NanoVibronix (NAOV) 10-Q 13 Nov 23 2023 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2023	Nov. 13, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2023
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	001-36445
Entity Registrant Name	NanoVibronix, Inc
Entity Central Index Key	0001326706
Entity Tax Identification Number	01-0801232
Entity Incorporation, State or Country Code	DE
Entity address, address line one	525 Executive Blvd
Entity ddress, city or town	Elmsford
Entity address, state or province	NY
Entity Address, Postal Zip Code	10523
City Area Code	(914)
Local Phone Number	233-3004
Title of 12(b) Security	Common stock, par value $0.001 per share
Trading Symbol	NAOV
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		2,046,308

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Current assets:
Cash	$ 3,787	$ 2,713
Trade receivables, net	32	9
Prepaid expenses and other assets	170	712
Inventory, net	3,179	2,175
Total current assets	7,168	5,609
Noncurrent assets:
Fixed assets, net	7	7
Other assets	2	3
Severance pay fund	165	179
Operating lease right-of-use assets, net	19	81
Total non-current assets	193	270
Total assets	7,361	5,879
Current liabilities:
Trade payables	62	66
Accrued expenses and other payables	2,311	2,148
Deferred revenue		21
Operating lease liabilities	19	81
Total current liabilities	2,392	2,316
Non-current liabilities:
Accrued severance pay	206	223
Deferred licensing income	73	107
Total liabilities	2,671	2,646
Commitments and contingencies
Stockholders’ equity:
Common stock of $0.001 par value - Authorized: 40,000,000 shares at September 30, 2023 and December 31, 2022, respectively; Issued and outstanding: 1,842,331 and 1,641,146 shares at September 30, 2023 and December 31, 2022, respectively	2	2
Additional paid in capital	70,025	65,634
Accumulated other comprehensive income	(54)	(18)
Accumulated deficit	(65,283)	(62,385)
Total stockholders’ equity	4,690	3,233
Total liabilities and stockholders’ equity	7,361	5,879
Series C Preferred Stock [Member]
Stockholders’ equity:
Preferred stock, value
Series D Preferred Stock [Member]
Stockholders’ equity:
Preferred stock, value
Series E Preferred Stock [Member]
Stockholders’ equity:
Preferred stock, value
Series F Preferred Stock [Member]
Stockholders’ equity:
Preferred stock, value

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2023	Dec. 31, 2022
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	40,000,000	40,000,000
Common stock, shares issued	1,842,331	1,641,146
Common stock, shares outstanding	1,842,331	1,641,146
Series C Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	3,000,000	3,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Series D Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	506	506
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Series E Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	1,999,494	1,999,494
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Series F Preferred Stock [Member]
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	40,000	0
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Revenues	$ 458	$ 97	$ 1,106	$ 854
Cost of revenues	109	17	306	387
Gross profit	349	80	800	467
Operating expenses:
Research and development	33	49	123	176
Selling and marketing	190	217	631	760
General and administrative	796	738	2,780	2,835
Total operating expenses	1,019	1,004	3,534	3,771
Loss from operations	(670)	(924)	(2,734)	(3,304)
Interest expense	(35)		(102)
Financial expense, net	(19)	(16)	(44)	(47)
Loss before taxes on income	(724)	(940)	(2,880)	(3,351)
Income tax expense	(3)	(15)	(18)	(38)
Net loss	$ (727)	$ (955)	$ (2,898)	$ (3,389)
Basic net loss available for holders of common stock	$ (0.42)	$ (0.68)	$ (1.73)	$ (2.42)
Diluted net loss available for holders of common stock	$ (0.42)	$ (0.68)	$ (1.73)	$ (2.42)
Weighted average common shares outstanding, Basic	1,721,026	1,399,890	1,678,684	1,399,890
Weighted average common shares outstanding, Diluted	1,721,026	1,399,890	1,678,684	1,399,890
Comprehensive loss:
Net loss available to common stockholders	$ (727)	$ (955)	$ (2,898)	$ (3,389)
Change in foreign currency translation adjustments	1	(6)	(36)	(57)
Comprehensive loss available to common stockholders	$ (726)	$ (961)	$ (2,934)	$ (3,446)

Condensed Consolidated Statem_2

Condensed Consolidated Statement of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Preferred Stock [Member] Series C Preferred Stock [Member]	Preferred Stock [Member] Series D Preferred Stock [Member]	Preferred Stock [Member] Series E Preferred Stock [Member]	Preferred Stock [Member] Series F Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	AOCI Attributable to Parent [Member]	Retained Earnings [Member]	Total
Balance at Dec. 31, 2021					$ 1	$ 63,162	$ 60	$ (56,937)	$ 6,313
Balance, shares at Dec. 31, 2021					1,399,890
Stock-based compensation						287			287
Reversal of warrants						(135)			135
Currency translation adjustment							(57)		(57)
Net loss								(3,389)	(3,389)
Exercise of options						135			135
Balance at Sep. 30, 2022					$ 1	63,449	3	(60,326)	3,154
Balance, shares at Sep. 30, 2022					1,399,890
Balance at Jun. 30, 2022					$ 1	63,468	9	(59,371)	4,134
Balance, shares at Jun. 30, 2022					1,399,890
Stock-based compensation						116			116
Reversal of warrants						(135)			(135)
Currency translation adjustment							(6)		(6)
Net loss								(955)	(955)
Balance at Sep. 30, 2022					$ 1	63,449	3	(60,326)	3,154
Balance, shares at Sep. 30, 2022					1,399,890
Balance at Dec. 31, 2022					$ 2	65,634	(18)	(62,385)	3,233
Balance, shares at Dec. 31, 2022					1,641,146
Balance at Mar. 31, 2023									2,200
Balance at Dec. 31, 2022					$ 2	65,634	(18)	(62,385)	3,233
Balance, shares at Dec. 31, 2022					1,641,146
Stock-based compensation						169			169
Currency translation adjustment							(36)		(36)
Net loss								(2,898)	(2,898)
Exercise of options						7			7
Issuance of common stock						4,215			4,215
Issuance of common stock, shares					180,000
Exercise of options, shares					5,458
Rounding up of fractional shares due to stock split
Rounding up of fractional shares due to stock split, shares					15,726
Balance at Sep. 30, 2023					$ 2	70,025	(54)	(65,283)	4,690
Balance, shares at Sep. 30, 2023					1,842,330
Balance at Mar. 31, 2023									2,200
Balance at Jun. 30, 2023					$ 2	65,774	(55)	(64,556)	1,165
Balance, shares at Jun. 30, 2023					1,662,330
Stock-based compensation						36			36
Currency translation adjustment							1		1
Net loss								(727)	(727)
Issuance of common stock						4,215			4,215
Issuance of common stock, shares					180,000
Balance at Sep. 30, 2023					$ 2	$ 70,025	$ (54)	$ (65,283)	$ 4,690
Balance, shares at Sep. 30, 2023					1,842,330

