Weighted average price per share, Ending balance | $ 0.72 | $ 0.72 |
Warrant [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Shares, Beginning balance | 16,207,108 | 14,434,702 |
Weighted average price per share, Beginning balance | $ 3.50 | $ 3.50 |
Shares, Granted | 277,500 | 2,235,408 |
Weighted average price per share, Granted | $ 3.50 | $ 3.57 |
Shares, Exercised | (187,500) | |
Weighted average price per share, Exercised | $ 3.50 | |
Shares, Expired | (205,839) | (275,502) |
Weighted average price per share, Expired | $ 3.50 | $ 3.50 |
Shares, Forfeited | ||
Weighted average price per share, Forfeited | ||
Shares, Ending balance | 16,278,769 | 16,207,108 |
Weighted average price per share, Ending balance | $ 3.50 | $ 3.50 |
Schedule of Share-based Compens
Schedule of Share-based Compensation Stock Option Plans by Exercise Price Range (Details) | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding, Number Outstanding | shares | 1,307,822 |
Options Outstanding, Remaining Contractual Life (In Years) | 6 years 8 months 12 days |
Options Outstanding, Weighted Average Exercise Price | $ 0.72 |
Options Exercisable, Number Exercisable | shares | 1,291,822 |
Share-based Payment Arrangement, Option, Exercise Price Range, Exercisable, Weighted Average Remaining Contractual Term | 6 years 8 months 12 days |
Options Exercisable, Weighted Average Exercise Price | $ 0.69 |
Exercise Price Range One [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price lower range limit | 0.69 |
Exercise price upper range limit | $ 1 |
Options Outstanding, Number Outstanding | shares | 1,283,822 |
Options Outstanding, Remaining Contractual Life (In Years) | 6 years 8 months 12 days |
Options Outstanding, Weighted Average Exercise Price | $ 0.69 |
Options Exercisable, Number Exercisable | shares | 1,283,822 |
Share-based Payment Arrangement, Option, Exercise Price Range, Exercisable, Weighted Average Remaining Contractual Term | 6 years 8 months 12 days |
Options Exercisable, Weighted Average Exercise Price | $ 0.69 |
Exercise Price Range Two [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price lower range limit | 1.01 |
Exercise price upper range limit | $ 3 |
Options Outstanding, Number Outstanding | shares | 24,000 |
Options Outstanding, Remaining Contractual Life (In Years) | 8 years 1 month 6 days |
Options Outstanding, Weighted Average Exercise Price | $ 2.17 |
Options Exercisable, Number Exercisable | shares | 8,000 |
Share-based Payment Arrangement, Option, Exercise Price Range, Exercisable, Weighted Average Remaining Contractual Term | 8 years 1 month 6 days |
Options Exercisable, Weighted Average Exercise Price | $ 2.17 |
Schedule of Loans Obligated to
Schedule of Loans Obligated to Issue Shares (Details) - USD ($) | 12 Months Ended | |||
Dec. 23, 2020 | Dec. 31, 2022 | Aug. 31, 2021 | Feb. 12, 2020 | |
Short-Term Debt [Line Items] | ||||
Loan Principal | $ 12,000,000 | $ 9,393,150 | $ 1,535,500 | |
Debt Instrument, Maturity Date | May 02, 2023 | |||
Shares Issuance Frequency | we are obligated to issue 100,000 warrants if the loan is not repaid before January 23, 2021 and an additional 10,000 shares of common stock and 100,000 warrants if the loan is not repaid before February 23, 2021. We are also obligated to issue 10,000 shares of common stock and 200,000 warrants if the loan is not repaid before March 23, 2021. During the year ended December 31, 2021 the Company issued 400,000 warrants to this lender ($3.50 exercise price and five-year term) with a fair value of $600,298. The Company is also obligated to issue 10,000 shares of common stock to this lender every 31 days up to the loan’s maturity date on June 23, 2021. | |||
Loans 1 [Member] | ||||
Short-Term Debt [Line Items] | ||||
Debt Instrument, Issuance Date | Jul. 21, 2020 | |||
Loan Principal | $ 115,000 | |||
Loan Principal Issuable Percent | 0.0435% | |||
Shares Issuance Frequency | Monthly | |||
Loan One [Member] | ||||
Short-Term Debt [Line Items] | ||||
Debt Instrument, Maturity Date | Sep. 30, 2020 | |||
Loans 2 [Member] | ||||
Short-Term Debt [Line Items] | ||||
Debt Instrument, Issuance Date | Sep. 21, 2020 | |||
Loan Principal | $ 345,000 | |||
Loan Principal Issuable Percent | 0.0362% | |||
Debt Instrument, Maturity Date | Nov. 16, 2020 | |||
Shares Issuance Frequency | Weekly | |||
Loans 3 [Member] | ||||
Short-Term Debt [Line Items] | ||||
Debt Instrument, Issuance Date | Oct. 22, 2020 | |||
Loan Principal | $ 115,000 | |||
Loan Principal Issuable Percent | 0.0652% | |||
