NanoVibronix (NAOV) 10-Q 14 Nov 24 2024 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2024	Nov. 14, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2024
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2024
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	969 Pruitt Ave
Entity Address, City or Town	Tyler
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77569
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		3,752,354

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current assets:
Cash	$ 1,305	$ 3,283
Trade receivables	580	318
Prepaid expenses and other accounts receivable	242	154
Inventory	2,250	2,732
Total current assets	4,377	6,487
Noncurrent assets:
Fixed assets, net	9	7
Other assets		1
Severance pay fund	170	174
Operating lease right-of-use assets, net	126	5
Total non-current assets	305	187
Total assets	4,682	6,674
Current liabilities:
Trade payables	25	138
Other accounts payable and accrued expenses	2,420	2,265
Deferred licensing income, current	27	46
Operating lease liabilities, current	49	5
Total current liabilities	2,521	2,454
Non-current liabilities:
Accrued severance pay	212	217
Deferred licensing income, non-current		15
Operating lease liabilities, non-current	77
Total liabilities	2,810	2,686
Commitments and contingencies
Stockholders’ equity:
Common Stock of $0.001 par value – Authorized: 40,000,000 shares at September 30, 2024 and December 31, 2023, respectively; issued and outstanding: 2,784,353 and 2,046,307 shares at September 30, 2024 and December 31, 2023, respectively	3	2
Additional paid in capital	70,314	70,149
Accumulated other comprehensive income	(75)	(67)
Accumulated deficit	(68,370)	(66,096)
Total stockholders’ equity	1,872	3,988
Total liabilities and stockholders’ equity	4,682	6,674
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, 2024	Dec. 31, 2023
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	40,000,000	40,000,000
Common stock, shares issued	2,784,353	2,046,307
Common stock, shares outstanding	2,784,353	2,046,307
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	40,000
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, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
Revenues	$ 376	$ 458	$ 2,114	$ 1,106
Cost of revenues	243	109	889	306
Gross profit	133	349	1,225	800
Operating expenses:
Research and development	249	33	557	123
Selling and marketing	181	190	545	631
General and administrative	673	796	2,335	2,780
Total operating expenses	1,103	1,019	3,437	3,534
Loss from operations	(970)	(670)	(2,212)	(2,734)
Interest expense	(33)	(35)	(101)	(102)
Financial expense, net	8	(19)	53	(44)
Loss before taxes on income	(995)	(724)	(2,260)	(2,880)
Income tax expense	(3)	(3)	(14)	(18)
Net loss	$ (998)	$ (727)	$ (2,274)	$ (2,898)
Basic net loss available for holders of common stock	$ (0.36)	$ (0.42)	$ (0.84)	$ (1.73)
Diluted net loss available for holders of common stock	$ (0.36)	$ (0.42)	$ (0.84)	$ (1.73)
Weighted average common stock outstanding, basic	2,803,181	1,721,026	2,712,836	1,678,684
Weighted average common stock outstanding, diluted	2,803,181	1,721,026	2,712,836	1,678,684
Comprehensive loss:
Net loss available to common stockholders	$ (998)	$ (727)	$ (2,274)	$ (2,898)
Change in foreign currency translation adjustments	(3)	1	(8)	(36)
Comprehensive loss available to common stockholders	$ (1,001)	$ (726)	$ (2,282)	$ (2,934)

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, 2022					$ 2	$ 65,634	$ (18)	$ (62,385)	$ 3,233
Balance, shares at Dec. 31, 2022					1,641,146
Stock-based compensation						169			169
Exercise of pre-funded warrants						7			7
Exercise of pre-funded warrants, shares					5,458
Currency translation adjustment							(36)		(36)
Issuance of Common stock						4,215			4,215
Issuance of Common stock, shares					180,000
Other comprehensive loss
Net loss								(2,898)	(2,898)
Exercise of options
Rounding-up of fractional shares due to reverse stock split
Rounding-up of fractional shares due to reverse 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 Dec. 31, 2023					$ 2	70,149	(67)	(66,096)	3,988
Balance, shares at Dec. 31, 2023					2,046,307
Stock-based compensation						165			165
Exercise of pre-funded warrants					$ 1				1
Exercise of pre-funded warrants, shares					995,000
Currency translation adjustment							(8)		(8)
Issuance of Common stock
Issuance of Common stock, shares					46
Other comprehensive loss
Net loss								(2,274)	(2,274)
Balance at Sep. 30, 2024					$ 3	$ 70,314	$ (75)	$ (68,370)	$ 1,872
Balance, shares at Sep. 30, 2024					3,041,353

