Cover
Cover | 12 Months Ended |
Dec. 31, 2023 | |
Cover [Abstract] | |
Document Type | S-1/A |
Amendment Flag | true |
Amendment Description | Amendment No. 1 |
Entity Registrant Name | Ascent Solar Technologies, Inc. |
Entity Central Index Key | 0001350102 |
Entity Tax Identification Number | 20-3672603 |
Entity Incorporation, State or Country Code | DE |
Entity Address, Address Line One | 12300 Grant Street |
Entity Address, City or Town | Thornton |
Entity Address, State or Province | CO |
Entity Address, Postal Zip Code | 80241 |
City Area Code | 720 |
Local Phone Number | 872-5000 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | false |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Current Assets: | ||
Cash and cash equivalents | $ 1,048,733 | $ 11,483,018 |
Trade receivables, net of allowance of $0 and $26,000, respectively | 0 | 1,769 |
Inventories | 447,496 | 615,283 |
Prepaid and other current assets | 39,279 | 344,110 |
Total current assets | 1,535,508 | 12,444,180 |
Property, Plant and Equipment: | 21,177,892 | 22,590,169 |
Accumulated depreciation | (20,131,008) | (22,038,508) |
Net property, plant and equipment | 1,046,884 | 551,661 |
Other Assets: | ||
Operating lease right-of-use assets, net | 2,364,672 | 4,324,514 |
Patents, net of accumulated amortization of $173,387 and $154,218, respectively | 53,978 | 79,983 |
Equity method investment | 68,867 | 61,379 |
Other non-current assets | 1,228,797 | 1,214,985 |
Total other assets | 3,716,314 | 5,680,861 |
Total Assets | 6,298,706 | 18,676,702 |
Current Liabilities: | ||
Accounts payable | 579,237 | 595,157 |
Related party payables | 4,231 | 67,164 |
Accrued expenses | 1,354,159 | 888,869 |
Accrued payroll | 160,477 | 490,185 |
Severance payable | 437,079 | |
Accrued professional services fees | 849,282 | 952,573 |
Accrued interest | 628,145 | 559,060 |
Current portion of operating lease liability | 491,440 | 733,572 |
Conversions payable (Note 10) | 1,089,160 | |
Current portion of convertible notes, net | 354,936 | |
Other payable | 250,000 | 250,000 |
Total current liabilities | 5,761,067 | 4,973,659 |
Long-Term Liabilities: | ||
Non-current operating lease liabilities | 2,043,025 | 3,827,878 |
Non-current convertible notes, net | 5,268,399 | |
Accrued warranty liability | 21,225 | 21,225 |
Total liabilities | 7,825,317 | 14,091,161 |
Stockholders’ Equity (Deficit): | ||
Series A preferred stock, $.0001 par value; 750,000 shares authorized; 48,100 and 48,100 shares issued and outstanding, respectively ($899,069 and $850,301 Liquidation Preference, respectively) | 5 | 5 |
Common stock, $0.0001 par value, 500,000,000 authorized; 3,583,846 and 259,323 shares issued and outstanding, respectively | 358 | 26 |
Additional paid in capital | 480,942,526 | 452,139,027 |
Accumulated deficit | (482,478,436) | (447,537,493) |
Accumulated other comprehensive loss | 8,936 | (16,024) |
Total stockholders’ equity (deficit) | (1,526,611) | 4,585,541 |
Total Liabilities and Stockholders’ Equity (Deficit) | $ 6,298,706 | $ 18,676,702 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Allowance for doubtful accounts | $ 0 | $ 26,000 |
Patents, amortization | $ 173,387 | $ 154,218 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | |
Preferred stock, shares authorized (in shares) | 25,000,000 | |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 3,583,846 | 259,323 |
Common stock, shares outstanding (in shares) | 3,583,846 | 259,323 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 750,000 | 750,000 |
Preferred stock, shares issued (in shares) | 48,100 | 48,100 |
Preferred stock, shares outstanding (in shares) | 48,100 | 48,100 |
Preferred stock, liquidation preference | $ 899,069 | $ 850,301 |
STATEMENTS OF OPERATIONS AND CO
STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Revenues | ||
Total Revenues | $ 458,260 | $ 1,222,786 |
Costs and Expenses | ||
Costs of revenue | 1,892,341 | 2,011,459 |
Research, development and manufacturing operations | 3,222,283 | 5,975,921 |
Selling, general and administrative | 5,364,523 | 4,736,562 |
Share-based compensation | 2,243,445 | 5,478,734 |
Depreciation and amortization | 95,238 | 75,645 |
Impairment loss | 3,283,715 | 0 |
Total Costs and Expenses | 16,101,545 | 18,278,321 |
Loss from Operations | (15,643,285) | (17,055,535) |
Other Income/(Expense) | ||
Other income/(expense), net | 747,739 | 33,100 |
Interest expense | (2,174,118) | (2,704,909) |
Total Other Income/(Expense) | (1,426,379) | (2,671,809) |
Income/(Loss) on Equity Method Investment | (232) | (27,361) |
Net Income/(Loss) | (17,069,896) | (19,754,705) |
Less: Down round deemed dividend | (17,980,678) | |
Net Income Available to Common Shareholders | $ (35,050,574) | $ (17,069,896) |
Net Income/(Loss) Per Share (Basic) | $ (34.19) | $ (132) |
Net Income/(Loss) Per Share (Diluted) | $ (34.19) | $ (132) |
Weighted Average Common Shares Outstanding (Basic) | 1,025,097 | 149,016 |
Weighted Average Common Shares Outstanding (Diluted) | 1,025,097 | 149,016 |
Other Comprehensive Income/(Loss) | ||
Foreign currency translation gain/(loss) | $ 24,960 | $ (16,024) |
Net Comprehensive Income/(Loss) | (17,044,936) | (19,770,729) |
Product [Member] | ||
Revenues | ||
Total Revenues | 397,886 | 694,286 |
Milestone Arrangement [Member] | ||
Revenues | ||
Total Revenues | $ 60,374 | $ 528,500 |
STATEMENTS OF STOCKHOLDERS' EQU
STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) | Series A Preferred Stock [Member] Preferred Stock [Member] Cumulative Effect, Period of Adoption, Adjustment [Member] | Series A Preferred Stock [Member] Preferred Stock [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] L 1 Convertible Note [Member] | Series A Preferred Stock [Member] Preferred Stock [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] Sabby Note [Member] | Series A Preferred Stock [Member] Preferred Stock [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] Public Offering [Member] | Series A Preferred Stock [Member] Preferred Stock [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] | Series A Preferred Stock [Member] Preferred Stock [Member] Sabby Note [Member] | Series A Preferred Stock [Member] Preferred Stock [Member] Tubesolar AG [Member] | Series A Preferred Stock [Member] Preferred Stock [Member] Crowdex Convertible Note [Member] | Series A Preferred Stock [Member] Preferred Stock [Member] Global Ichiban Convertible Notes [Member] | Series A Preferred Stock [Member] Preferred Stock [Member] Nanyang Convertible Notes [Member] | Series A Preferred Stock [Member] Preferred Stock [Member] Fleur Note [Member] | Series A Preferred Stock [Member] Preferred Stock [Member] | Series A Preferred Stock [Member] Preferred Stock [Member] Private Placement [Member] | Series One B Preferred Stock [Member] Preferred Stock [Member] Cumulative Effect, Period of Adoption, Adjustment [Member] | Series One B Preferred Stock [Member] Preferred Stock [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] L 1 Convertible Note [Member] | Series One B Preferred Stock [Member] Preferred Stock [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] Sabby Note [Member] | Series One B Preferred Stock [Member] Preferred Stock [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] Public Offering [Member] | Series One B Preferred Stock [Member] Preferred Stock [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] | Series One B Preferred Stock [Member] Preferred Stock [Member] | Series One B Preferred Stock [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] | Series One B Preferred Stock [Member] | Common Stock [Member] L 1 Convertible Note [Member] | Series One A Preferred Stock [Member] Preferred Stock [Member] Sabby Note [Member] | Series One A Preferred Stock [Member] Preferred Stock [Member] Tubesolar AG [Member] | Series One A Preferred Stock [Member] Preferred Stock [Member] Crowdex Convertible Note [Member] | Series One A Preferred Stock [Member] Preferred Stock [Member] Global Ichiban Convertible Notes [Member] | Series One A Preferred Stock [Member] Preferred Stock [Member] Nanyang Convertible Notes [Member] | Series One A Preferred Stock [Member] Preferred Stock [Member] Fleur Note [Member] | Series One A Preferred Stock [Member] Preferred Stock [Member] | Series One A Preferred Stock [Member] Preferred Stock [Member] Private Placement [Member] | Series One A Preferred Stock [Member] Tubesolar AG [Member] | Series One A Preferred