Debt Instrument, Maturity Date | Dec. 01, 2020 | |||
Shares Issuance Frequency | Weekly | |||
Loans 4 [Member] | ||||
Short-Term Debt [Line Items] | ||||
Debt Instrument, Issuance Date | Oct. 21, 2021 | |||
Loan Principal | $ 189,750 | |||
Loan Principal Issuable Percent | 0.0435% | |||
Debt Instrument, Maturity Date | Jan. 02, 2022 | |||
Shares Issuance Frequency | Monthly | |||
Loans Five [Member] | ||||
Short-Term Debt [Line Items] | ||||
Debt Instrument, Issuance Date | Nov. 01, 2021 | |||
Loan Principal | $ 189,750 | |||
Loan Principal Issuable Percent | 0.0435% | |||
Debt Instrument, Maturity Date | Jan. 02, 2022 | |||
Shares Issuance Frequency | Monthly |
Stockholders_ (Deficit) (Detail
Stockholders’ (Deficit) (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 23, 2022 | Dec. 16, 2022 | Dec. 23, 2020 | Dec. 23, 2014 | May 20, 2013 | Jan. 04, 2013 | Nov. 15, 2012 | Nov. 11, 2011 | Feb. 12, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 12, 2013 | Dec. 28, 2012 | |
Class of Stock [Line Items] | ||||||||||||||
Issuance warrants, shares | 10,000 | |||||||||||||
Common stock, par value | $ 0.01 | $ 0.01 | ||||||||||||
Adjusted beneficial conversion feature value for deemed dividend | $ 1,320,331 | |||||||||||||
Options to acquire shares outstanding | 17,586,591 | 17,540,209 | 15,790,603 | |||||||||||
Unrecognized compensation cost | $ 15,312 | $ 140,455 | ||||||||||||
Number of share options exercised | 25,279 | 208,911 | ||||||||||||
Fair value of stock options | $ 17,443 | $ 14,773 | ||||||||||||
Number of common stock for services rendered, shares | 255,500 | 333,200 | ||||||||||||
Number of common stock for services rendered, shares | $ 392,175 | $ 794,562 | ||||||||||||
Number of shares issued for debt extensions | 1,423,800 | |||||||||||||
Value of stock issued for debt extensions | $ 2,198,861 | |||||||||||||
Number of shares issued for conversion of debt | 181,918 | |||||||||||||
Value of shares issued for conversion of debt | $ 9,390,000 | $ 467,092 | $ 2,989,990 | |||||||||||
Number of shares issued for conversion of preferred stock | 4,400 | |||||||||||||
Value of stock issued for dividends paid in kind | $ 2,943,139 | |||||||||||||
Number of shares issued for debt | 659,000 | |||||||||||||
Conversion of stock, amount issued | $ 873,854 | |||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 36,290 | |||||||||||||
Stock Issued During Period, Value, New Issues | $ 2,198,861 | |||||||||||||
Share-Based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Exercise Price | $ 0.72 | |||||||||||||
[custom:StockIssuedWithDebt] | $ 873,854 | $ 646,718 | ||||||||||||
Interest expenses debt | $ 2,700,000 | 6,288,529 | ||||||||||||
Debt Instrument, Description | we are obligated to issue 100,000 warrants if the loan is not repaid before January 23, 2021 and an additional 10,000 shares of common stock and 100,000 warrants if the loan is not repaid before February 23, 2021. We are also obligated to issue 10,000 shares of common stock and 200,000 warrants if the loan is not repaid before March 23, 2021. During the year ended December 31, 2021 the Company issued 400,000 warrants to this lender ($3.50 exercise price and five-year term) with a fair value of $600,298. The Company is also obligated to issue 10,000 shares of common stock to this lender every 31 days up to the loan’s maturity date on June 23, 2021. | |||||||||||||
Conversion | $ 2.50 | |||||||||||||
Professional Services [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Number of common stock for services rendered, shares | 57,500 | |||||||||||||
Number of common stock for services rendered, shares | $ 54,496 | |||||||||||||
Lender [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Fair value of warrants | $ 600,298 | |||||||||||||
Warrant, shares | 400,000 | |||||||||||||
Price per shares | $ 3.50 | |||||||||||||
Lenders [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Warrants term | 3 years | |||||||||||||
Strike price, per share | $ 3.5 | |||||||||||||
Number of warrants issued | 71,042 | |||||||||||||
[custom:WarrantsIssuedForDebtSettlement] | $ 107,275 | |||||||||||||
Holder [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Issuance warrants, shares | 8,250 | 8,250 | ||||||||||||
Unvested Stock-Based Awards [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Unrecognized compensation cost | $ 15,312 | $ 140,455 | ||||||||||||
Weighted average period | 1 year 1 month 2 days | 1 year 1 month 2 days | ||||||||||||