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash flows from operating activities:
Net loss	$ (2,274)	$ (2,898)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1	1
Stock-based compensation	165	169
Noncash interest expense	100	102
Change in fair value of equity investment		1
Gain/Loss on termination of investment	1
Changes in operating assets and liabilities:
Trade receivable	(261)	(23)
Other accounts receivable and prepaid expenses	(88)	542
Inventory	482	(1,004)
Trade payables	(113)	(4)
Other accounts payable and accrued expenses	54	61
Deferred revenue	(34)	(55)
Accrued severance pay, net	(1)	(3)
Net cash used in operating activities	(1,968)	(3,111)
Cash flows from investing activities:
Purchases of fixed assets	(3)	(1)
Net cash used in investing activities	(3)	(1)
Cash flows from financing activities:
Proceeds from issuance of common stock		4,215
Proceeds from exercise of options		7
Proceeds from exercise of prefunded warrants	1
Net cash provided by financing activities	1	4,222
Effects of currency translation on cash	(8)	(36)
Net (decrease) increase in cash	(1,978)	1,074
Cash at beginning of period	3,283	2,713
Cash at end of period	1,305	3,787
Supplemental disclosures of cash flow information:
Cash paid for interest
Cash paid for taxes

DESCRIPTION OF BUSINESS

DESCRIPTION OF BUSINESS	9 Months Ended
	Sep. 30, 2024
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, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
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. During the three and nine months ended September 30, 2024, the Company has incurred losses as well as negative cash outflows from operating activities and expects to incur losses and negative cash outflows from operating activities through at least fiscal year 2024. Because the Company does not have sufficient resources to fund its operations for the next twelve months from the date of this filing and there could be a significant arbitration payment due (see Note 10), substantial doubt exists as to the Company’s ability to continue as a going concern. 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 the Company’s 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.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2024
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, 2023, as found in the Company’s Annual Report on Form 10-K, as amended, initially filed with the Securities and Exchange Commission (the “SEC”) on April 8, 2024. The balance sheet for December 31, 2023 was derived from the Company’s audited financial statements for the year ended December 31, 2023. 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 three and nine months ended September 30, 2024 and 2023 were $ 3,000 8,000 1,000 36,000 Cash The Company holds cash in various banking institutions. Such funds are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $ 250,000 709,601 Trade receivables The Company’s trade receivable balance consists of amounts due from its customers. The Current Expected Credit Losses (“CECL”) impairment model requires an estimate of expected credit losses, measured over the contractual life of an instrument, which considers forecasts of future economic conditions in addition to information about past events and current conditions. Based on this model, the Company considers many factors, including the age of the balance, collection history, and current economic trends. Credit losses are written off after all collection efforts have ceased. Allowances for credit losses are recorded as a direct reduction from an asset’s amortized cost basis. Credit losses and recoveries are recorded in selling, general and administrative expenses in the consolidated statements of operations. Recoveries of financial assets previously written off are recorded when received. Trades receivables were $ 580,000 0 Advertising and Marketing Costs Costs associated with advertising are charged to expenses as occurred. For the three and nine months ended September 30, 2024 and 2023, the advertising and marketing costs were $ 11,000 41,000 26,000 90,000 Property and Equipment, net Property and equipment are stated at cost. Depreciation is computed primarily using the straight-line method over the estimated useful lives of the assets. Expenditures for repairs and maintenance are charged to expense as incurred. For assets sold or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts, and any related gain or loss is reflected in the condensed consolidated statement of operations or the period in which the disposal occurred. The Company utilizes a useful life ranging from 1 3 1,000 Management regularly reviews property and equipment for possible impairment. This review occurs annually or more frequently if events or changes in circumstances indicate the carrying amount of the asset may not be recoverable. Based on management’s assessment, there were no indicators of impairment of the Company’s property and equipment as of September 30, 2024 and December 31, 2023. 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, distributor fees and 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 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. In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) – Improvements to Income Tax Disclosures (ASU 2023-09). ASU 2023-09 requires that an entity, on an annual basis, disclose additional income tax information, primarily related to the rate reconciliation and income taxes paid. The amendment in the ASU is intended to enhance the transparency and decision usefulness of income tax disclosures. The ASU’s amendments are effective for annual periods beginning after December 15, 2024. The Company is currently evaluating the impact that adoption of ASU 2023-09 will have on its financial statements.