Stock [Member] Crowdex Convertible Note [Member] | Series One A Preferred Stock [Member] | Common Stock [Member] Cumulative Effect, Period of Adoption, Adjustment [Member] | Common Stock [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] L 1 Convertible Note [Member] | Common Stock [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] Sabby Note [Member] | Common Stock [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] Public Offering [Member] | Common Stock [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] | Common Stock [Member] Sabby Note [Member] | Common Stock [Member] Tubesolar AG [Member] | Common Stock [Member] Crowdex Convertible Note [Member] | Common Stock [Member] Global Ichiban Convertible Notes [Member] | Common Stock [Member] Nanyang Convertible Notes [Member] | Common Stock [Member] Fleur Note [Member] | Common Stock [Member] Public Offering [Member] | Common Stock [Member] | Common Stock [Member] Private Placement [Member] | Additional Paid-in Capital [Member] Cumulative Effect, Period of Adoption, Adjustment [Member] | Additional Paid-in Capital [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] L 1 Convertible Note [Member] | Additional Paid-in Capital [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] Sabby Note [Member] | Additional Paid-in Capital [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] Public Offering [Member] | Additional Paid-in Capital [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] | Additional Paid-in Capital [Member] Sabby Note [Member] | Additional Paid-in Capital [Member] Tubesolar AG [Member] | Additional Paid-in Capital [Member] Crowdex Convertible Note [Member] | Additional Paid-in Capital [Member] Global Ichiban Convertible Notes [Member] | Additional Paid-in Capital [Member] Nanyang Convertible Notes [Member] | Additional Paid-in Capital [Member] Fleur Note [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member] Private Placement [Member] | Retained Earnings [Member] Cumulative Effect, Period of Adoption, Adjustment [Member] | Retained Earnings [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] L 1 Convertible Note [Member] | Retained Earnings [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] Sabby Note [Member] | Retained Earnings [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] Public Offering [Member] | Retained Earnings [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] | Retained Earnings [Member] Sabby Note [Member] | Retained Earnings [Member] Tubesolar AG [Member] | Retained Earnings [Member] Crowdex Convertible Note [Member] | Retained Earnings [Member] Global Ichiban Convertible Notes [Member] | Retained Earnings [Member] Nanyang Convertible Notes [Member] | Retained Earnings [Member] Fleur Note [Member] | Retained Earnings [Member] | Retained Earnings [Member] Private Placement [Member] | AOCI Attributable to Parent [Member] Cumulative Effect, Period of Adoption, Adjustment [Member] | AOCI Attributable to Parent [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] L 1 Convertible Note [Member] | AOCI Attributable to Parent [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] Sabby Note [Member] | AOCI Attributable to Parent [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] Public Offering [Member] | AOCI Attributable to Parent [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member] | AOCI Attributable to Parent [Member] Sabby Note [Member] | AOCI Attributable to Parent [Member] Tubesolar AG [Member] | AOCI Attributable to Parent [Member] Crowdex Convertible Note [Member] | AOCI Attributable to Parent [Member] Global Ichiban Convertible Notes [Member] | AOCI Attributable to Parent [Member] Nanyang Convertible Notes [Member] | AOCI Attributable to Parent [Member] Fleur Note [Member] | AOCI Attributable to Parent [Member] | AOCI Attributable to Parent [Member] Private Placement [Member] | Cumulative Effect, Period of Adoption, Adjustment [Member] | Cumulative Effect, Period of Adoption, Adjusted Balance [Member] L 1 Convertible Note [Member] | Cumulative Effect, Period of Adoption, Adjusted Balance [Member] Sabby Note [Member] | Cumulative Effect, Period of Adoption, Adjusted Balance [Member] Public Offering [Member] | Cumulative Effect, Period of Adoption, Adjusted Balance [Member] | Sabby Note [Member] | Tubesolar AG [Member] | Crowdex Convertible Note [Member] | Global Ichiban Convertible Notes [Member] | Nanyang Convertible Notes [Member] | Fleur Note [Member] | Total | Private Placement [Member] |
Beginning balance, value at Dec. 31, 2021 | $ 5 | $ 12 | $ 424,949,165 | $ (427,782,788) | $ (2,833,606) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Beginning balance, shares at Dec. 31, 2021 | 48,100 | 3,700 | 113,256 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of Sabby Note into Common Stock | $ 2 | $ 1 | $ 8 | $ 2 | $ 1 | $ 107,101 | $ (2) | $ (1) | $ 7,899,992 | $ 1,499,998 | $ 999,999 | $ 107,101 | $ 7,900,000 | $ 1,500,000 | $ 1,000,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of shares, shares | (2,400) | (1,300) | 350 | 24,000 | 13,000 | 79,000 | 15,000 | 10,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Share-based compensation | 5,478,734 | 5,478,734 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Private placement costs | $ (1,276,017) | $ (1,276,017) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common stock (8/19 @ $540) | 2,551,405 | 2,551,405 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of Common Stock, shares | 4,717 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Warrants (8/19 @ $346) | 2,990,029 | $ 2,448,595 | 2,990,029 | $ 2,448,595 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net Loss | (19,754,705) | (19,754,705) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Foreign Currency Translation Gain/(Loss) | (16,024) | (16,024) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Beneficial conversion feature | 4,490,029 | 4,490,029 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Ending balance, value at Dec. 31, 2022 | $ 5 | $ 5 | $ 26 | $ 26 | $ 448,343,153 | 452,139,027 | $ (447,427,862) | (447,537,493) | $ (16,024) | (16,024) | $ 899,298 | 4,585,541 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Beginning balance, shares at Dec. 31, 2022 | 48,100 | 48,100 | 259,323 | 259,323 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Impact of adopting ASU 2020-06 | $ (3,795,874) | $ 109,631 | $ (3,686,243) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of Sabby Note into Common Stock | $ 33 | $ 13 | $ 806,769 | $ 2,275,585 | $ 806,802 | $ 2,275,598 | 6,990,269 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of shares, shares | 328,502 | 137,072 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Share-based compensation | 2,243,445 | 2,243,445 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common stock issued for services | 92,750 | 92,750 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common stock issued for services, shares | 1,425 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of Series 1B Preferred Stock | 900,000 | 900,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of Series 1B Preferred Stock, shares | 900 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Private placement costs | $ (1,068,796) | (20,000) | $ (1,068,796) | (20,000) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Down round deemed dividend | 17,980,678 | (17,980,678) | $ 17,980,678 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Common stock (8/19 @ $540) | 39 | 616,475 | 616,514 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of Common Stock, shares | 389,024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Prefunded warrants (10/2 @ $1.58) | 5,044,977 | 5,044,977 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Warrants (8/19 @ $346) | $ 4,627,737 | $ 4,627,737 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Repayment of Series 1B Preferred Stock | (900,000) | (900,000) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Repayment of Series 1B Preferred Stock, shares | (900) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of prefunded warrants | 247 | (247) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of prefunded warrants, shares | 2,468,500 | 2,468,500 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net Loss | (17,069,896) | (17,069,896) | $ (17,069,896) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Foreign Currency Translation Gain/(Loss) | $ 24,960 | $ 24,960 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Ending balance, value at Dec. 31, 2023 | $ 5 | $ 358 | $ 480,942,526 | $ (482,478,436) | $ 8,936 | $ (1,526,611) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Beginning balance, shares at Dec. 31, 2023 | 48,100 | 3,583,846 |