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash flows from operating activities:
Net loss	$ (2,898)	$ (3,389)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1	1
Stock-based compensation	169	287
Noncash interest expense	102
Change in fair value of equity investment	1	12
Changes in operating assets and liabilities:
Trade receivable	(23)	(26)
Prepaid expenses and other accounts receivable	542	(1,008)
Inventory	(1,004)	(1,378)
Trade payables	(4)	(46)
Other accounts payable and accrued expenses	61	(77)
Deferred revenue	(55)	(78)
Accrued severance pay, net	(3)	(2)
Net cash used in operating activities	(3,111)	(5,704)
Cash flows from investing activities:
Purchases of equipment	(1)	(4)
Net cash used in investing activities	(1)	(4)
Cash flows from financing activities:
Proceeds from issuance of common stock	4,215
Proceeds from exercise of options	7
Net cash provided by financing activities	4,222
Effects of currency translation on cash and cash equivalents	(36)	(57)
Net increase (decrease) in cash	1,074	(5,765)
Cash at beginning of period	2,713	7,737
Cash at end of period	$ 3,787	$ 1,972

DESCRIPTION OF BUSINESS

DESCRIPTION OF BUSINESS	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
DESCRIPTION OF BUSINESS	NOTE 1 – DESCRIPTION OF BUSINESS NanoVibronix, Inc. (the “Company”), a Delaware corporation, commenced operations on October 20, 2003 and is a medical device company focusing on noninvasive biological response-activating devices that target wound healing and pain therapy and can be administered at home, without the assistance of medical professionals. The Company’s principal research and development activities are conducted in Israel through its wholly owned subsidiary, NanoVibronix (Israel 2003) Ltd., a company registered in Israel, which commenced operations in October 2003.

GOING CONCERN, LIQUIDITY AND OT

GOING CONCERN, LIQUIDITY AND OTHER UNCERTAINTIES	9 Months Ended
	Sep. 30, 2023
Going Concern Liquidity And Other Uncertainties
GOING CONCERN, LIQUIDITY AND OTHER UNCERTAINTIES	NOTE 2 – GOING CONCERN, LIQUIDITY AND OTHER UNCERTAINTIES Liquidity and Going Concern The Company’s ability to continue to operate is dependent mainly on its ability to successfully market and sell its products and the receipt of additional financing until profitability is achieved. In August 2023, the Company received net proceeds of $ 4,215,000 The Company will need to raise additional capital to finance its losses and negative cash flows from operations and may continue to be dependent on additional capital raising as long as our products do not reach commercial profitability. If the Company is unable to obtain additional financing, the development of its product candidates and the Company’s commercial strategy may be impacted and there could be a material adverse effect on the Company’s business and financial condition. These financial statements do not include any adjustments that may result from the outcome of this uncertainty. Other Uncertainties On May 23, 2023, we received a letter from the Listing Qualifications Department of Nasdaq indicating that we no longer comply with the minimum stockholders’ equity requirement under Nasdaq Listing Rule 5550(b)(1) (the “Rule”) for continued listing on Nasdaq because our stockholders’ equity of approximately $ 2.2 2.5 35 500,000 In accordance with Nasdaq Listing Rules, we had 45 calendar days, or until July 7, 2023, to submit a plan to regain compliance. On July 7, 2023, we submitted our plan to regain compliance with the Nasdaq minimum stockholders’ equity standard. On July 19, 2023, the Staff granted the Company’s plan and granted our request for continued listing pursuant to an extension through November 20, 2023 to evidence compliance with the Rule. We believe that upon filing of this Form 10-Q, we should have provided sufficient evidence of compliance with Nasdaq. In October 2023, Hamas terrorists infiltrated Israel’s southern border from the Gaza Strip and conducted a series of attacks on civilian and military targets. Hamas also launched extensive rocket attacks on Israeli population and industrial centers located along Israel’s border with the Gaza Strip and in other areas within the State of Israel. Following the attack, Israel’s security cabinet declared war against Hamas and a military campaign against these terrorist organizations commenced in parallel to their continued rocket and terror attacks. Moreover, the clash between Israel and Hezbollah in Lebanon, may escalate in the future into a greater regional conflict 2.1 This conflict could cause a n inability to receive supplies and materials, shortages of materials or difficulties in procuring our materials, among others, or conversely, our ability to ship products to our US facilities or overseas customers, may adversely impact our ability to commercialize and manufacture our product candidates and products in a timely manner. This could also cause delays the review of our product candidates by regulatory agencies, which in turn would have a material adverse impact on our ability to commercialize those product candidates.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation and principles of consolidation The unaudited consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company’s condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for the interim financial information and with instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, the accompanying unaudited interim consolidated financial statements reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the financial position and results of operations of the Company. These condensed consolidated financial statements and notes thereto are unaudited and should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2022, as found in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on April 17, 2023. The balance sheet for December 31, 2022 was derived from the Company’s audited financial statements for the year ended December 31, 2022. The results of operations for the periods presented are not necessarily indicative of results that could be expected for the entire fiscal year due to seasonality and other factors. Certain information and footnote disclosures normally included in the consolidated financial statements in accordance with U.S. GAAP have been omitted in accordance with the rules and regulations of the SEC for interim reporting. Use of estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions. The Company believes that the estimates, judgments and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Foreign currency translation Non-U.S. dollar denominated transactions and balances have been re-measured to U.S. dollars. All gains and losses from re-measurement of monetary balance sheet items denominated in non-U.S. dollar currencies are reflected in the statements of operations as other comprehensive income, as appropriate. The cumulative translation gains for the periods ended September 30, 2023 and 2022 were $ 36 57 Revenue recognition Revenues from product sales are recognized in accordance with ASC 606 “Revenue Recognition.” Five basic steps must be followed before revenue can be recognized; (1) Identifying the contract(s) with a customer that creates enforceable rights and obligations; (2) Identifying the performance obligations in the contract, such as promising to transfer goods or services to a customer; (3) Determining the transaction price, meaning the amount of consideration in a contract to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer; (4) Allocating the transaction price to the performance obligations in the contract, which requires the company to allocate the transaction price to each performance obligation on the basis of the relative standalone selling prices of each distinct good or services promised in the contract; and (5) Recognizing revenue when (or as) the entity satisfies a performance obligation by transferring a promised good or service to a customer. The amount of revenue recognized is the amount allocated to the satisfied performance obligation. Revenue from product sales is recorded at the net sales price, or “transaction price,” which includes estimates of variable consideration that result from coupons, discounts and distributor fees, processing fees, as well as allowances for returns and government rebates. The Company constrains revenue by considering factors that could otherwise lead to a probable reversal of revenue. Collectability of revenue is reasonably assured based on historical evidence of collectability between the Company and its customers. Revenues from sales to distributors are recognized at the time the products are delivered to the distributors (“sell-in”). The Company does not grant rights of return, credits, rebates, price protection, or other privileges on its products to distributors. Recently adopted accounting standards In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) and also issued subsequent amendments to the initial guidance: ASU 2018-19, ASU 2019-04, and ASU 2019-05 (collectively, “Topic 326”). Topic 326 requires measurement and recognition of expected credit losses for financial assets held. This ASU is effective for interim and annual reporting periods beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted ASU 2016-13 as of January 1, 2023, and there was no material impact on its condensed consolidated financial statements upon adoption.