Share price | $ 1.30 | $ 2.31 | ||||||||||||
Options outstanding and exercisable intrinsic value | $ 0 | |||||||||||||
Share-Based Payment Arrangement, Option [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | 3,000,000 | |||||||||||||
Other Plans [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Options to acquire shares outstanding | 1,307,822 | |||||||||||||
Investor Warrants [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Warrant to purchase shares of common stock | 406,000 | |||||||||||||
Fair value of warrants | $ 509,130 | |||||||||||||
Warrant [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Strike price, per share | $ 3.50 | |||||||||||||
Issuance warrants, shares | 277,500 | 2,235,408 | ||||||||||||
Fair value of warrants | $ 280,608 | $ 2,400,000 | ||||||||||||
Adjusted beneficial conversion feature value for deemed dividend | ||||||||||||||
Options to acquire shares outstanding | 16,278,769 | 16,207,108 | 14,434,702 | |||||||||||
Weighted average remaining contractual term | 1 year 6 months 10 days | 2 years 4 months 20 days | ||||||||||||
Number of share options exercised | 187,500 | |||||||||||||
Fair value of stock options | ||||||||||||||
Number of common stock for services rendered, shares | ||||||||||||||
Value of shares issued for conversion of debt | ||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,146,945 | |||||||||||||
Stock Issued During Period, Value, New Issues | ||||||||||||||
[custom:StockIssuedWithDebt] | ||||||||||||||
Warrant [Member] | New Conversion Debt [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Convertible shares issued | 120,000 | |||||||||||||
Convertible debt fair value | $ 93,576 | |||||||||||||
Warrant issued for debt extension | 100,000 | |||||||||||||
Warrant issued for debt extension, value | $ 132,537 | |||||||||||||
Warrant [Member] | Unvested Stock-Based Awards [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Options outstanding and exercisable intrinsic value | 2,124,104 | |||||||||||||
Common Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Issuance warrants, shares | 1,423,800 | |||||||||||||
Adjusted beneficial conversion feature value for deemed dividend | ||||||||||||||
Number of share options exercised | 25,279 | 21,411 | ||||||||||||
Fair value of stock options | $ 253 | $ 214 | ||||||||||||
Number of common stock for services rendered, shares | 255,500 | 333,200 | ||||||||||||
Number of common stock for services rendered, shares | $ 2,555 | $ 3,332 | ||||||||||||
Number of shares issued for conversion of debt | 181,918 | 1,195,996 | ||||||||||||
Value of shares issued for conversion of debt | $ 1,819 | $ 11,960 | ||||||||||||
Sale of common stock with fair value | 25,000 | |||||||||||||
Stock Issued During Period, Value, New Issues | $ 14,238 | |||||||||||||
[custom:StockIssuedWithDebtShares] | 659,000 | 399,650 | ||||||||||||
[custom:StockIssuedWithDebt] | $ 6,590 | $ 3,996 | ||||||||||||
Common stock issuances [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares, Issued | 10,000 | |||||||||||||
Minimum [Member] | Warrant [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Debt term | 3 years | 3 years | ||||||||||||
Conversion | $ 3.50 | |||||||||||||
Minimum [Member] | Common Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Warrants term | 3 years | |||||||||||||
Strike price, per share | $ 3.50 | |||||||||||||
Maximum [Member] | Warrant [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Debt term | 5 years | 5 years | ||||||||||||
Conversion | $ 5 | |||||||||||||
Maximum [Member] | Common Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Warrants term | 5 years | |||||||||||||
Strike price, per share | $ 5 | |||||||||||||
Preferred Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Convertible preferred stock, authorized | 1,000,000 | |||||||||||||
Convertible preferred stock, par value | $ 0.01 | |||||||||||||
Series D Convertible Preferred Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Convertible preferred stock, authorized | 850 | 850 | ||||||||||||
Convertible preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||
Sale of stock | 843 | |||||||||||||
Preferred stock redemption amount | $ 1,000 | |||||||||||||
Proceeds from issuance of private placement | $ 843,000 | |||||||||||||
Conversion of Stock, Shares Converted | 84 | 84 | ||||||||||||
Warrants term | 5 years | |||||||||||||
Warrant to purchase shares of common stock | 21 | |||||||||||||
Strike price, per share | $ 24.30 | |||||||||||||