STATEMENTS OF STOCKHOLDERS' E_2
STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (Parenthetical) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Public Offering [Member] | ||
Subsidiary, Sale of Stock [Line Items] | ||
Common stock price per share | $ 1.58 | |
Prefunded warrants price share | 1.58 | |
Warrants price per share | $ 1.30 | |
Private Placement [Member] | ||
Subsidiary, Sale of Stock [Line Items] | ||
Common stock price per share | $ 540 | |
Warrants price per share | $ 346 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Operating Activities: | ||
Net income/(loss) | $ (17,069,896) | $ (19,754,705) |
Adjustments to reconcile net loss to cash used in operating activities: | ||
Depreciation and amortization | 95,238 | 75,645 |
Share-based compensation | 2,243,445 | 5,478,734 |
Services paid in common stock | 92,750 | |
Gain on lease modification | (84,678) | |
Loss on disposal of assets | 77,210 | |
Operating lease asset amortization | 667,526 | 694,229 |
Loss on equity method investment | 232 | 27,361 |
Patent write off | 26,419 | |
Impairment loss | 3,283,715 | 0 |
Amortization of debt discount | 1,809,566 | 2,609,389 |
Inventory write off and reserve expense | 114,301 | |
Other | 4,497 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 1,769 | 47,481 |
Inventories | (124,760) | (23,111) |
Prepaid expenses and other current assets | 192,273 | (686,359) |
Accounts payable | (15,920) | (47,008) |
Related party payable | (62,933) | 22,164 |
Operating lease liabilities | (649,991) | (656,334) |
Accrued interest | 69,085 | 83,389 |
Accrued expenses | (202,230) | 1,618,053 |
Net cash (used in) operating activities | (9,536,879) | (10,506,575) |
Investing Activities: | ||
Purchase of property, plant and equipment | (3,857,783) | (169,357) |
Contributions to equity method investment | (83,559) | |
Patent activity costs | (19,583) | (12,556) |
Net cash provided by (used in) investing activities | (3,877,366) | (265,472) |
Financing Activities: | ||
Proceeds from issuance of convertible debt and warrants | 13,500,000 | |
Proceeds from issuance of stock and warrants | 10,289,228 | 5,000,000 |
Proceeds from issuance of Series 1B Preferred Stock | 900,000 | |
Payment of convertible debt and conversions payable | (6,237,712) | |
Payment of Series 1B Preferred Stock | (900,000) | |
Financing issuance costs | (1,088,796) | (2,206,695) |
Net cash provided by (used in) financing activities | 2,962,720 | 16,293,305 |
Effect of foreign exchange rate on cash | 17,240 | |
Net change in cash and cash equivalents | (10,434,285) | 5,521,258 |
Cash and cash equivalents at beginning of period | 11,483,018 | 5,961,760 |
Cash and cash equivalents at end of period | 1,048,733 | 11,483,018 |
Supplemental Cash Flow Information: | ||
Cash paid for interest | 293,842 | |
Non-Cash Transactions: | ||
Conversions of preferred stock, convertible notes, and conversions payable to equity | 3,082,400 | 10,507,101 |
Series 1A preferred stock conversion | 740 | |
Operating lease assets obtained in exchange for operating lease liabilities | 53,193 | |
Purchase and return of equipment purchased on credit | (202,558) | 159,119 |
Conversion of bridge loan into common stock and warrants | 1,000,000 | |
Conversion of prefunded warrants | 247 | |
Down round deemed dividend | $ 17,980,678 |
ORGANIZATION
ORGANIZATION | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | NOTE 1. ORGANIZATION Ascent Solar Technologies, Inc. (“Ascent” or the "Company") was incorporated on October 18, 2005 from the separation by ITN Energy Systems, Inc. (“ITN”) of its Advanced Photovoltaic Division and all of that division’s key personnel, core technologies, and certain trade secrets and royalty free licenses to use in connection with the manufacturing, developing marketing, and commercializing Copper-Indium-Gallium-diSelenide (“CIGS”) photovoltaic (“PV”) products. ITN, a private company incorporated in 1994, is an incubator dedicated to the development of thin film, PV, battery, fuel cell and nano technologies. Through its work on research and development contracts for private and governmental entities, ITN developed proprietary processing and manufacturing know how applicable to PV products generally, and CIGS PV products in particular. ITN formed Ascent to commercialize its investment in CIGS PV technologies. The Company focus is on integrating its PV products into scalable and high value markets such as agrivoltaics, aerospace, satellites, near earth orbiting vehicles, and fixed wing unmanned aerial vehicles (“UAV”). The value proposition of Ascent’s proprietary solar technology not only aligns with the needs of customers in these industries, but also overcomes many of the obstacles other solar technologies face in these unique markets. Ascent has the capability to design and develop finished products for end users in these areas as well as collaborate with strategic partners to design and develop custom integrated solutions for products like fixed-wing UAVs. Ascent sees significant overlap of the needs of end users across some of these industries and can achieve economies of scale in sourcing, development, and production in commercializing products for these customers. On March 13, 2023, the Company redeployed its Thornton manufacturing facility as a Perovskite Center of Excellence and dedicated the facility to the industrial commercialization of the Company's patent-pending Perovskite solar technologies. On April 18, 2023, the Company completed its acquisition of the manufacturing assets of Flisom AG ("Flisom"), a Zurich based thin-film solar manufacturer and on June 16, 2023, exercised a put option to sell the assets (see Note 5). The Company has restarted production at its Thornton facility. On September 11, 2023, the Company effected a reverse stock split of the Company’s common stock at a ratio of one-for-two hundred 0.005 Although the Company is focused on various markets for its product, the Chief Executive Officer makes significant operating decisions and assesses the performance of the Company as a single business segment. Accordingly, the Company has one reportable segment. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates Cash Equivalents Inventories 105,915 338,348 Property, Plant and Equipment 3 10 Property, plant and equipment Useful Lives in Years Manufacturing machinery and equipment 5 10 Furniture, fixtures, computer hardware/software 3 7 Leasehold improvements life of lease Patents 53,978 79,983 6,678 25,847 47,300 54,136 19,583 12,556 19,169 19,168 As of December 31, 2023, future amortization of patents is expected as follows: Amortization of patents 2024 $ 6,493 2025 185 $ 6,678 Impairment of Long-lived Assets 3,283,715 0 Equity Method Investment Other Assets: Other assets As of December 31, 2023 2022 Lease security deposit $ 625,000 $ 625,000 Spare machine parts 603,797 589,985 Total Other Assets $ 1,228,797 $ 1,214,985 Related Party Payables Convertible Notes Convertible Preferred Stock "Distinguishing Liabilities from Equity" Product Warranties Leases The Company calculates the present value of future payments using the discount rate implicit in the lease, if available, or its incremental borrowing rate. The incremental borrowing rate is the rate of interest that a lessee would have to pay to borrow on a collateralized basis over a similar term at an amount equal to the lease payments in a similar economic environment. In determining the Company's operating lease right of use assets and operating lease liabilities, the Company applied these incremental borrowing rates to the minimum lease payments within the lease agreement. Revenue Recognition Product revenue. During the years ended December 31, 2023 and 2022, the Company recognized product revenue of $ 397,886 694,286 74% 23% 82% Milestone and engineering revenue. 