INVENTORY

INVENTORY	9 Months Ended
	Sep. 30, 2024
Inventory Disclosure [Abstract]
INVENTORY	NOTE 4 – INVENTORY Inventory consists of the following components: SCHEDULE OF INVENTORY September 30, December 31, Raw materials $ 311,000 $ 210,000 Finished goods 1,939,000 2,522,000 Inventory $ 2,250,000 $ 2,732,000

STOCKHOLDERS_ EQUITY

STOCKHOLDERS’ EQUITY	9 Months Ended
	Sep. 30, 2024
Equity [Abstract]
STOCKHOLDERS’ EQUITY	NOTE 5 – STOCKHOLDERS’ EQUITY Common stock The common stock, par value $ 0.001 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 15,726 46 All references in this Quarterly Report on Form 10-Q 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 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 were 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, between the Company and Wainwright (as amended, 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-month and nine-month period ended September 30, 2024, 0 0 5,459 During the three month and nine-month period ended September 30, 2024, 0 0 The options granted to employees and board members were recorded at a fair value and vested over ten years. During the three and nine-month period ended September 30, 2024, stock-based compensation expense of $ 29 165 36 169 SCHEDULE OF OPTIONS ACTIVITY Shares Under Options Weighted Average Exercise Price per Share Weighted Average Remaining Life (Years) Outstanding – December 31, 2022 147,619 $ 24.42 7.24 Granted - - - Expired (3,000 ) 39.20 0.51 Exercised (5,459 ) 1.40 0.24 Outstanding – March 31, 2023 139,160 $ 25.01 6.91 Granted - - - Exercised - - - Outstanding – June 30, 2023 139,160 $ 25.01 6.91 Granted - - - Exercised - - - Outstanding – September 30, 2023 139,160 $ 25.01 6.91 Outstanding – December 31, 2023 112,685 $ 13.10 8.41 Granted 90,000 0.90 9.82 Exercised - - - Expired (36 ) 39.2 0.16 Outstanding – March 31, 2024 202,650 $ 7.67 8.90 Granted - - - Exercised - - - Outstanding – June 30, 2024 202,650 7.67 8.90 Granted - - - Exercised - - - Expired - - - Outstanding – September 30, 2024 202,650 7.67 8.90 Warrants On August 30, 2023, the Company granted (a) Pre-Funded Warrants to purchase up to 2,726,977 0.0001 2,906,977 1.47 2,906,977 1.47 8,540,931 March 1, 2029 October 1, 2024 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 2.15 March 1, 2029 For the nine months ended September 30, 2024 and 2023, there were 995,000 8,758,954 257,000 0 SCHEDULE OF WARRANTS ACTIVITY Warrants Outstanding – December 31, 2022 78,252 Granted 8,758,954 Exercised - Canceled - Expired - Outstanding – September 30, 2023 8,837,206 Outstanding – December 31, 2023 8,633,229 Granted - Exercised (995,000 ) Canceled - Expired (12,000 ) Outstanding – September 30, 2024 7,626,229

LOSS PER SHARE APPLICABLE TO CO

LOSS PER SHARE APPLICABLE TO COMMON STOCKHOLDER	9 Months Ended
	Sep. 30, 2024
Earnings Per Share [Abstract]
LOSS PER SHARE APPLICABLE TO COMMON STOCKHOLDER	NOTE 6 – LOSS PER SHARE APPLICABLE TO COMMON STOCKHOLDER Basic net loss per share of Common Stock 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, 2024 and 2023 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 STOCK EQUIVALENTS EXCLUDED FROM CALCULATION OF DILUTIVE LOSS PER SHARE September 30, 2024 September 30, 2023 Stock Options – employee and non-employee 202,650 139,160 Warrants 7,626,229 8,758,954 Total 7,828,879 8,898,114 Anti-dilutive shares 7,828,879 8,898,114

GEOGRAPHIC INFORMATION AND MAJO

GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA	9 Months Ended
	Sep. 30, 2024
Segment Reporting [Abstract]
GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA	NOTE 7 – GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA The Company 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 2024 2023 2024 2023 Three Months Ended Nine Months Ended 2024 2023 2024 2023 United States $ 349,000 $ 445,000 $ 2,047,000 $ 1,037,000 Europe 8,000 - 8,000 19,000 Australia/New Zealand 7,000 2,000 21,000 15,000 Asia - - - 1,000 Other 12,000 11,000 38,000 34,000 Total $ 376,000 $ 458,000 $ 2,114,000 $ 1,106,000 Revenues $ 376,000 $ 458,000 $ 2,114,000 $ 1,106,000 The vast majority of the Company’s long-lived assets are all located in Israel. For both the three and nine months ended September 30, 2024, the Company’s largest customer comprised approximately 24 38 96 93 49 58 46 35