STOCKHOLDERS_ EQUITY

STOCKHOLDERS’ EQUITY	9 Months Ended
	Sep. 30, 2023
Equity [Abstract]
STOCKHOLDERS’ EQUITY	NOTE 4 – STOCKHOLDERS’ EQUITY Common stock The common stock confers upon the holders the right to receive notice to participate and vote in general meetings of the Company, and the right to receive dividends, if declared, and to participate in the distribution of the surplus assets and funds of the Company in the event of liquidation, dissolution or winding up of the Company. Reverse stock split On February 8, 2023, the Company effected a reverse stock split of its common stock at a ratio of 1 post-split share for every 20 pre-split shares. The Company’s common stock begin trading on a split-adjusted basis when the market opened on February 9, 2023 (the “Reverse Stock Split”). At the effective time of the Reverse Stock Split, every 20 shares of the Company’s issued and outstanding common stock were converted automatically into one issued and outstanding share of common stock without any change in the par value per share. Stockholders holding shares through a brokerage account had their shares automatically adjusted to reflect the 1-for-20 Reverse Stock Split 15,726 All references in this Report to number of shares, price per share and weighted average number of shares of common stock outstanding prior to the Reverse Stock Split have been adjusted to reflect the Reverse Stock Split on a retroactive basis, unless otherwise noted. Issuance of common stock for cash through private placement On August 30, 2023, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with an institutional investor for the issuance and sale in a private placement (the “Private Placement”) of 180,000 0.001 2,726,977 0.0001 2,906,977 1.47 ” 2,906,977 1.47 March 1, 2029 October 1, 2024 1.72 1.7199 The net proceeds to the Company from the Private Placement are approximately $ 4,215,000 H.C. Wainwright & Co., LLC (“Wainwright”) served as the Company’s exclusive placement agent in connection with the Private Placement, pursuant to that certain engagement letter, dated as of July 5, 2023, as amended, between us and Wainwright (the “Engagement Letter”). As part of Wainwright’s compensation, we issued to Wainwright or its designees warrants (the “Placement Agent Warrants”) to purchase up to an aggregate of 218,023 2.15 March 1, 2029 Stock-based compensation and Options During the three and nine-month period ended September 30, 2023, 0 5,459 no no 0 6,000 0 3,000 no The options granted to employees and board members were recorded at a fair value and vested over three years. During the three and nine-month period ended September 30, 2023, stock-based compensation expense of $ 36 169 116 285 SCHEDULE OF OPTIONS ACTIVITY Shares Under Options Weighted Average Exercise Price per Share Weighted Average Remaining Life (Years) Outstanding – December 31, 2021 127,000 $ 31.86 7.77 Granted 6,000 15.56 9.89 Exercised - - - Outstanding – March 31, 2022 133,000 $ 26.00 7.63 Granted - - - Exercised - - - Outstanding – June 30, 2022 133,000 $ 26.00 7.63 Granted - - - Exercised - - - Outstanding – September 30, 2022 133,000 $ 26.00 7.63 Outstanding – December 31, 2022 147,619 $ 24.42 7.24 Granted - - - Expired (3,000 ) 39.20 0.51 Exercised (5,459 ) 1.40 0.51 Outstanding – March 31, 2023 139,160 $ 25.01 6.91 Granted - - - Expired - - - Exercised - - - Outstanding – June 30, 2023 139,160 $ 25.01 6.91 Granted - - - Expired - - - Exercised - - - Outstanding – September 30, 2023 139,160 $ 25.01 6.91 The total stock-based expense recognized in the financial statements for services received from employees and non-employees is shown in the following table. SCHEDULE OF STOCK BASED EXPENSES RECOGNIZED SERVICES FROM EMPLOYEES AND NON-EMPLOYEES 2023 2022 2023 2022 Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 Research and development 1 2 5 5 Selling and marketing 6 6 18 18 General and administrative 29 108 146 264 Total $ 36 $ 116 $ 169 $ 287 Stock based compensation expense $ 36 $ 116 $ 169 $ 287 As of September 30, 2023, the total unrecognized estimated compensation cost related to non-vested stock options granted prior to that date was $ 159 1.19 Warrants On August 30, 2023, the Company granted (a) Pre-Funded Warrants to purchase up to 2,906,977 shares of Common Stock with an exercise price of $ 0.0001 per share, (b) A-1 Warrants to purchase up to 2,906,977 shares of Common Stock with an exercise price of $ 1.47 per share and (c) A-2 Warrants to purchase up to 2,906,977 shares of Common Stock with an exercise price of $ 1.47 per share, or a total of 8,540,931 warrants, in conjunction with the Private Placement disclosed above. The A-1 Warrants and A-2 Warrants are exercisable immediately upon issuance and expire on March 1, 2029 and October 1, 2024 , respectively. For the same Private Placement, the Company granted Placement Agent Warrants to Wainwright, or its designees, to purchase up to an aggregate of 218,023 shares of Common Stock at an exercise price equal to $ 2.15 per share. The Placement Agent Warrants are exercisable immediately upon issuance and expire March 1, 2029 . For the nine months ended September 30, 2023 and 2022, there were 8,758,954 12,500 0 12,500 SCHEDULE OF WARRANTS ACTIVITY Warrants Outstanding – December 31, 2021 115,467 Granted 12,500 Exercised - Cancelled (12,500 ) Outstanding – September 30, 2022 115,467 Outstanding – December 31, 2022 78,252 Granted 8,758,954 Exercised - Cancelled - Outstanding – September 30, 2023 8,837,206