60,374 528,500 Government contracts revenue. Cost based input methods of revenue recognition are considered a faithful depiction of our efforts to satisfy long-term government research and development contracts and therefore reflect the performance obligations under such contracts. Costs incurred that do not contribute to satisfying the Company's performance obligations are excluded from our input methods of revenue recognition as the amounts are not reflective of transferring control under the contract. Costs incurred towards contract completion may include direct costs plus allowable indirect costs and an allocable portion of the fixed fee. If actual and estimated costs to complete a contract indicate a loss, provision is made for the anticipated loss on the contract. No Receivables and Allowance for Doubtful Accounts The Company bills the government under cost-based research and development contracts at provisional billing rates which permit the recovery of indirect costs. These rates are subject to audit on an annual basis by the government agencies’ cognizant audit agency. The cost audit may result in the negotiation and determination of the final indirect cost rates. In the opinion of management, re-determination of any cost-based contracts will not have a material effect on the Company’s financial position or results of operations. As of December 31, 2023 and 2022, the Company had an accounts receivable, net balance of $ 0 1,769 0 26,000 The payment terms and conditions in customer contracts vary. Customers required to prepay are represented by deferred revenues, included in Accrued Liabilities on the Balance Sheets, until the Company’s performance obligations are satisfied. Invoiced customers are typically required to pay within 30 days of invoicing. Deferred revenue was as follows: Deferred revenue Balance as of January 1, 2022 $ 22,500 Additions 229,813 Recognized as revenue (239,313 ) Balance as of December 31, 2022 13,000 Additions 31,220 Recognized as revenue (43,285 ) Balance as of December 31, 2023 $ 935 Shipping and Handling Costs Share-Based Compensation Research, Development and Manufacturing Operations Costs 3,222,283 5,975,921 Marketing and Advertising Costs 93,474 7,605 Other Income (Expense) 769,983 Income Taxes The Company has analyzed filing positions in all of the federal and state jurisdictions where it is required to file income tax returns, as well as all open tax years (2020-2023) in these jurisdictions. The Company believes its income tax filing positions and deductions will be sustained on audit and does not anticipate any adjustments that will result in a material adverse effect on the Company’s financial condition, results of operations, or cash flows. Therefore, no reserves for uncertain income tax positions have been recorded. Earnings per Share Approximately 1.1 2.0 7,000 19,500 Fair Value Estimates · Level 1 – Quoted prices in active markets for identical assets or liabilities. · Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. · Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Certain long-lived assets and current liabilities have been measured at fair value on a recurring and non-recurring basis. The carrying amount of our debt outstanding approximates fair value because the Company's current borrowing rate does not materially differ from market rates for similar bank borrowings and are considered to be Level 2. The carrying value for cash and cash equivalents, accrued expenses and other assets and liabilities approximate their fair values due to their short maturities. In addition to the items measured at fair value on a recurring basis, in conjunction with the significant impairment loss taken during the year ended December 31, 2023, the Company also measured certain property, plant and equipment at fair value on a nonrecurring basis. These fair value measurements rely primarily on our specific inputs and assumptions about the use of the assets, as observable inputs are not available. Accordingly, we determined that these fair value measurements reside primarily within Level 3 of the fair value hierarchy. Recently Adopted Accounting Standards On January 1, 2023, the Company adopted ASU 2020-06. The adoption resulted in the elimination of the beneficial conversion feature recognized on the Company’s convertible debt. The Company elected to apply the modified retrospective method to all open contracts as of January 1, 2023, and the cumulative effect of initially applying ASU 2020-06 was recognized as an adjustment to the Company’s retained earnings balance as of January 1, 2023. Comparative periods have not been restated and continue to be reported under the accounting standard in effect for those periods. The cumulative effect of the changes made to the Company’s January 1, 2023, Balance Sheet for the adoption of ASU 2020-06 is as follows: Cumulative effect of changes in fianancial statement Balance at December 31, 2022 Adjustments Due to Adoption Balance at January 1, 2023 Liabilities Non-current convertible notes, net $ 5,268,399 $ 3,686,243 $ 8,954,642 Shareholders' equity Additional paid in capital 452,135,653 (3,795,874 ) 448,339,779 Accumulated deficit (447,537,493 ) 109,631 (447,427,862 ) The impact due to the change in accounting principle on net income and earnings per share for the year ended December 31, 2023 is as follows: Post ASU 2020-06 Pre ASU 2020-06 Difference Year Ended December 31, 2023 Net Loss $ (17,069,896 ) $ (25,739,479 ) $ 8,669,583 Net Loss attributable to common shareholders (35,050,574 ) (43,720,157 ) 8,669,583 Earnings Per Share (Basic and Diluted) $ (34.19 ) $ (42.65 ) $ (8.46 ) Recently Issued Accounting Standards In November 2023, the FASB issued ASU 2023-07, Segment Reporting: Improvement to Reportable Segment Disclosures In December 2023, the FASB issued ASU 2023-09, Income Taxes: Improvements to Income Tax Disclosures |
LIQUIDITY, CONTINUED OPERATIONS
LIQUIDITY, CONTINUED OPERATIONS, AND GOING CONCERN | 12 Months Ended |
Dec. 31, 2023 | |
Liquidity Continued Operations And Going Concern | |
LIQUIDITY, CONTINUED OPERATIONS, AND GOING CONCERN | NOTE 3. LIQUIDITY, CONTINUED OPERATIONS, AND GOING CONCERN During March 2023, the Company redeployed its Thornton manufacturing facility to focus on industrial commercialization of the Company's patent-pending Perovskite solar technologies. In April 2023, the Company purchased manufacturing assets in Zurich, Switzerland with plans to commence manufacturing using this equipment; however, in June 2023, Management exercised its put option to sell the this equipment (see Note 5) and restarted production at its Thornton facility and currently has limited PV production. The Company will continue to focus on integrating its PV products into scalable and high value markets which includes agrivoltaics, aerospace, etc. The Company does not expect that sales revenue and cash flows will be sufficient to support operations and cash requirements until it has fully implemented its relaunch strategy. During the year ended December 31, 2023 the Company used $ 9,536,879 5,761,067 Additionally, projected product revenues are not anticipated to result in a positive cash flow position for the year 2024 overall and, as of December 31, 2023, the Company has a working capital deficit of $ 4,225,559 The Company continues to seek additional funding through strategic or financial investors, but there is no assurance the Company will be able to raise additional capital on acceptable terms or at all. If the Company's revenues do not increase rapidly, and/or additional financing is not obtained, the Company will be required to significantly curtail operations to reduce costs and/or sell assets. Such actions would likely have an adverse impact on the Company's future operations. As a result of the Company’s recurring losses from operations, and the need for additional financing to fund its operating and capital requirements, there is uncertainty regarding the Company’s ability to maintain liquidity sufficient to operate its business effectively, which raises substantial doubt as to the Company’s ability to continue as a going concern. Management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. These financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 4. RELATED PARTY TRANSACTIONS On September 15, 2021, the Company entered into a Long-Term Supply and Joint Development Agreement (“JDA”) with TubeSolar, a former significant stakeholder in the Company. Under the terms of the JDA, the Company would produce, and TubeSolar will purchase, thin-film PV foils (“PV Foils”) for use in TubeSolar’s solar modules for agricultural photovoltaic (“APV”) applications that require solar foils for its production. Additionally, the Company will receive (i) up to $ 4 13.5 No 512,000 3,000 The Company and TubeSolar also established Ascent Solar Technologies Germany GmbH (“Ascent Germany”), in which TubeSolar holds of 30% 0 83,559 In June, 2023, TubeSolar filed an application for insolvency proceedings with the competent insolvency court due to insolvency and Management continues to monitor this situation. |