LEASES

LEASES	9 Months Ended
	Sep. 30, 2024
Leases [Abstract]
LEASES	NOTE 8 – 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 2.68 10 The Company incurred $ 58,000 The following table presents information about the amount and timing of liabilities arising from the Company’s operating leases as of September 30, 2024: SCHEDULE OF LIABILITIES ARISING FROM OPERATING LEASES 2024 $ 14 2025 60 2026 58 Thereafter 10 Total undiscounted operating lease payments 142 Less: Imputed interest 16 Present value of operating lease liabilities $ 126

OTHER ASSETS

OTHER ASSETS	9 Months Ended
	Sep. 30, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
OTHER ASSETS	NOTE 9 – OTHER ASSETS On April 9, 2020, pursuant to a licensing agreement entered into in March 2020, the Company received 10 127,000 0.19 The fair value for warrants received was estimated at the date of grant and at each reporting period using a Black-Scholes-Merton pricing model with the following underlying assumptions: SCHEDULE OF WARRANTS ASSUMPTIONS September 30, 2024 September 30, 2023 Price at valuation $ 0.03 $ 0.02 Exercise price $ 0.19 $ 0.19 Risk free interest 3.67 % 4.61 % Expected term (in years) 6 7 Volatility 128.6 % 147.8 % The Company considered this to be Level 3 inputs which are valued at each reporting period. As of September 12, 2024, the company terminated the licensing agreement with Sanuwave and recognized $ 3,000 1,000 (1,000 2,000 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 nine months ended September 30, 2024, and 2023. The following table presents changes in Level 3 asset and liability measured at fair value for the quarters ended September 30, 2024 and 2023: SCHEDULE OF CHANGES IN LEVEL 3 AND LIABILITY MEASURED AT FAIR VALUE Asset Balance – December 31, 2022 $ 3,000 Fair value adjustments – Sanuwave warrants 2,000 Balance – March 31, 2023 $ 5,000 Fair Value adjustments – Sanuwave warrants (2,000 ) Balance – September 30, 2023 3,000 Fair Value adjustments – Sanuwave warrants (1,000 ) Balance – September 30, 2023 2,000 Balance – December 31, 2023 1,000 Fair value adjustments – Sanuwave warrants 1,000 Balance – March 31, 2024 $ 2,000 Fair Value adjustments – Sanuwave warrants - Balance – June 30, 2024 2,000 Fair Value adjustments – Sanuwave warrants (2,000 ) Balance – September 30, 2024 - 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 LIABILITIES MEASURED AT FAIR VALUE Level I Level II Level III Total Fair Value Measurements as of September 30, 2024 Level I Level II Level III Total Asset: Other assets $ - $ - $ - $ - 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 $ - $ - $ 2,000 $ 2,000

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 10 – 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 that the Company is in breach of an Exclusive Distribution Agreement dated March 7, 2019, between Protrade and the Company (the “Exclusive Distribution Agreement”). 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 the 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 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 an 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, 2024 and December 31, 2023, the Company accrued the amount of the arbitration award to Protrade of approximately $ 2

RELATED PARTY TRANSACTION

RELATED PARTY TRANSACTION	9 Months Ended
	Sep. 30, 2024
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTION	NOTE 11 – RELATED PARTY TRANSACTION The firm FisherBroyles LLP is handling the Company’s Protrade litigation and appeals. For the three and nine months ended September 30, 2024, the Company has been billed and paid legal fees from FisherBroyles amounting to $ 0 9,922 37,670