LOSS PER SHARE APPLICABLE TO CO

LOSS PER SHARE APPLICABLE TO COMMON STOCKHOLDER	9 Months Ended
	Sep. 30, 2023
Earnings Per Share [Abstract]
LOSS PER SHARE APPLICABLE TO COMMON STOCKHOLDER	NOTE 5 – LOSS PER SHARE APPLICABLE TO COMMON STOCKHOLDER Basic net loss per common share is computed by dividing net loss available to common stockholders by the weighted average number of shares of common stock outstanding during the period. All outstanding stock options and warrants for the nine months ended September 30, 2023 and 2022 have been excluded from the calculation of the diluted net loss per share because all such securities are anti-dilutive for all periods presented. The following table summarizes the Company’s securities, in common stock equivalents, which have been excluded from the calculation of dilutive loss per share as their effect would be anti-dilutive: SUMMARY OF COMMON SHARE EQUIVALENTS BEEN EXCLUDED FROM DILUTIVE LOSS PER SHARE AS ANTI-DILUTIVE September 30, September 30, Stock Options – employee and non-employee 139,160 133,000 Warrants 8,758,954 115,467 Total 8,898,114 248,467 Dilutive loss per share 8,898,114 248,467

GEOGRAPHIC INFORMATION AND MAJO

GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA	9 Months Ended
	Sep. 30, 2023
Segment Reporting [Abstract]
GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA	NOTE 6 – GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA The Company manages its business on the basis of one reportable segment and derives revenues from selling its products directly to patients as well as through distributor agreements. The following is a summary of revenues within geographic areas: SUMMARY OF REVENUE WITHIN GEOGRAPHIC AREAS 2023 2022 2023 2022 Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 United States $ 445 $ 90 $ 1,037 $ 828 Australia/New Zealand 2 1 15 4 Europe - 6 19 13 Asia - - 1 9 Other 11 - 34 - Total $ 458 $ 97 $ 1,106 $ 854 Revenues geographic areas $ 458 $ 97 $ 1,106 $ 854 For both the three and nine months ended September 30, 2023, our two largest customers comprised approximately 96 93 49 58 46 35 76 92 76 35 0 57

LEASES

LEASES	9 Months Ended
	Sep. 30, 2023
Leases
LEASES	NOTE 7 – LEASES The Company has operating lease agreements with terms up to 2 3 The Company’s weighted-average remaining lease term relating to its operating leases is 0.56 10 The Company incurred $ 36 14 The following table presents information about the amount and timing of liabilities arising from the Company’s operating leases as of September 30, 2023: SCHEDULE OF LIABILITIES ARISING FROM OPERATING LEASES 2023 $ 17 2024 3 Total undiscounted operating lease payments 20 Less: Imputed interest 1 Present value of operating lease liabilities $ 19

OTHER ASSETS

OTHER ASSETS	9 Months Ended
	Sep. 30, 2023
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
OTHER ASSETS	NOTE 8 – OTHER ASSETS On April 9, 2020, pursuant to a licensing agreement entered into in March 2020, the Company received 10 127,000 0.19 SCHEDULE OF WARRANTS ASSUMPTIONS September 30, December 31, Price at valuation $ 0.02 $ 0.02 Exercise price $ 0.19 $ 0.19 Risk free interest 4.61 % 3.96 % Expected term (in years) 7 8 Volatility 147.8 % 155.6 % The Company considers this to be Level 3 inputs and is valued at each reporting period. For the three and nine months ended September 30, 2023, changes in the fair value of these warrants amounted to $( 1 2 2 12 Financial Instruments Measured at Fair Value on a Recurring Basis The fair value accounting standards define fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is determined based upon assumptions that market participants would use in pricing an asset or liability. Fair value measurements are rated on a three-tier hierarchy as follows: ● Level 1 inputs: Quoted prices (unadjusted) for identical assets or liabilities in active markets; ● Level 2 inputs: Inputs, other than quoted prices included in Level 1, that are observable either directly or indirectly; and ● Level 3 inputs: Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions. There were no transfers between Level 3 during the three and nine months ended September 30, 2023 and 2022. The following table presents changes in Level 3 asset and liability measured at fair value for the quarters ended September 30, 2023 and 2022: SCHEDULE OF CHANGES IN LEVEL 3 AND LIABILITY MEASURED AT FAIR VALUE Asset Balance – December 31, 2021 $ 19 Fair value adjustments – Sanuwave warrants (2 ) Balance – March 31, 2022 $ 17 Fair value adjustments – Sanuwave warrants (8 ) Balance – June 30, 2022 $ 9 Fair value adjustments – Sanuwave warrants (2 ) Balance – September 30, 2022 $ 7 Balance – December 31, 2022 3 Fair value adjustments – Sanuwave warrants 2 Balance – March 31, 2023 $ 5 Fair value adjustments – Sanuwave warrants (2 ) Balance – June 30, 2023 $ 3 Fair value adjustments – Sanuwave warrants (1 ) Balance – September 30, 2023 $ 2 The following table sets forth the Company’s assets and liabilities which are measured at fair value on a recurring basis by level within the fair value hierarchy: SCHEDULE OF ASSETS AND LIABILITY MEASURED AT FAIR VALUE Level I Level II Level III Total Fair Value Measurements as of September 30, 2023 Level I Level II Level III Total Asset: Other assets $ - $ - $ 2 $ 2 Level I Level II Level III Total Fair Value Measurements as of December 31, 2022 Level I Level II Level III Total Asset: Other assets $ - $ - $ 3 $ 3