ASSET ACQUISITION
ASSET ACQUISITION | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
ASSET ACQUISITION | NOTE 5. ASSET ACQUISITION On April 17, 2023 2,800,000 At the Closing, the Company and Seller also entered into (i) a Transition Services Agreement requiring the Seller to provide transition support for the Company’s operation of the Assets, with fees to be paid by the Company for performing defined support services, (ii) a Sublease Agreement allowing the Company’s to use the Manufacturing Facility where the Assets are located, and (iii) a Technology License Agreement, pursuant to which Seller granted the Company a revocable, non-exclusive license to certain intellectual property rights of the Seller used in the operation of the Assets (the “Licensed IP”), subject to certain encumbrances on the Licensed IP in favor of Seller’s lender. The Company will also receive proceeds from fulfilling a supply agreement obligation for one of the Seller’s customers. The total purchase price, including transaction costs of $ 1,283,926 Summary of asset price allocation Asset Price Allocation Inventory Raw Material $ 130,030 Finished Goods 62,427 Other Assets 98,746 Fixed Assets Manufacturing machinery and equipment 3,682,621 Furniture, fixtures, computer hardware and 110,102 In addition to the Asset Purchase Agreement, on April 20, 2023 2,000,000 12 5,000,000 90 In September, 2023, Flisom filed for bankruptcy in Switzerland. These proceeding are in the initial phase and the Company's purchased Assets are located in the Manufacturing Facility. Management continues to be in discussion with the Facility landlord to resolve this matter. As the purchased Assets were no longer being utilized for its intended purpose and because the put option is in default, Management concluded that there was a change in circumstance that could indicate that the carrying value of of the Assets may not be recoverable. Based on Management's analysis, Management concluded the undiscounted cash flows were not sufficient to recover the Asset's carrying value and recorded an impairment loss of $ 3,283,715 As of December 31, 2023, the Company's remaining book value of the Assets was approximately $ 0.8 0.8 |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | NOTE 6. PROPERTY, PLANT AND EQUIPMENT The following table summarizes property, plant and equipment as of December 31, 2023 and 2022: Property, plant and equipment As of December 31, 2023 2022 Furniture, fixtures, computer hardware and computer software $ 468,588 $ 482,235 Leasehold improvements 15,995 87,957 Manufacturing machinery and equipment 20,661,222 21,739,504 Manufacturing machinery and equipment, in progress 32,087 280,473 Depreciable property, plant and equipment 21,177,892 22,590,169 Less: Accumulated depreciation and amortization (20,131,008 ) (22,038,508 ) Net property, plant and equipment $ 1,046,884 $ 551,661 Depreciation expense for the years ended December 31, 2023 and 2022 was $ 76,069 56,477 786,000 |
OPERATING LEASES
OPERATING LEASES | 12 Months Ended |
Dec. 31, 2023 | |
Operating Leases | |
OPERATING LEASES | NOTE 7. OPERATING LEASES In September 2020, the Company commenced a operating lease for approximately 100,000 The building lease term is for 88 September 21, 2020 50,000 80,000 Effective September 1, 2023, the lease was amended to reduce the rentable square feet from 100,000 75,000 1,292,316 1,376,994 84,678 As of December 31, 2023 and 2022, assets and liabilities related to the Company's lease were as follows: Schedule of assets and liabilities related to company's leases As of December 31, 2023 2022 Operating lease right-of-use assets, net $ 2,364,672 $ 4,324,514 Current portion of operating lease liability 491,440 733,572 Non-current portion of operating lease liability 2,043,025 3,827,878 During the years ended December 31, 2023 and 2022 the Company recorded operating lease costs included in Selling, general, and administrative expenses on the Statement of Operations of $ 961,333 1,042,346 Future maturities of the operating lease liability are as follows: Schedule future maturities of operating lease liability 2024 $ 769,129 2025 792,203 2026 815,969 2027 840,449 Total lease payments $ 3,217,750 Less amounts representing interest $ (683,285 ) Present value of lease liability $ 2,534,465 The remaining weighted average lease term and discount rate of the operating lease is 48.0 12.0% During the years ended December 31, 2023 and 2022, the Company recorded short term lease expense of approximately $ 326,400 16,200 |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE 8. INVENTORIES Inventories consisted of the following at December 31, 2023 and 2022: Schedule of inventory, net of reserves As of December 31, 2023 2022 Raw materials $ 445,721 $ 577,799 Work in process 1,775 37,351 Finished goods — 133 Total $ 447,496 $ 615,283 |
NOTES PAYABLE
NOTES PAYABLE | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | NOTE 9. NOTES PAYABLE Prior to 2020, the Company entered into an agreement with A vendor (“Vendor”) to convert the balance of their account into a note payable in the amount of $ 250,000 5% 81,336 |
CONVERTIBLE NOTES
CONVERTIBLE NOTES | 12 Months Ended |
Dec. 31, 2023 | |
Convertible Notes | |
CONVERTIBLE NOTES | NOTE 10. CONVERTIBLE NOTES The following tables provide a summary of the activity of the Company's convertible notes: Schedule of convertible debt Principal New Notes Notes Principal Less: Net BD1 Notes $ 9,900,000 $ — $ (2,000,000 ) $ (7,900,000 ) $ — $ — $ — Nanyang Note 500,000 — 1,000,000 (1,500,000 ) — — — Fleur — — 1,000,000 (1,000,000 ) — — — Sabby — 7,500,000 — (107,101 ) 7,392,899 (4,777,643 ) 2,615,256 L1 — 7,500,000 — — 7,500,000 (4,846,857 ) 2,653,143 $ 10,400,000 $ 15,000,000 $ — $ (10,507,101 ) $ 14,892,899 $ (9,624,500 ) $ 5,268,399 Principal Balance 12/31/2022 Principal Settled Principal Balance 12/31/203 Less: Discount Net Sabby $ 7,392,899 $ (7,392,899 ) $ — $ — $ — L1 7,500,000 (7,093,333 ) 406,667 (51,731 ) 354,936 $ 14,892,899 $ (14,486,232 ) $ 406,667 $ (51,731 ) $ 354,936 BD1 Convertible Note Prior to January 1, 2022, the Company entered into a securities exchange agreement (“BD1 Exchange Agreement”) with BD1, who had previously acquired $ 6,252,000 1,145,000 10.4 2 10,500,000 December 18, 2025 100 105,000 9,900,000 The Company accreted the discount on the remaining principal to interest expense, ratably, over the life of the note. On January 3, 2022, BD1 assigned $ 1,000,000 1,000,000 7,900,000 7,900,000 79,000 1,721,000 Nanyang Convertible Note Prior to January 1, 2022, Nanyang acquired $ 500,000 1,000,000 600,000 6,000 133,000 In July 2022, the Company and Nanyang agreed to waive the 4.99% 900,000 9,000 176,000 Fleur Convertible Note On January 21, 2022, as discussed above, BD1 assigned $ 1,000,000 700,000 7,000 155,000 In July 2022, the Company and Fleur agreed to waive the 4.99% 300,000 3,000 59,000 Sabby / L1 Convertible Note On December 19, 2022, the Company entered into a Securities Purchase Contract (the “Purchase Contract”) with two institutional investors (each, an “Investor” and collectively, the “Investors”) for the issuance of $ 12,500,000 11,250,000 18 4.5% Under the Purchase Contract, in a concurrent private placement (the “Private Placement”), the Company issued to the Investors an additional $ 2,500,000 2,250,000 250,000 The Advanced Notes are secured by a pledge of all assets of the Company pursuant to a Security Agreement, dated as of December 19, 2022. The Investors can converted the Advanced Notes into shares of the Company’s Common Stock at a conversion price, which is equal to the lower of (1) a 30% 92.5% 10 114 4.99% 9.99% Additionally, the Investors have the option to require early prepayment of the principal amount of the Registered Advance Notes in cash from up to 30% of the gross proceeds of any subsequent issuance by the Company, for cash, of shares of the Company’s Common Stock or convertible securities, or any combination of units thereof. The Company, pursuant