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 12 – SUBSEQUENT EVENTS The Company has evaluated for other subsequent events through November 14, 2024. In October 2024, 711,000 711,000 Based on this evaluation, the Company has determined that there are no other material subsequent events that require disclosure in these financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2024
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, 2023, as found in the Company’s Annual Report on Form 10-K, as amended, initially filed with the Securities and Exchange Commission (the “SEC”) on April 8, 2024. The balance sheet for December 31, 2023 was derived from the Company’s audited financial statements for the year ended December 31, 2023. 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 three and nine months ended September 30, 2024 and 2023 were $ 3,000 8,000 1,000 36,000
Cash	Cash The Company holds cash in various banking institutions. Such funds are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $ 250,000 709,601
Trade receivables	Trade receivables The Company’s trade receivable balance consists of amounts due from its customers. The Current Expected Credit Losses (“CECL”) impairment model requires an estimate of expected credit losses, measured over the contractual life of an instrument, which considers forecasts of future economic conditions in addition to information about past events and current conditions. Based on this model, the Company considers many factors, including the age of the balance, collection history, and current economic trends. Credit losses are written off after all collection efforts have ceased. Allowances for credit losses are recorded as a direct reduction from an asset’s amortized cost basis. Credit losses and recoveries are recorded in selling, general and administrative expenses in the consolidated statements of operations. Recoveries of financial assets previously written off are recorded when received. Trades receivables were $ 580,000 0
Advertising and Marketing Costs	Advertising and Marketing Costs Costs associated with advertising are charged to expenses as occurred. For the three and nine months ended September 30, 2024 and 2023, the advertising and marketing costs were $ 11,000 41,000 26,000 90,000
Property and Equipment, net	Property and Equipment, net Property and equipment are stated at cost. Depreciation is computed primarily using the straight-line method over the estimated useful lives of the assets. Expenditures for repairs and maintenance are charged to expense as incurred. For assets sold or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts, and any related gain or loss is reflected in the condensed consolidated statement of operations or the period in which the disposal occurred. The Company utilizes a useful life ranging from 1 3 1,000 Management regularly reviews property and equipment for possible impairment. This review occurs annually or more frequently if events or changes in circumstances indicate the carrying amount of the asset may not be recoverable. Based on management’s assessment, there were no indicators of impairment of the Company’s property and equipment as of September 30, 2024 and December 31, 2023.
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, distributor fees and 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 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. In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) – Improvements to Income Tax Disclosures (ASU 2023-09). ASU 2023-09 requires that an entity, on an annual basis, disclose additional income tax information, primarily related to the rate reconciliation and income taxes paid. The amendment in the ASU is intended to enhance the transparency and decision usefulness of income tax disclosures. The ASU’s amendments are effective for annual periods beginning after December 15, 2024. The Company is currently evaluating the impact that adoption of ASU 2023-09 will have on its financial statements.

INVENTORY (Tables)

INVENTORY (Tables)	9 Months Ended
	Sep. 30, 2024
Inventory Disclosure [Abstract]
SCHEDULE OF INVENTORY	Inventory consists of the following components: SCHEDULE OF INVENTORY September 30, December 31, Raw materials $ 311,000 $ 210,000 Finished goods 1,939,000 2,522,000 Inventory $ 2,250,000 $ 2,732,000

STOCKHOLDERS_ EQUITY (Tables)

STOCKHOLDERS’ EQUITY (Tables)	9 Months Ended
	Sep. 30, 2024
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, 2022 147,619 $ 24.42 7.24 Granted - - - Expired (3,000 ) 39.20 0.51 Exercised (5,459 ) 1.40 0.24 Outstanding – March 31, 2023 139,160 $ 25.01 6.91 Granted - - - Exercised - - - Outstanding – June 30, 2023 139,160 $ 25.01 6.91 Granted - - - Exercised - - - Outstanding – September 30, 2023 139,160 $ 25.01 6.91 Outstanding – December 31, 2023 112,685 $ 13.10 8.41 Granted 90,000 0.90 9.82 Exercised - - - Expired (36 ) 39.2 0.16 Outstanding – March 31, 2024 202,650 $ 7.67 8.90 Granted - - - Exercised - - - Outstanding – June 30, 2024 202,650 7.67 8.90 Granted - - - Exercised - - - Expired - - - Outstanding – September 30, 2024 202,650 7.67 8.90
SCHEDULE OF WARRANTS ACTIVITY	SCHEDULE OF WARRANTS ACTIVITY Warrants Outstanding – December 31, 2022 78,252 Granted 8,758,954 Exercised - Canceled - Expired - Outstanding – September 30, 2023 8,837,206 Outstanding – December 31, 2023 8,633,229 Granted - Exercised (995,000 ) Canceled - Expired (12,000 ) Outstanding – September 30, 2024 7,626,229