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 9 – COMMITMENTS AND CONTINGENCIES Pending litigation On February 26, 2021, Protrade Systems, Inc. (“Protrade”) filed a Request for Arbitration (the “Request”) with the International Court of Arbitration (the “ICA”) of the International Chamber of Commerce alleging the Company is in breach of an Exclusive Distribution Agreement dated March 7, 2019 (the “Exclusive Distribution Agreement”) between Protrade and the Company. Protrade alleges, in part, that the Company has breached the Exclusive Distribution Agreement by discontinuing the manufacture of the DV0057 Painshield MD device in favor of an updated 10-100-001 Painshield MD device. Protrade claims damages estimated at $ 3 On March 15, 2022, the arbitrator issued a final award, which, determined that (i) the Company had the right to terminate the Exclusive Distribution Agreement; (ii) the Company did not breach the duty of good faith and fair dealing with regard to the Exclusive Distribution Agreement; and (iii) the Company did not breach any confidentiality obligations to Protrade. Nevertheless, the arbitrator determined that the Company did not comply with the obligation to supply Protrade with a year’s supply of patches, and awarded Protrade $ 1,500,250 1,432,000 68,250 On April 5, 2022, Protrade filed a Petition with the Supreme Court of New York Nassau County seeking to confirm the Award. On April 13, 2022, the Company submitted an application to the ICA seeking to correct an error in the award based on the evidence that the Company only sold 2-3 reusable patches per device contrary to the 33 reusable patches claimed by Protrade. The same arbitrator who issued the award, denied the application. On July 22, 2022, the Company filed a cross-motion seeking to vacate arbitration award on the grounds that the arbitrator exceeded her authority, that the award was procured by fraud, and that the arbitrator failed to follow procedures established by New York law. In particular, the Company averred in its motion that Protrade’s witness made false statements in arbitration, and that the arbitrator resolved a claim that was never raised by Protrade and that has no factual basis. On October 3, 2022, the court issued a decision granting Protrade its petition to confirm the award and denying the cross-motion. On November 9, 2022, the Company filed a motion to re-argue and renew its cross-motion to vacate the arbitration decision based on newer information that was not available during the initial hearing. On the same day, the Company also filed a notice of appeal with the Appellate Division, Second Department. On March 21, 2023, the court denied the motion to re-argue and renew. On July 10, 2023, the Company filed its appeal with the Appellate Division, Second Department. The Company intends to continue to vigorously pursue its opposition to the award in all appropriate fora. As of September 30, 2023 and December 31, 2022, the Company accrued the amount of the arbitration award to Protrade of approximately $ 1.9

RELATED PARTY TRANSACTION

RELATED PARTY TRANSACTION	9 Months Ended
	Sep. 30, 2023
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTION	NOTE 10 – RELATED PARTY TRANSACTION The firm of FisherBroyles LLP is handling the Company’s Protrade litigation and appeals. For the three and nine months ended September 30, 2023, the Company have been billed and paid legal fees from FisherBroyles amounting to $ 176 264 .

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 11 – SUBSEQUENT EVENTS On November 6, 2023, an investor exercised 203,977 0.001 203,977

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Basis of presentation and principles of consolidation	Basis of presentation and principles of consolidation The unaudited consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company’s condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for the interim financial information and with instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, the accompanying unaudited interim consolidated financial statements reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the financial position and results of operations of the Company. These condensed consolidated financial statements and notes thereto are unaudited and should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2022, as found in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on April 17, 2023. The balance sheet for December 31, 2022 was derived from the Company’s audited financial statements for the year ended December 31, 2022. The results of operations for the periods presented are not necessarily indicative of results that could be expected for the entire fiscal year due to seasonality and other factors. Certain information and footnote disclosures normally included in the consolidated financial statements in accordance with U.S. GAAP have been omitted in accordance with the rules and regulations of the SEC for interim reporting.
Use of estimates	Use of estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions. The Company believes that the estimates, judgments and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Foreign currency translation	Foreign currency translation Non-U.S. dollar denominated transactions and balances have been re-measured to U.S. dollars. All gains and losses from re-measurement of monetary balance sheet items denominated in non-U.S. dollar currencies are reflected in the statements of operations as other comprehensive income, as appropriate. The cumulative translation gains for the periods ended September 30, 2023 and 2022 were $ 36 57
Revenue recognition	Revenue recognition Revenues from product sales are recognized in accordance with ASC 606 “Revenue Recognition.” Five basic steps must be followed before revenue can be recognized; (1) Identifying the contract(s) with a customer that creates enforceable rights and obligations; (2) Identifying the performance obligations in the contract, such as promising to transfer goods or services to a customer; (3) Determining the transaction price, meaning the amount of consideration in a contract to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer; (4) Allocating the transaction price to the performance obligations in the contract, which requires the company to allocate the transaction price to each performance obligation on the basis of the relative standalone selling prices of each distinct good or services promised in the contract; and (5) Recognizing revenue when (or as) the entity satisfies a performance obligation by transferring a promised good or service to a customer. The amount of revenue recognized is the amount allocated to the satisfied performance obligation. Revenue from product sales is recorded at the net sales price, or “transaction price,” which includes estimates of variable consideration that result from coupons, discounts and distributor fees, processing fees, as well as allowances for returns and government rebates. The Company constrains revenue by considering factors that could otherwise lead to a probable reversal of revenue. Collectability of revenue is reasonably assured based on historical evidence of collectability between the Company and its customers. Revenues from sales to distributors are recognized at the time the products are delivered to the distributors (“sell-in”). The Company does not grant rights of return, credits, rebates, price protection, or other privileges on its products to distributors.
Recently adopted accounting standards	Recently adopted accounting standards In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) and also issued subsequent amendments to the initial guidance: ASU 2018-19, ASU 2019-04, and ASU 2019-05 (collectively, “Topic 326”). Topic 326 requires measurement and recognition of expected credit losses for financial assets held. This ASU is effective for interim and annual reporting periods beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted ASU 2016-13 as of January 1, 2023, and there was no material impact on its condensed consolidated financial statements upon adoption.