to the terms in the Purchase Contract, 210 days after the date of the Purchase Contract, may request that one of the Investors (the “Additional Advance Notes Investor”) acquire from the Company for a purchase price equal to 90% of the principal amounts thereof, additional Advance Notes (the “Additional Advance Notes”) to be issued in a registered direct offering in an aggregate principal amount not to exceed $1,000,000 (or, with the consent of the Additional Advance Notes Investor, $ 2,000,000 35,000,000 no more than one Additional Advance Note may be issued during any 30-day period The Company also issued to the Investors warrants to purchase up to 12,568 786 On December 19, 2022, the Company received $ 13,500,000 13,500,000 Schedule of fair value of warrants Warrants Expected stock price volatility 129.5 % Dividend yield 0 % Risk-free interest rate 3.7 % Expected life of the warrants (in years) 2.5 Additionally, the Company determined the conversion feature was beneficial to the Investors at the date of issuance. The Company allocated a portion of the proceeds to the beneficial conversion feature ("BCF") based on its intrinsic value. The Company then allocated transaction costs based on these allocations resulting in the following allocation of proceeds: Summary of allocation of proceeds Principal Amount Allocation Original Note Discount Transaction Costs Net Amount Convertible Debt $ 15,000,000 $ (7,480,058 ) $ (1,500,000 ) $ (930,678 ) $ 5,089,264 Warrants — 2,990,029 — (462,256 ) 2,527,773 BCF — 4,490,029 — (694,155 ) 3,795,874 $ 15,000,000 $ — $ (1,500,000 ) $ (2,087,089 ) $ 11,412,911 On March 29, 2023 and on April 12, 2023, the Company and each of the Investors amended the agreements (the “Amendment”), to waive the event of default, provide a prepayment schedule for the Advance Notes held by each of the Investors, and reduce the floor price to $ 40 100% Summary of convertible notes prepayment Prepayment Date Aggregate April 3, 2023 $ 333,333 April 13, 2023 333,333 May 18, 2023 666,667 June 19, 2023 666,667 $ 2,000,000 On May 22, 2023, the Investors and the Company agreed to defer for 90 days each of the two prepayments of $ 666,667 (i) the May 18, 2023 payment was deferred until August 16, 2023, and (ii) the June 19, 2023 payment was delayed until September 17, 2023. On May 25, 2023, the Company and each of the Investors entered into a Waiver and Amendment Agreement (the “Second Amendment”) relating to the Securities Purchase Contract and the Advance Notes. Pursuant to the Second Amendment, the Company and each of the Investors agreed to amend the Advance Notes to provide that if the Company receives a Notice of Conversion at a time that the Conversion Price (or, as applicable, the Alternative Conversion Price) then in effect Price, without regard to the Floor Price (the “Applicable Conversion Price”), is less than the Floor Price then in effect, the Company shall issue a number of shares equal to the Conversion Amount divided by such Floor Price and, at its election (x) pay the economic difference between the Applicable Conversion Price and such Floor Price (the “Outstanding Conversion Amount”) in cash at such time or (y) pay the Outstanding Conversion Amount following the consummation of a reverse stock split by the Company (1) in cash or (2) by issuing to the Holder a number of shares of Common Stock with an aggregate value equal to the Outstanding Conversion Amount, with the value per share of Common Stock for purposes of such calculation equal to (i) if such shares are issued on or prior to August 23, 2023, the daily VWAP of the Common Stock on the Trading Day following the date of the consummation of such reverse stock split or (ii) if such shares are issued after August 23, 2023, 90% During the year ended December 31, 2023, the Company settled $14.5 million 14,486,232 Summary of settlement of debt Principal Settled Principal converted into stock $ 6,990,269 Principal converted into conversions payable 6,470,540 Cash Payments 1,025,423 Total Principal Settled $ 14,486,232 On December 1, 2023, the Company and each of the Investors agreed that future stock payments of existing conversion payable liabilities will be at an issue price of 100% 0.65 Summary of conversion payable activity Conversions payable Balance at January 1, 2023 $ — Additions to conversions payable 6,470,540 Cash payments (5,211,738 ) Conversions payable settled in stock (169,642 ) Balance at December 31, 2023 $ 1,089,160 During the years ended December 31, 2023 and 2022, the Company issued 465,574 350 4,077,510 The Securities Purchase Contract also included certain warrants to purchase up to 12,567 786 On April 14, 2023 9 37,500 240 1. The fixed conversion price of the remaining principal outstanding on the Advance Notes was lowered to $ 73.22 2. The exercise price of the outstanding Warrants was lowered to $ 73.22 3. The number of shares that the Warrants are exercisable for increased from 12,567 134,904 On June 29, 2023 900,000 900 28.00 The terms of the Series 1B SPA triggered certain further adjustments to the Advance Notes and the Warrants in accordance with the existing terms of the outstanding Advance Notes and the outstanding Warrants. Following these further adjustments in June 2023: 1. The fixed conversion price of the remaining principal outstanding on the Advance Notes was lowered to $ 25.36 2. The exercise price of the outstanding Warrants was lowered to $ 25.36 3. The number of shares that the Warrants are exercisable for increased from 134,904 389,500 On Sept 3,572,635 2.88 10.3 The terms of the Offering triggered certain further adjustments to the Advance Notes and the Warrants in accordance with the existing terms of the outstanding Advance Notes and the outstanding Warrants. Following these further adjustments in October 2023: 1. The fixed conversion price of the approximately then outstanding $ 400,000 1.76 2. The exercise price of the outstanding Warrants has been lowered to $ 1.76 3. The number of shares that the Warrants are exercisable for has been increased from 389,500 5,596,232 Pursu 17,980,678 The discount on the note is recorded as interest expense ratably over the term of the note. Interest payable on the Advance Notes, as of December 31, 2023 and 2022 was approximately $ 29,900 22,100 301,700 22,100 1,809,000 286,200 |
SERIES A PREFERRED STOCK
SERIES A PREFERRED STOCK | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
SERIES A PREFERRED STOCK | NOTE 11. SERIES A PREFERRED STOCK Holders of Series A Preferred Stock are entitled to cumulative dividends at a rate of 8% 10% The Series A Preferred Stock may be converted into shares of common stock at the option of the Company if the closing price of the common stock exceeds $ 232 8.00 48,100 1 Except as otherwise required by law (or with respect to approval of certain actions), the Series A Preferred Stock shall have no voting rights. Upon any liquidation, dissolution or winding up of the Company, after payment or provision for payment of debts and other liabilities of the Company, the holders of Series A Preferred Stock shall be entitled to receive, pari passu with any distribution to the holders of common stock of the Company, an amount equal to $ 8.00 As of December 31, 2023, there were 48,100 514,269 465,501 |
SERIES 1A PREFERRED STOCK
SERIES 1A PREFERRED STOCK | 12 Months Ended |
Dec. 31, 2023 | |
Series 1a Preferred Stock | |
SERIES 1A PREFERRED STOCK | NOTE 12. SERIES 1A PREFERRED STOCK Each share of Series 1A Preferred Stock has an original issue price of $ 1,000 100 Outstanding shares of Series 1A Preferred Stock are entitled to vote together with the holders of common stock as a single class (on an as-converted to common stock basis) on any matter presented to the stockholders of the Company for their action or consideration at any meeting of stock holders (or written consent of stockholders in lieu of meeting). Holders of the Series 1A Preferred Stock are not entitled to any fixed rate of dividends. If the Company pays a dividend or otherwise makes a distribution payable on shares of common stock, holders of the Series 1A Preferred Stock will receive such dividend or distribution on an as-converted to common stock basis. There are no specified redemption rights for the Series 1A Preferred Stock. Upon liquidation, dissolution or winding up, holders of Series 1A Preferred Stock will be entitled to be paid out of the Company’s assets, prior to the holders of our common stock, an amount equal to $ 1,000 As of January 1, 2022, Crowdex Investment, LLC ("Crowdex") owned 1,300 2,400 1,300 13,000 2,400 24,000 |