LOSS PER SHARE APPLICABLE TO _2

LOSS PER SHARE APPLICABLE TO COMMON STOCKHOLDER (Tables)	9 Months Ended
	Sep. 30, 2024
Earnings Per Share [Abstract]
SUMMARY OF COMMON STOCK EQUIVALENTS EXCLUDED FROM CALCULATION OF DILUTIVE LOSS PER SHARE	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 STOCK EQUIVALENTS EXCLUDED FROM CALCULATION OF DILUTIVE LOSS PER SHARE September 30, 2024 September 30, 2023 Stock Options – employee and non-employee 202,650 139,160 Warrants 7,626,229 8,758,954 Total 7,828,879 8,898,114 Anti-dilutive shares 7,828,879 8,898,114

GEOGRAPHIC INFORMATION AND MA_2

GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA (Tables)	9 Months Ended
	Sep. 30, 2024
Segment Reporting [Abstract]
SUMMARY OF REVENUE WITHIN GEOGRAPHIC AREAS	The Company 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 2024 2023 2024 2023 Three Months Ended Nine Months Ended 2024 2023 2024 2023 United States $ 349,000 $ 445,000 $ 2,047,000 $ 1,037,000 Europe 8,000 - 8,000 19,000 Australia/New Zealand 7,000 2,000 21,000 15,000 Asia - - - 1,000 Other 12,000 11,000 38,000 34,000 Total $ 376,000 $ 458,000 $ 2,114,000 $ 1,106,000 Revenues $ 376,000 $ 458,000 $ 2,114,000 $ 1,106,000

LEASES (Tables)

LEASES (Tables)	9 Months Ended
	Sep. 30, 2024
Leases [Abstract]
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, 2024: SCHEDULE OF LIABILITIES ARISING FROM OPERATING LEASES 2024 $ 14 2025 60 2026 58 Thereafter 10 Total undiscounted operating lease payments 142 Less: Imputed interest 16 Present value of operating lease liabilities $ 126

OTHER ASSETS (Tables)

OTHER ASSETS (Tables)	9 Months Ended
	Sep. 30, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
SCHEDULE OF WARRANTS ASSUMPTIONS	SCHEDULE OF WARRANTS ASSUMPTIONS September 30, 2024 September 30, 2023 Price at valuation $ 0.03 $ 0.02 Exercise price $ 0.19 $ 0.19 Risk free interest 3.67 % 4.61 % Expected term (in years) 6 7 Volatility 128.6 % 147.8 %
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, 2024 and 2023: SCHEDULE OF CHANGES IN LEVEL 3 AND LIABILITY MEASURED AT FAIR VALUE Asset Balance – December 31, 2022 $ 3,000 Fair value adjustments – Sanuwave warrants 2,000 Balance – March 31, 2023 $ 5,000 Fair Value adjustments – Sanuwave warrants (2,000 ) Balance – September 30, 2023 3,000 Fair Value adjustments – Sanuwave warrants (1,000 ) Balance – September 30, 2023 2,000 Balance – December 31, 2023 1,000 Fair value adjustments – Sanuwave warrants 1,000 Balance – March 31, 2024 $ 2,000 Fair Value adjustments – Sanuwave warrants - Balance – June 30, 2024 2,000 Fair Value adjustments – Sanuwave warrants (2,000 ) Balance – September 30, 2024 -
SCHEDULE OF ASSETS AND LIABILITIES 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 LIABILITIES MEASURED AT FAIR VALUE Level I Level II Level III Total Fair Value Measurements as of September 30, 2024 Level I Level II Level III Total Asset: Other assets $ - $ - $ - $ - 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 $ - $ - $ 2,000 $ 2,000

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Property, Plant and Equipment [Line Items]
Cumulative translation gains	$ 3,000	$ 1,000	$ 8,000	$ 36,000
Cash FDIC, insured amount	250,000		250,000
Cash uninsured amount	709,601		709,601
Trades receivables	580,000		580,000
Change in current expected credit losses			0
Advertising and marketing costs	$ 11,000	$ 41,000	26,000	$ 90,000
Depreciation expense			$ 1,000
Minimum [Member]
Property, Plant and Equipment [Line Items]
Property plant and equipment, useful life	1 year		1 year
Maximum [Member]
Property, Plant and Equipment [Line Items]
Property plant and equipment, useful life	3 years		3 years

SCHEDULE OF INVENTORY (Details)

SCHEDULE OF INVENTORY (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Raw materials	$ 311	$ 210
Finished goods	1,939	2,522
Inventory	$ 2,250	$ 2,732