STOCKHOLDERS_ EQUITY (Tables)

STOCKHOLDERS’ EQUITY (Tables)	9 Months Ended
	Sep. 30, 2023
Equity [Abstract]
SCHEDULE OF OPTIONS ACTIVITY	SCHEDULE OF OPTIONS ACTIVITY Shares Under Options Weighted Average Exercise Price per Share Weighted Average Remaining Life (Years) Outstanding – December 31, 2021 127,000 $ 31.86 7.77 Granted 6,000 15.56 9.89 Exercised - - - Outstanding – March 31, 2022 133,000 $ 26.00 7.63 Granted - - - Exercised - - - Outstanding – June 30, 2022 133,000 $ 26.00 7.63 Granted - - - Exercised - - - Outstanding – September 30, 2022 133,000 $ 26.00 7.63 Outstanding – December 31, 2022 147,619 $ 24.42 7.24 Granted - - - Expired (3,000 ) 39.20 0.51 Exercised (5,459 ) 1.40 0.51 Outstanding – March 31, 2023 139,160 $ 25.01 6.91 Granted - - - Expired - - - Exercised - - - Outstanding – June 30, 2023 139,160 $ 25.01 6.91 Granted - - - Expired - - - Exercised - - - Outstanding – September 30, 2023 139,160 $ 25.01 6.91
SCHEDULE OF STOCK BASED EXPENSES RECOGNIZED SERVICES FROM EMPLOYEES AND NON-EMPLOYEES	The total stock-based expense recognized in the financial statements for services received from employees and non-employees is shown in the following table. SCHEDULE OF STOCK BASED EXPENSES RECOGNIZED SERVICES FROM EMPLOYEES AND NON-EMPLOYEES 2023 2022 2023 2022 Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 Research and development 1 2 5 5 Selling and marketing 6 6 18 18 General and administrative 29 108 146 264 Total $ 36 $ 116 $ 169 $ 287 Stock based compensation expense $ 36 $ 116 $ 169 $ 287
SCHEDULE OF WARRANTS ACTIVITY	SCHEDULE OF WARRANTS ACTIVITY Warrants Outstanding – December 31, 2021 115,467 Granted 12,500 Exercised - Cancelled (12,500 ) Outstanding – September 30, 2022 115,467 Outstanding – December 31, 2022 78,252 Granted 8,758,954 Exercised - Cancelled - Outstanding – September 30, 2023 8,837,206

LOSS PER SHARE APPLICABLE TO _2

LOSS PER SHARE APPLICABLE TO COMMON STOCKHOLDER (Tables)	9 Months Ended
	Sep. 30, 2023
Earnings Per Share [Abstract]
SUMMARY OF COMMON SHARE EQUIVALENTS BEEN EXCLUDED FROM DILUTIVE LOSS PER SHARE AS ANTI-DILUTIVE	The following table summarizes the Company’s securities, in common stock equivalents, which have been excluded from the calculation of dilutive loss per share as their effect would be anti-dilutive: SUMMARY OF COMMON SHARE EQUIVALENTS BEEN EXCLUDED FROM DILUTIVE LOSS PER SHARE AS ANTI-DILUTIVE September 30, September 30, Stock Options – employee and non-employee 139,160 133,000 Warrants 8,758,954 115,467 Total 8,898,114 248,467 Dilutive loss per share 8,898,114 248,467

GEOGRAPHIC INFORMATION AND MA_2

GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA (Tables)	9 Months Ended
	Sep. 30, 2023
Segment Reporting [Abstract]
SUMMARY OF REVENUE WITHIN GEOGRAPHIC AREAS	SUMMARY OF REVENUE WITHIN GEOGRAPHIC AREAS 2023 2022 2023 2022 Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 United States $ 445 $ 90 $ 1,037 $ 828 Australia/New Zealand 2 1 15 4 Europe - 6 19 13 Asia - - 1 9 Other 11 - 34 - Total $ 458 $ 97 $ 1,106 $ 854 Revenues geographic areas $ 458 $ 97 $ 1,106 $ 854

LEASES (Tables)

LEASES (Tables)	9 Months Ended
	Sep. 30, 2023
Leases
SCHEDULE OF LIABILITIES ARISING FROM OPERATING LEASES	The following table presents information about the amount and timing of liabilities arising from the Company’s operating leases as of September 30, 2023: SCHEDULE OF LIABILITIES ARISING FROM OPERATING LEASES 2023 $ 17 2024 3 Total undiscounted operating lease payments 20 Less: Imputed interest 1 Present value of operating lease liabilities $ 19

OTHER ASSETS (Tables)

OTHER ASSETS (Tables)	9 Months Ended
	Sep. 30, 2023
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
SCHEDULE OF WARRANTS ASSUMPTIONS	SCHEDULE OF WARRANTS ASSUMPTIONS September 30, December 31, Price at valuation $ 0.02 $ 0.02 Exercise price $ 0.19 $ 0.19 Risk free interest 4.61 % 3.96 % Expected term (in years) 7 8 Volatility 147.8 % 155.6 %
SCHEDULE OF CHANGES IN LEVEL 3 AND LIABILITY MEASURED AT FAIR VALUE	The following table presents changes in Level 3 asset and liability measured at fair value for the quarters ended September 30, 2023 and 2022: SCHEDULE OF CHANGES IN LEVEL 3 AND LIABILITY MEASURED AT FAIR VALUE Asset Balance – December 31, 2021 $ 19 Fair value adjustments – Sanuwave warrants (2 ) Balance – March 31, 2022 $ 17 Fair value adjustments – Sanuwave warrants (8 ) Balance – June 30, 2022 $ 9 Fair value adjustments – Sanuwave warrants (2 ) Balance – September 30, 2022 $ 7 Balance – December 31, 2022 3 Fair value adjustments – Sanuwave warrants 2 Balance – March 31, 2023 $ 5 Fair value adjustments – Sanuwave warrants (2 ) Balance – June 30, 2023 $ 3 Fair value adjustments – Sanuwave warrants (1 ) Balance – September 30, 2023 $ 2
SCHEDULE OF ASSETS AND LIABILITY MEASURED AT FAIR VALUE	The following table sets forth the Company’s assets and liabilities which are measured at fair value on a recurring basis by level within the fair value hierarchy: SCHEDULE OF ASSETS AND LIABILITY MEASURED AT FAIR VALUE Level I Level II Level III Total Fair Value Measurements as of September 30, 2023 Level I Level II Level III Total Asset: Other assets $ - $ - $ 2 $ 2 Level I Level II Level III Total Fair Value Measurements as of December 31, 2022 Level I Level II Level III Total Asset: Other assets $ - $ - $ 3 $ 3