Purchase price per units sold | $ 1,000 | |||||||||||||
Stock conversion price per share | $ 19.50 | |||||||||||||
Convertible preferred stock, conversion percentage | 300% | |||||||||||||
Average daily trading volume | 50,000 | |||||||||||||
Pro rate basis description | the holders of Series D Convertible Preferred Stock will have the right to participate on a pro-rata basis in up to 50% of such Subsequent Financing. | |||||||||||||
Convertible preferred stock, shares issued | 300 | 300 | ||||||||||||
Series D Convertible Preferred Stock [Member] | Business Combination [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Ownership percentage | 50% | |||||||||||||
Series G Convertible Preferred Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Convertible preferred stock, authorized | 240,000 | 240,000 | ||||||||||||
Convertible preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||
Sale of stock | 4,844 | |||||||||||||
Proceeds from issuance of private placement | $ 726,600 | |||||||||||||
Warrants term | 3 years | |||||||||||||
Warrant to purchase shares of common stock | 1 | |||||||||||||
Strike price, per share | $ 15 | |||||||||||||
Purchase price per units sold | $ 150 | |||||||||||||
Convertible preferred stock, conversion percentage | 12% | |||||||||||||
Issuance warrants, shares | 1 | |||||||||||||
Cumulative dividend rate percentage | 4% | |||||||||||||
Percentage of shares purchased for investment | 6% | |||||||||||||
Convertible preferred stock, shares issued | 80,570 | 80,570 | ||||||||||||
Series G Convertible Preferred Stock [Member] | Minimum [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Proceeds from issuance of private placement | $ 2,500,000 | |||||||||||||
Purchase price per units sold | $ 22.50 | |||||||||||||
Average daily trading volume | 334 | |||||||||||||
Investment amount | $ 100,000 | |||||||||||||
Series G Convertible Preferred Stock [Member] | Maximum [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Investment amount | $ 250,000 | |||||||||||||
Series H Convertible Preferred Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Convertible preferred stock, authorized | 10,000 | 10,000 | 10,000 | 10,000 | ||||||||||
Convertible preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||
Conversion of Stock, Shares Converted | 4 | |||||||||||||
Purchase price per units sold | $ 24.08 | |||||||||||||
Number of common shares exchanged | 33,334 | |||||||||||||
Convertible preferred stock, shares issued | 10,000 | 10,000 | ||||||||||||
Series H2 Convertible Preferred Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Convertible preferred stock, authorized | 21 | |||||||||||||
Convertible preferred stock, par value | $ 0.01 | |||||||||||||
Conversion of Stock, Shares Converted | 3,334 | |||||||||||||
Purchase price per units sold | $ 7.50 | |||||||||||||
Number of common shares exchanged | 70,000 | |||||||||||||
Convertible preferred stock, shares issued | 21 | |||||||||||||
Common stock, par value | $ 0.01 | |||||||||||||
Series J Convertible Preferred Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Convertible preferred stock, authorized | 6,250 | |||||||||||||
Convertible preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||
Sale of stock | 5,087.5 | |||||||||||||
Proceeds from issuance of private placement | $ 2,034,700 | |||||||||||||
Conversion of Stock, Shares Converted | 34 | |||||||||||||
Warrant to purchase shares of common stock | 34 | |||||||||||||
Strike price, per share | $ 12 | |||||||||||||
Purchase price per units sold | $ 400 | $ 24 | ||||||||||||
Average daily trading volume | 1,667 | |||||||||||||
Cumulative dividend rate percentage | 400% | |||||||||||||
Percentage of shares purchased for investment | 600% | |||||||||||||
Series J Convertible Preferred Stock [Member] | Minimum [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Investment amount | $ 250,000 | |||||||||||||
Series J Convertible Preferred Stock [Member] | Maximum [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Investment amount | $ 50,000 | |||||||||||||
Series K Convertible Preferred Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Convertible preferred stock, authorized | 15,000 | 15,000 | ||||||||||||
Convertible preferred stock, par value | $ 0.01 | $ 0.01 | ||||||||||||
Conversion of Stock, Shares Converted | 34 | |||||||||||||
Purchase price per units sold | $ 24 | |||||||||||||
Percentage of shares purchased for investment | 600% | |||||||||||||