SCHEDULE OF OPTIONS ACTIVITY (D

SCHEDULE OF OPTIONS ACTIVITY (Details) - Share-Based Payment Arrangement, Option [Member] - $ / shares	3 Months Ended						9 Months Ended		12 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares Under Options, Outstanding Balance	202,650	202,650	112,685	139,160	139,160	147,619	112,685	147,619	147,619
Weighted Average Exercise Price per Share, Outstanding balance	$ 7.67	$ 7.67	$ 13.10	$ 25.01	$ 25.01	$ 24.42	$ 13.10	$ 24.42	$ 24.42
Weighted Average Remaining Life (Years), Outstanding	8 years 10 months 24 days	8 years 10 months 24 days	8 years 10 months 24 days	6 years 10 months 28 days	6 years 10 months 28 days	6 years 10 months 28 days			8 years 4 months 28 days	7 years 2 months 26 days
Shares Under Options, Granted			90,000
Weighted Average Exercise Price per Share, Granted			$ 0.90
Weighted Average Remaining Life (Years), Granted			9 years 9 months 25 days
Shares Under Options, Expired			(36)			(3,000)
Weighted Average Exercise Price per Share, Expired			$ 39.2			$ 39.20
Weighted Average Remaining Life (Years), Expired			1 month 28 days			6 months 3 days
Shares Under Options, Exercised				0		(5,459)		(5,459)
Weighted Average Exercise Price per Share, Exercised						$ 1.40
Weighted Average Remaining Life (Years), Exercised						2 months 26 days
Shares Under Options, Outstanding Balance	202,650	202,650	202,650	139,160	139,160	139,160	202,650	139,160	112,685	147,619
Weighted Average Exercise Price per Share, Outstanding balance	$ 7.67	$ 7.67	$ 7.67	$ 25.01	$ 25.01	$ 25.01	$ 7.67	$ 25.01	$ 13.10	$ 24.42

SCHEDULE OF WARRANTS ACTIVITY (

SCHEDULE OF WARRANTS ACTIVITY (Details) - Placement Agent Warrants [Member] - shares	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrants, Outstanding - Beginning balance	8,633,229	78,252
Warrants, Granted		8,758,954
Warrants, Exercised	(995,000)
Warrants, Canceled
Warrants, Expired	(12,000)
Warrants, Outstanding - Ending Balance	7,626,229	8,837,206

STOCKHOLDERS_ EQUITY (Details N

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

3 Months Ended

9 Months Ended

Aug. 30, 2023

Feb. 16, 2023

Feb. 08, 2023

Sep. 30, 2024

Jun. 30, 2024

Mar. 31, 2024

Sep. 30, 2023

Jun. 30, 2023

Mar. 31, 2023

Sep. 30, 2024

Sep. 30, 2023

Dec. 31, 2023

Jul. 05, 2023

Accumulated Other Comprehensive Income (Loss) [Line Items]

Common stock, per share

$ 0.001

$ 0.001

$ 0.001

Reverse stock split

1-for-20

Fractional shares

15,726

Share-Based Payment Arrangement, Option [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of options, exercised

0

5,459

5,459

Number of options granted

90,000

Stock-based compensation expense

$ 29,000

$ 36,000

$ 165,000

$ 169,000

Purchase Agreement [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Share price

$ 1.72

Proceeds from issuance of private placement

$ 4,215,000

Common Stock [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Fractional shares

46

15,726

Number of new share issued

46

180,000

Common Stock [Member] | Purchase Agreement [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of new share issued

180,000

Pre-Funded Warrants [Member] | Purchase Agreement [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of securities called by warrants or rights

2,726,977

Warrant exercise price

$ 0.0001

A-1 Warrants [Member] | Purchase Agreement [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

A-2 Warrants [Member] | Purchase Agreement [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

Oct. 01, 2024

Warrant [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Warrants, granted

995,000

8,758,954

Warrants, exercised

257,000

0

Warrant [Member] | Private Placement [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of securities called by warrants or rights

8,540,931

Warrant [Member] | Purchase Agreement [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Warrants puchase price per share

$ 1.7199

Placement Agent Warrants [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Warrants, granted

8,758,954

Placement Agent Warrants [Member] | Wainwright [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of securities called by warrants or rights

218,023

Class of warrant or right expire date

Mar. 01, 2029

Share price

$ 2.15

SUMMARY OF COMMON STOCK EQUIVAL

SUMMARY OF COMMON STOCK EQUIVALENTS EXCLUDED FROM CALCULATION OF DILUTIVE LOSS PER SHARE (Details) - shares	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive shares	7,828,879	8,898,114
Stock Options - Employee and Non-employee [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive shares	202,650	139,160
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive shares	7,626,229	8,758,954