GOING CONCERN, LIQUIDITY AND _2

GOING CONCERN, LIQUIDITY AND OTHER UNCERTAINTIES (Details Narrative) - USD ($)		1 Months Ended	3 Months Ended		9 Months Ended
	May 22, 2023	Aug. 31, 2023	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Oct. 31, 2023	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022	Jun. 30, 2022	Dec. 31, 2021
Proceeds from issuance sale of equity		$ 4,215,000
Stockholder's equity			$ 4,690,000	$ 3,154,000	$ 4,690,000	$ 3,154,000		$ 1,165,000	$ 2,200,000	$ 3,233,000	$ 4,134,000	$ 6,313,000
Value of listed securities	$ 35,000,000
Net income from continuing operations	$ 500,000		(727,000)	$ (955,000)	(2,898,000)	$ (3,389,000)
Inventory, Net			$ 3,179,000		$ 3,179,000					$ 2,175,000
Subsequent Event [Member]
Inventory, Net							$ 2,100,000
Minimum [Member]
Stockholder's equity									$ 2,500,000

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Accounting Policies [Abstract]
Gains and losses from foreign currency translation	$ 36	$ 57

SCHEDULE OF OPTIONS ACTIVITY (D

SCHEDULE OF OPTIONS ACTIVITY (Details) - Employee Options [Member] - $ / shares	3 Months Ended						9 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares Under Options Outstanding, Balance	139,160	139,160	147,619	133,000	133,000	127,000	147,619	127,000
Weighted Average Exercise Price per Share, Outstanding Balance	$ 25.01	$ 25.01	$ 24.42	$ 26	$ 26	$ 31.86	$ 24.42	$ 31.86
Weighted Average Remaining Life (Years), Outstanding	6 years 10 months 28 days	6 years 10 months 28 days	7 years 2 months 26 days		7 years 7 months 17 days	7 years 9 months 7 days
Shares Under Options, Granted						6,000		6,000
Weighted Average Exercise Price per Share, Granted						$ 15.56
Weighted Average Remaining Life (Years), Granted						9 years 10 months 20 days
Shares Under Options, Exercised	0	0	(5,459)	0	0	0	5,459	0
Weighted Average Exercise Price per Share, Exercised	$ 0	$ 0	$ 1.40	$ 0	$ 0	$ 0
Weighted Average Remaining Life (Years), Outstanding	6 years 10 months 28 days			7 years 7 months 17 days
Shares Under Options Outstanding, Balance	139,160	139,160	139,160	133,000	133,000	133,000	139,160	133,000
Weighted Average Exercise Price per Share, Outstanding Balance	$ 25.01	$ 25.01	$ 25.01	$ 26	$ 26	$ 26	$ 25.01	$ 26
Shares Under Options, Expired			(3,000)
Weighted Average Exercise Price per Share, Expired			$ 39.20
Weighted Average Remaining Life (Years), Expired			6 months 3 days
Weighted Average Remaining Life (Years), Exercised			6 months 3 days

SCHEDULE OF STOCK BASED EXPENSE

SCHEDULE OF STOCK BASED EXPENSES RECOGNIZED SERVICES FROM EMPLOYEES AND NON-EMPLOYEES (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Stock based compensation expense	$ 36	$ 116	$ 169	$ 287
Research and Development Expense [Member]
Stock based compensation expense	1	2	5	5
Selling and Marketing Expense [Member]
Stock based compensation expense	6	6	18	18
General and Administrative Expense [Member]
Stock based compensation expense	$ 29	$ 108	$ 146	$ 264

SCHEDULE OF WARRANTS ACTIVITY (

SCHEDULE OF WARRANTS ACTIVITY (Details) - Warrant [Member] - shares	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrants, Granted	8,758,954	12,500
Warrants, Canceled	0	12,500
Private Investors [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrants, Outstanding, Balance	78,252	115,467
Warrants, Granted	8,758,954	12,500
Warrants, Exercised
Warrants, Canceled		(12,500)
Warrants, Outstanding, Balance	8,837,206	115,467

STOCKHOLDERS_ EQUITY (Details N

STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)

3 Months Ended

9 Months Ended

Aug. 30, 2023

Jul. 05, 2023

Feb. 16, 2023

Feb. 08, 2023

Sep. 30, 2023

Jun. 30, 2023

Mar. 31, 2023

Sep. 30, 2022

Jun. 30, 2022

Mar. 31, 2022

Sep. 30, 2023

Sep. 30, 2022

Dec. 31, 2022

Accumulated Other Comprehensive Income (Loss) [Line Items]

Reverse stock split

1-for-20 Reverse Stock Split

Fractional shares

15,726

Common stock, par value

$ 0.001

$ 0.001

$ 0.001

Stock-based compensation expense

$ 36,000

$ 116,000

$ 169,000

$ 287,000

Non-vested stock options granted, unrecognized estimated compensation cost

$ 159,000

$ 159,000

Non-vested stock options granted, weighted average period

1 year 2 months 8 days

Wainwright [Membe

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of securities called by warrants or rights

218,023

218,023

Class of warrant or right expire date

Mar. 01, 2029

Mar. 01, 2029

Share price

$ 2.15

$ 2.15

Private Placement [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new share issued

8,540,931

Proceeds from issuance of private placement

$ 4,215,000

Common Stock [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new share issued

15,726

Number of securities called by warrants or rights

2,906,977

Class of warrant or right exercise price

$ 0.0001

Number of employee options expired

5,458

Warrant [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Warrants, granted

8,758,954

12,500

Warrants, exercised

0

12,500

A-1 Warrants [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of securities called by warrants or rights

2,906,977

Warrant exercise price

$ 1.47

A-2 Warrants [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of securities called by warrants or rights

2,906,977

Warrant exercise price

$ 1.47

Employee Options [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of employee options expired

0

0

(5,459)

0

0

0

5,459

0

Number of employee options granted

6,000

6,000

Number of employee options expired

0

3,000

Stock-based compensation expense

$ 36,000

$ 116,000

$ 169,000

$ 285,000

Purchase Agreement [Member] | Common Stock [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new share issued