Convertible preferred stock, shares issued | 6,880 | |||||||||||||
Series K Convertible Preferred Stock [Member] | Minimum [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Proceeds from issuance of private placement | $ 2,500,000 | |||||||||||||
Investment amount | $ 100,000 | |||||||||||||
Series AA Convertible Preferred Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Convertible preferred stock, authorized | 10,000 | 10,000 | ||||||||||||
Convertible preferred stock, par value | $ 0.01 | $ 0.01 | ||||||||||||
Conversion of Stock, Shares Converted | 4,400 | |||||||||||||
Issuance warrants, shares | 82,373 | |||||||||||||
Convertible preferred stock, shares issued | 8,645 | 8,649 | ||||||||||||
Accrued dividend | $ 1,727,275 | $ 1,658,175 | ||||||||||||
Number of shares issued for conversion of debt | 1,195,996 | |||||||||||||
Value of shares issued for conversion of debt | $ 2,989,990 | |||||||||||||
Number of shares issued for dividends paid in kind | 236,221 | |||||||||||||
Value of stock issued for dividends paid in kind | $ 386,300 | |||||||||||||
Number of shares issued for interest paid in kind | 1,766,266 | |||||||||||||
Stock Issued During Period, Value, New Issues | $ 184,274 | |||||||||||||
[custom:DividendOnConvertiblePreferredStock] | 800% | |||||||||||||
Series AA Convertible Preferred Stock [Member] | Lenders [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Value of shares issued for conversion of debt | $ 1,400,000 | |||||||||||||
Series AA Convertible Preferred Stock [Member] | Share-Based Payment Arrangement, Option [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Number of share options exercised | 21,411 | |||||||||||||
Series AA Convertible Preferred Stock [Member] | Common Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Issuance warrants, shares | 2,883,282 | |||||||||||||
Stock Issued During Period, Value, New Issues | $ 6,665,656 | |||||||||||||
Share-Based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Exercise Price | $ 0.69 | |||||||||||||
Series AA Convertible Preferred Stock [Member] | Securities Purchase Agreement [Member] | Accredited Investors [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Sale of stock | 406 | |||||||||||||
Warrant to purchase shares of common stock | 406,000 | |||||||||||||
Strike price, per share | $ 3.50 | |||||||||||||
Common stock, par value | $ 0.01 | |||||||||||||
Number of preferred stock issued upon conversion | 1,000 | |||||||||||||
Sale of stock, amount | $ 1,015,000 | |||||||||||||
Series AA Preferred Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Warrants term | 5 years | |||||||||||||
Warrant to purchase shares of common stock | 200,100 | |||||||||||||
Strike price, per share | $ 3.50 | |||||||||||||
Issuance warrants, shares | 200 | |||||||||||||
Number of shares issued upon conversion, value | $ 509,130 | |||||||||||||
Fair value of warrants | 245,635 | |||||||||||||
Losses on extinguishment | 23,004 | |||||||||||||
Convertible Preferred Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Adjusted beneficial conversion feature value for deemed dividend | $ 0 | $ 873,798 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
May 31, 2023 | Feb. 28, 2023 | Jan. 20, 2023 | Jan. 18, 2023 | Jan. 18, 2023 | Dec. 23, 2020 | Mar. 31, 2023 | Feb. 12, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Aug. 31, 2021 | |
Subsequent Event [Line Items] | |||||||||||
Value issued | $ 9,390,000 | $ 467,092 | $ 2,989,990 | ||||||||
Common stock, par value | $ 0.01 | $ 0.01 | |||||||||
Principal balance | $ 1,535,500 | $ 12,000,000 | $ 9,393,150 | ||||||||
New issuance, value | $ 2,198,861 | ||||||||||
Common stock issued for debt extension, shares | 10,000 | ||||||||||
Debt instrument description | we are obligated to issue 100,000 warrants if the loan is not repaid before January 23, 2021 and an additional 10,000 shares of common stock and 100,000 warrants if the loan is not repaid before February 23, 2021. We are also obligated to issue 10,000 shares of common stock and 200,000 warrants if the loan is not repaid before March 23, 2021. During the year ended December 31, 2021 the Company issued 400,000 warrants to this lender ($3.50 exercise price and five-year term) with a fair value of $600,298. The Company is also obligated to issue 10,000 shares of common stock to this lender every 31 days up to the loan’s maturity date on June 23, 2021. | ||||||||||
Maturity date | May 02, 2023 | ||||||||||
Shares issued | 181,918 | ||||||||||
Conversion fees | $ 873,854 | ||||||||||