SUMMARY OF REVENUE WITHIN GEOGR

SUMMARY OF REVENUE WITHIN GEOGRAPHIC AREAS (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	$ 376	$ 458	$ 2,114	$ 1,106
UNITED STATES
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	349	445	2,047	1,037
Europe [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	8		8	19
Australia/New Zealand [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	7	2	21	15
Asia [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues				1
Other [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	$ 12	$ 11	$ 38	$ 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, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Largest Customer [Member]
Revenue, Major Customer [Line Items]
Concentration risk, percentage	24%		38%
Two Largests Customers [Member]
Revenue, Major Customer [Line Items]
Concentration risk, percentage		96%		93%
Customer One [Member]
Revenue, Major Customer [Line Items]
Concentration risk, percentage		49%		58%
Other Customer [Member]
Revenue, Major Customer [Line Items]
Concentration risk, percentage		46%		35%

SCHEDULE OF LIABILITIES ARISING

SCHEDULE OF LIABILITIES ARISING FROM OPERATING LEASES (Details) $ in Thousands	Sep. 30, 2024 USD ($)
Leases [Abstract]
2024	$ 14
2025	60
2026	58
Thereafter	10
Total undiscounted operating lease payments	142
Less: Imputed interest	16
Present value of operating lease liabilities	$ 126

LEASES (Details Narrative)

LEASES (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Weighted-average remaining lease term	2 years 8 months 4 days
Weighted-average discount rate	10%
Operating lease, expense	$ 58,000	$ 58,000
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, 2024 $ / shares	Sep. 30, 2023 $ / shares
Price at Valuation [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding, measurement input	0.03	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	3.67	4.61
Measurement Input, Expected Term [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Expected term (in years)	6 years	7 years
Measurement Input, Price Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding, measurement input	128.6	147.8

SCHEDULE OF CHANGES IN LEVEL 3

SCHEDULE OF CHANGES IN LEVEL 3 AND LIABILITY MEASURED AT FAIR VALUE (Details) - USD ($)	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2023
Offsetting Assets [Line Items]
Fair value adjustments - Sanuwave warrants				$ (1,000)			$ (1,000)
Derivative Asset [Member]
Offsetting Assets [Line Items]
Balance ending	$ 2,000	$ 2,000	$ 1,000	3,000	$ 5,000	$ 3,000	3,000
Fair value adjustments - Sanuwave warrants	(2,000)		1,000	(1,000)	(2,000)	2,000
Balance ending		$ 2,000	$ 2,000	$ 2,000	$ 3,000	$ 5,000	$ 2,000

SCHEDULE OF ASSETS AND LIABILIT

SCHEDULE OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023
Platform Operator, Crypto Asset [Line Items]
Other assets		$ 2
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

OTHER ASSETS (Details Narrative

OTHER ASSETS (Details Narrative) - USD ($)		3 Months Ended	9 Months Ended
	Sep. 12, 2024	Sep. 30, 2023	Sep. 30, 2023	Apr. 09, 2020
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Gain loss on contract termination	$ 3,000
Increase decrease in termination value by offset	$ 1,000
Fair value of warrants		$ (1,000)	$ (1,000)
Warrants leaving balance		$ 2,000	$ 2,000
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, 2022	Feb. 26, 2021	Sep. 30, 2024	Dec. 31, 2023
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]
Damages awarded value			$ 2,000,000	$ 2,000,000

RELATED PARTY TRANSACTION (Deta

RELATED PARTY TRANSACTION (Details Narrative) - USD ($)	3 Months Ended	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2024
Legal fees paid	$ 0	$ 0
Pierson Ferdinand [Member]
Payments for fees	$ 9,922	$ 37,670

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - USD ($)	1 Months Ended	9 Months Ended
	Oct. 31, 2024	Sep. 30, 2024	Sep. 30, 2023
Subsequent Event [Line Items]
Number of warrants exercised		$ 1,000	$ 7,000
Common Stock [Member]
Subsequent Event [Line Items]
Number of warrants exercised		$ 1,000
Subsequent Event [Member] | Common Stock [Member]
Subsequent Event [Line Items]
Number of warrants exercised	$ 711,000
Subsequent Event [Member] | Pre-Funded Warrants [Member]
Subsequent Event [Line Items]
Number of warrants	711,000