SERIES 1B PREFERRED STOCK
SERIES 1B PREFERRED STOCK | 12 Months Ended |
Dec. 31, 2023 | |
Series 1b Preferred Stock | |
SERIES 1B PREFERRED STOCK | NOTE 13. SERIES 1B PREFERRED STOCK On June 29, 2023 900 900,000 The Series 1B Preferred Stock ranks senior to the common stock with respect to dividends and rights upon liquidation. Holders of the Series 1B Preferred Stock do not have voting rights and are not entitled to any fixed rate of dividends; however, if the Company pays a dividend or otherwise makes a distribution or distributions payable on shares of common stock, then the Company will make a dividend or distribution to the holders of the Series 1B Preferred Stock in such amounts as each share of Series 1B Preferred Stock would have been entitled to receive if such share of Series 1B Preferred Stock was converted into shares of common stock at the time of payment of the stock dividend or distribution. There is no scheduled or mandatory redemption for the Series 1B Preferred Stock and there is no redemption for the Series 1B Preferred Stock exercisable (i) at the option of the Investor, or (ii) at the option of the Company. Upon our liquidation, dissolution or winding up, holders of Series 1B Preferred Stock will be entitled to be paid out of the Company assets, prior to the holders of our common stock, an amount equal to $ 1,000 Shares of the Series 1B Preferred Stock are convertible at the option of the holder into common stock at an initial conversion price of equal to $ 28.00 On the Reset Date, the conversion price shall be equal to the lower of (i) $ 28.00 90% 10 5 10.00 Holders of the Series 1B Preferred Stock (together with its affiliates) may not convert any portion of such Investor’s Series 1B Preferred Stock to the extent that the holder would beneficially own more than 4.99% 61 9.99% On October 2, 2023, with the closing of the Public Offering (Note 14), the Company retired the $ 900,000 |
STOCKHOLDERS_ EQUITY (DEFICIT)
STOCKHOLDERS’ EQUITY (DEFICIT) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY (DEFICIT) | NOTE 14. STOCKHOLDERS’ EQUITY (DEFICIT) Common Stock At, the Company had 500 0.0001 1 3,583,846 Private Placement Offering On August 4, 2022, the Company received $ 1,000,000 1 5,000,000 1,000,000 On August 8, 2022, the Company entered into a securities purchase agreement (“SPA”) with Lucro for the private placement (the “Common Stock Private Placement”) of an aggregate of 4,717 7,076 1,060 1.5 Each Warrant is exercisable for five 5 1,060 1 9.99% 61 19.99% 7,076 On August 19, 2022, the Company received $ 4,000,000 1,000,000 5,000,000 Schedule of fair value of warrants Warrants Expected stock price volatility 82 % Dividend yield 0 % Risk-free interest rate 3 % Expected life of the warrants (in years) 5 Public Offering On September 28, 2023, the Company entered into a placement agency agreement (the “Placement Agent Agreement”) with Dawson James Securities Inc. (“Dawson James”) pursuant to which the Company engaged Dawson James as the placement agent for a registered public offering by the Company (the “Offering”), of an aggregate of 3,572,635 2.88 10.3 Each Unit is comprised of (i) one share of common stock or, in lieu of common stock, one Prefunded warrant to purchase a share of common stock, and (ii) one common warrant to purchase a share of common stock. The Prefunded warrants are immediately exercisable at a price of $ 0.0001 2.88 5 The Company agreed to pay Dawson James a placement agent fee in cash equal to 8.00% 155,000 The Offering closed on October 2, 2023 and, in the Offering, the Company issued (i) 389,024 3,183,611 3,572,635 The $ 10.3 Schedule of fair value of warrants Warrants Expected stock price volatility 156 % Dividend yield 0 % Risk-free interest rate 5 % Expected life of the warrants (in years) 2.5 The Company used a portion of the proceeds from the Offering to retire approximately $ 5.2 900,000 During the year ended December 31, 2023, 2,468,500 Warrants As of December 31, 2023, there were 9,998,233 715,111 1.76 1,060 As of December 31, 2022, there were 19,647 786 1,060 Preferred Stock December 31, 2023, the Company had 25,000,000 0.0001 Schedule of stock by class Preferred Stock Series Designation Shares Shares Series A 750,000 48,100 Series 1A 5,000 — Series 1B 900 — Series B-1 2,000 — Series B-2 1,000 — Series C 1,000 — Series D 3,000 — Series D-1 2,500 — Series E 2,800 — Series F 7,000 — Series G 2,000 — Series H 2,500 — Series I 1,000 — Series J 1,350 — Series J-1 1,000 — Series K 20,000 — Series A Preferred Stock Refer to Note 11 for Series A Preferred Stock activity. Series 1A Preferred Stock Refer to Note 12 for Series 1A Preferred Stock activity. Series B-1, B-2, C, D, D-1, E, F, G, H, I, J, J-1, and K Preferred Stock There were no transactions involving the Series B-1, B-2, C, D, D-1, E, G, H, I, J, J-1, or K during the years ended December 31, 2023 and 2022. |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
SHARE-BASED COMPENSATION | NOTE 15. SHARE-BASED COMPENSATION On September 21, 2022, the Company’s Board of Directors appointed Jeffrey Max as the Company’s new Chief Executive Officer and granted an inducement grant of restricted stock units (“RSUs”) for an aggregate of 17,673 20% 80% 36 Any outstanding and unvested RSUs will accelerate and fully vest upon the earlier of (i) a change of control and (ii) the termination of Mr. Max’s employment for any reason other than (x) by the Company for cause or (y) by Mr. Max without good reason. 1,074 The RSUs will settle in eight equal increments on the last business day of each calendar quarter beginning with the initial settlement date of September 30, 2024. On December 12, 2022, the Company’s Board of Directors appointed Paul Warley as the Company’s new Chief Financial Officer and granted him an inducement grant of RSUs for an aggregate of 3,500 20% 80% 36 Any outstanding and unvested RSUs will accelerate and fully vest upon the earlier of (i) a change of control and (ii) the termination of Mr. Warley’s employment for any reason other than (x) by the Company for cause or (y) by Mr. Warley without good reason. 596 The RSUs will settle in eight equal increments on the last business day of each calendar quarter beginning with the initial settlement date of December 31, 2024. On April 26, 2023, the Company terminated its employment contract with Mr. Max resulting in the forfeiture of 11,389 1,867 1.1 24 2,243,445 5,478,734 Summary of non-vested restricted stock and related activity Shares Weighted Average Grant Date Fair Value Non-vested at January 1, 2022 — $ — Granted 21,173 994.00 Vested (5,413 ) 1,012.00 Forfeited — — Non-vested at December 31, 2022 15,760 $ 990.00 Granted — — Vested (2,504 ) 895.85 Forfeited (11,389 ) 1,074.00 Non-vested at December 31, 2023 1,867 $ 596.00 The fair values of the respective vesting dates of RSUs was $ 264,800 4,933,600 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 16. INCOME TAXES The Company records income taxes using the liability method. Under this method, deferred tax assets and are computed for the expected future impact of temporary differences between the financial statement and income tax bases of assets and liabilities using current income tax rates and for the expected future tax benefit to be derived from tax loss and tax credit carryforwards. ASC 740 provides detailed guidance for the financial statement recognition, measurement and disclosure of uncertain tax positions recognized in the financial statements. Tax positions must meet a “more-likely-than-not” recognition threshold before a benefit is recognized in the financial statements. At December 31, 2023, the Company had $ 233.6 83.9 87 Deferred income taxes reflect an estimate of the cumulative temporary differences recognized for financial reporting purposes from that recognized for income tax reporting purposes. At December 31, 2023 and 2022, the components of these temporary differences and the deferred tax asset were as follows: Schedule of deferred tax assets and liabilities As of December 31, 2023 2022 Deferred Tax Asset Accrued expenses $ 214,000 $ 388,000 Inventory allowance 26,000 83,000 Other — 7,000 Operating lease liability 627,000 1,122,000 Tax effect of NOL carryforward 78,427,000 76,089,000 