Warrants to acquire common stock | 36,290 | ||||||||||
Preferred Stock [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Value issued | |||||||||||
New issuance, value | |||||||||||
Common Stock [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Value issued | 1,819 | $ 11,960 | |||||||||
New issuance, value | $ 14,238 | ||||||||||
Common stock issued for debt extension, shares | 1,423,800 | ||||||||||
Shares issued | 181,918 | 1,195,996 | |||||||||
Subsequent Event [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Vesting rights, description | All directors’ stock options vested 100% on the day of grant and all officers and employees stock options vested 25% on the day of grant and the remaining 75% vested equally over the subsequent thirty-six (36) months. Consultant’s Non-Qualified Stock Options vest equally per month over the subsequent twelve months. | ||||||||||
Value issued | $ 509,032 | ||||||||||
Preferred stock, per share | $ 2.50 | ||||||||||
Common stock, par value | $ 0.01 | ||||||||||
Principal balance | $ 302,482 | $ 302,482 | |||||||||
Common stock issued for debt extension, shares | 2,500 | ||||||||||
Converted shares | 101,154 | ||||||||||
Debt instrument description | From January 1, 2023, through March 31, 2023, the Company issued ten (10) convertible loans for approximately $2,900,000, which each carry a 10-40% annual interest rate and four (4) to twelve (12) month terms and convertible to the Company’s common stock at a $2.50 conversion price. The Company issued 618,150 common stock and 325,000 preferred stock along with the loan issuance. In this period, the Company also borrowed $55,000 from related parties with 10% original issue discount and 10% per month interest rate and entered into seven (7) new Merchant Cash lender agreements with an original total outstanding balance of $1,498,769 and obligated the Company to pay $60,157 each week to the lenders. | ||||||||||
Loans | $ 26,000 | $ 460,000 | |||||||||
Maturity date | Mar. 01, 2023 | Jan. 03, 2023 | |||||||||
Shares issued | 203,613 | ||||||||||
Accrued interest | $ 206,050 | $ 206,050 | |||||||||
Conversion fees | $ 500 | ||||||||||
Strike price | $ 3.50 | $ 3.50 | |||||||||
Subsequent Event [Member] | Two Investor [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Common stock issued for debt extension, shares | 40,000 | ||||||||||
Subsequent Event [Member] | Investor [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Common stock issued for debt extension, shares | 884,000 | ||||||||||
Strike price | $ 2.50 | $ 2.50 | |||||||||
Warrants to acquire common stock | 100,000 | 100,000 | |||||||||
Subsequent Event [Member] | Preferred Stock [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Value issued | $ 25,000 | ||||||||||
Subsequent Event [Member] | Common Stock [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Value issued | $ 10,000 | ||||||||||
Common stock issued for debt extension, shares | 493,540 | ||||||||||
Subsequent Event [Member] | Director and Consultant [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Non-qualified stock options, issuance | 1,530,944 | ||||||||||
Subsequent Event [Member] | Officer and Employee [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Non-qualified stock options, issuance | 699,540 | ||||||||||
Warrant exercise price per share | $ 1.50 | $ 1.50 | |||||||||
Vesting percentage | 100% | ||||||||||
Grants vesting percentage | 25% | ||||||||||
Remaining vesting percentage | 75% | ||||||||||
Subsequent Event [Member] | Investor [Member] | Series A Preferred Stock [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Unpaid accrued dividends | $ 6,226,125 | ||||||||||
Subsequent Event [Member] | Investor [Member] | Secured Convertible Promissory Notes [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Unpaid accrued dividends | $ 2,255,587 | ||||||||||
Subsequent Event [Member] | Investor [Member] | Convertible Preferred Stock [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Common stock issued for debt extension, shares | 400.6885 | ||||||||||
Subsequent Event [Member] | Investor [Member] | Convertible Common Stock [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Common stock issued for debt extension, shares | 4,000,000 | ||||||||||
Subsequent Event [Member] | Investor [Member] | Preferred Stock [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
New issuance, value | $ 10,017,212 | ||||||||||
Common stock issued for debt extension, shares | 400.6885 |