180,000

Common stock, par value

$ 0.001

Purchase Agreement [Member] | Warrant [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of securities called by warrants or rights

2,726,977

Class of warrant or right exercise price

$ 0.0001

Purchase Agreement [Member] | A-1 Warrants [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of securities called by warrants or rights

2,906,977

Warrant exercise price

$ 1.47

Class of warrant or right expire date

Mar. 01, 2029

Purchase Agreement [Member] | A-2 Warrants [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of securities called by warrants or rights

2,906,977

Class of warrant or right exercise price

$ 1.72

Warrant exercise price

$ 1.47

Class of warrant or right expire date

Oct. 01, 2024

Shares issued, price per share

$ 1.7199

SUMMARY OF COMMON SHARE EQUIVAL

SUMMARY OF COMMON SHARE EQUIVALENTS BEEN EXCLUDED FROM DILUTIVE LOSS PER SHARE AS ANTI-DILUTIVE (Details) - shares	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Dilutive loss per share	8,898,114	248,467
Stock Options Employee And Non Employee [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Dilutive loss per share	139,160	133,000
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Dilutive loss per share	8,758,954	115,467

SUMMARY OF REVENUE WITHIN GEOGR

SUMMARY OF REVENUE WITHIN GEOGRAPHIC AREAS (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues geographic areas	$ 458	$ 97	$ 1,106	$ 854
UNITED STATES
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues geographic areas	445	90	1,037	828
AUSTRALIA
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues geographic areas	2	1	15	4
Europe [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues geographic areas		6	19	13
Asia [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues geographic areas			1	9
Other Country [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues geographic areas	$ 11		$ 34

GEOGRAPHIC INFORMATION AND MA_3

GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA (Details Narrative) - Revenue Benchmark [Member] - Customer Concentration Risk [Member]	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Two Customers [Member]
Revenue, Major Customer [Line Items]
Concentration risk, percentage	96%	76%	93%	92%
Customers One [Member]
Revenue, Major Customer [Line Items]
Concentration risk, percentage	49%	76%	58%	35%
Customers Two [Member]
Revenue, Major Customer [Line Items]
Concentration risk, percentage	46%	0%	35%	57%

SCHEDULE OF LIABILITIES ARISING

SCHEDULE OF LIABILITIES ARISING FROM OPERATING LEASES (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Leases
2023	$ 17
2024	3
Total undiscounted operating lease payments	20
Less: Imputed interest	1
Present value of operating lease liabilities	$ 19

LEASES (Details Narrative)

LEASES (Details Narrative) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Weighted-average remaining lease term	6 months 21 days
Weighted-average discount rate	10%
Operating lease, expense	$ 36	$ 14
Minimum [Member]
Lease term	2 years
Maximum [Member]
Lease term	3 years

SCHEDULE OF WARRANTS ASSUMPTION

SCHEDULE OF WARRANTS ASSUMPTIONS (Details) - Sanuwave Health, Inc. [Member]	Sep. 30, 2023 $ / shares	Dec. 31, 2022 $ / shares
Price at Valuation [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding, measurement input	0.02	0.02
Measurement Input, Exercise Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding, measurement input	0.19	0.19
Measurement Input, Risk Free Interest Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding, measurement input	4.61	3.96
Measurement Input, Expected Term [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Expected term (in years)	7 years	8 years
Measurement Input, Price Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding, measurement input	147.8	155.6

SCHEDULE OF CHANGES IN LEVEL 3

SCHEDULE OF CHANGES IN LEVEL 3 AND LIABILITY MEASURED AT FAIR VALUE (Details) - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Offsetting Assets [Line Items]
Fair value adjustments - Sanuwave warrants	$ 1			$ 2			$ 1	$ 12
Derivative Asset [Member]
Offsetting Assets [Line Items]
Balance beginning	3	$ 5	$ 3	9	$ 17	$ 19	3	19
Fair value adjustments - Sanuwave warrants	(1)	(2)	2	(2)	(8)	(2)
Balance ending	$ 2	$ 3	$ 5	$ 7	$ 9	$ 17	$ 2	$ 7

SCHEDULE OF ASSETS AND LIABILIT

SCHEDULE OF ASSETS AND LIABILITY MEASURED AT FAIR VALUE (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Platform Operator, Crypto-Asset [Line Items]
Other assets	$ 2	$ 3
Fair Value, Inputs, Level 1 [Member]
Platform Operator, Crypto-Asset [Line Items]
Other assets
Fair Value, Inputs, Level 2 [Member]
Platform Operator, Crypto-Asset [Line Items]
Other assets
Fair Value, Inputs, Level 3 [Member]
Platform Operator, Crypto-Asset [Line Items]
Other assets	$ 2	$ 3

OTHER ASSETS (Details Narrative

OTHER ASSETS (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Apr. 09, 2020
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Fair value of warrants	$ 1	$ 2	$ 1	$ 12
Warrants leaving balance	$ 2		$ 2
Licensing Agreement [Member] | Sanuwave Health, Inc. [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Warrants and rights outstanding term					10 years
Warrants issued to purchase common stock					127,000
Exercise price of warrants per share					$ 0.19

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)			9 Months Ended	12 Months Ended
	Mar. 15, 2023	Feb. 26, 2021	Sep. 30, 2023	Dec. 31, 2022
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Loss contingency damages sought value	$ 1,500,250	$ 3,000,000
Damages awarded value	1,432,000
Loss contingency damages paid value	$ 68,250
Arbitrator [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Damages awarded value			$ 1,900,000	$ 1,900,000

RELATED PARTY TRANSACTION (Deta

RELATED PARTY TRANSACTION (Details Narrative) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2023
Related Party Transactions [Abstract]
Legal fees paid	$ 176	$ 264

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - $ / shares	Nov. 06, 2023	Aug. 30, 2023
Common Stock [Member]
Subsequent Event [Line Items]
Exercised warrant		2,906,977
Warrant price per share		$ 0.0001
Subsequent Event [Member] | Prefunded Warrant [Member]
Subsequent Event [Line Items]
Exercised warrant	203,977
Warrant price per share	$ 0.001
Subsequent Event [Member] | Common Stock [Member] | Securities Purchase Agreement [Member]
Subsequent Event [Line Items]
Purchase warrant	203,977