Share-based compensation 1,909,000 1,348,000 Section 174 costs 547,000 355,000 Warranty reserve 5,000 5,000 Gross Deferred Tax Asset 81,755,000 79,397,000 Valuation allowance (81,142,000 ) (78,261,000 ) Net Deferred Tax Asset $ 613,000 $ 1,136,000 Operating lease right-of-use asset, net (585,000 ) (1,064,000 ) Depreciation (15,000 ) (52,000 ) Amortization (13,000 ) (20,000 ) Net Deferred Tax Liability $ (613,000 ) $ (1,136,000 ) Total — — In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Based upon the level of historical losses and projections of future taxable income over the periods in which the deferred tax assets are deductible, management believes it is not more-likely-than-not that the Company will realize the benefits of these deductible differences at December 31, 2023. The Company’s deferred tax valuation allowance of $81.1 million 81,142,000 2.8 78,261,000 As of December 31, 2023, the Company has not recorded a liability for uncertain tax positions. No The Company’s effective tax rate for the years ended December 31, 2023 and 2022 differs from the statutory rate due to the following (expressed as a percentage of pre-tax income): Schedule of effective income tax rate reconciliation 2023 2022 Federal statutory rate 21.0 % 21.0 % State statutory rate 2.7 % 3.1 % Permanent tax differences (5.9 )% (2.9 )% Deferred true-ups (0.9 )% (3.3 )% Deferred rate change — % (1.4 )% Change in valuation allowance (16.9 )% (16.5 )% Total — % — % |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 17. COMMITMENTS AND CONTINGENCIES On September 21, 2022, the Company and Victor Lee, our former CEO, entered into a Separation Agreement and Release of Claims September 21, 2022 (the “Separation Agreement”). Under the Separation Agreement Mr. Lee is entitled, subject to his non-revocation of a general release of claims in favor of the Company, to the following separation benefits: (i) payment of twelve (12) months salary equal to $ 360,000 200,000 0 363,000 On April 26, 2023, the board of directors of the Company terminated Mr. Max as the Company’s President and Chief Executive Officer. Mr. Max claims that his termination was not for cause as defined in his employment agreement which could enable him to certain benefits, including severance and vesting of restricted stock units. Management believes Mr. Max was terminated for cause and any such claims, if asserted, would be without substantial merit. Although the outcome of any legal proceedings is uncertain, the Company will vigorously defend any future claims made by Mr. Max. On August 15, 2023, H.C. Wainwright & Co., LLC (“Wainwright”) filed an action against the Company in the New York State Supreme Court in New York County. The complaint alleges a breach by the Company of an investment banking engagement letter entered into in October 2021. The Wainwright engagement letter expired in April 2022 without any financing transaction having been completed. The complaint claims that Wainright is entitled, under a “tail provision”, to an 8% 7% 15 1.2 2,169.5 605 The Company is subject to various legal proceedings, both asserted and unasserted, that arise in the ordinary course of business. The Company cannot predict the ultimate outcome of such legal proceedings or in certain instances provide reasonable ranges of potential losses. However, as of the date of this report, the Company believes that none of these claims will have a material adverse effect on its financial position or results of operations. In the event of unexpected subsequent developments and given the inherent unpredictability of these legal proceedings, there can be no assurance that the Company’s assessment of any claim will reflect the ultimate outcome, and an adverse outcome in certain matters could, from time to time, have a material adverse effect on the Company’s financial position or results of operations in particular quarterly or annual periods. |
RETIREMENT PLAN
RETIREMENT PLAN | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
RETIREMENT PLAN | NOTE 18. RETIREMENT PLAN The Company has a qualified 401(k) plan which provides retirement benefits for all of its eligible employees. Under the plan, employees become eligible to participate at the first entry date, provided they are at least 21 100% 4% 3 0.3333 107,526 129,040 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 19. SUBSEQUENT EVENTS Subsequent to December 31, 2023, approximately $ 160,400 209,997 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates |
Cash Equivalents | Cash Equivalents |
Inventories | Inventories 105,915 338,348 |
Property, Plant and Equipment | Property, Plant and Equipment 3 10 Property, plant and equipment Useful Lives in Years Manufacturing machinery and equipment 5 10 Furniture, fixtures, computer hardware/software 3 7 Leasehold improvements life of lease |
Patents | Patents 53,978 79,983 6,678 25,847 47,300 54,136 19,583 12,556 19,169 19,168 As of December 31, 2023, future amortization of patents is expected as follows: Amortization of patents 2024 $ 6,493 2025 185 $ 6,678 |
Impairment of Long-lived Assets | Impairment of Long-lived Assets 3,283,715 0 |
Equity Method Investment | Equity Method Investment Other Assets: Other assets As of December 31, 2023 2022 Lease security deposit $ 625,000 $ 625,000 Spare machine parts 603,797 589,985 Total Other Assets $ 1,228,797 $ 1,214,985 |
Related Party Payables | Related Party Payables |
Convertible Notes | Convertible Notes |
Convertible Preferred Stock | Convertible Preferred Stock "Distinguishing Liabilities from Equity" |
Product Warranties | Product Warranties |
Leases | Leases The Company calculates the present value of future payments using the discount rate implicit in the lease, if available, or its incremental borrowing rate. The incremental borrowing rate is the rate of interest that a lessee would have to pay to borrow on a collateralized basis over a similar term at an amount equal to the lease payments in a similar economic environment. In determining the Company's operating lease right of use assets and operating lease liabilities, the Company applied these incremental borrowing rates to the minimum lease payments within the lease agreement. |
Revenue Recognition | Revenue Recognition Product revenue. During the years ended December 31, 2023 and 2022, the Company recognized product revenue of $ 397,886 694,286 74% 23% 82% Milestone and engineering revenue. 60,374 528,500 Government contracts revenue. Cost based input methods of revenue recognition are considered a faithful depiction of our efforts to satisfy long-term government research and development contracts and therefore reflect the performance obligations under such contracts. Costs incurred that do not contribute to satisfying the Company's performance obligations are excluded from our input methods of revenue recognition as the amounts are not reflective of transferring control under the contract. Costs incurred towards contract completion may include direct costs plus allowable indirect costs and an allocable portion of the fixed fee. If actual and estimated costs to complete a contract indicate a loss, provision is made for the anticipated loss on the contract. No |
Receivables and Allowance for Doubtful Accounts | Receivables and Allowance for Doubtful Accounts The Company bills the government under cost-based research and development contracts at provisional billing rates which permit the recovery of indirect costs. These rates are subject to audit on an annual basis by the government agencies’ cognizant audit agency. The cost audit may result in the negotiation and determination of the final indirect cost rates. In the opinion of management, re-determination of any cost-based contracts will not have a material effect on the Company’s financial position or results of operations. As of December 31, 2023 and 2022, the Company had an accounts receivable, net balance of $ 0 1,769 0 26,000 The payment terms and conditions in customer contracts vary. Customers required to prepay are represented by deferred revenues, included in Accrued Liabilities on the Balance Sheets, until the Company’s performance obligations are satisfied. Invoiced customers are typically required to pay within 30 days of invoicing. Deferred revenue was as follows: Deferred revenue Balance as of January 1, 2022 $ 22,500 Additions 229,813 Recognized as revenue (239,313 ) Balance as of December 31, 2022 13,000 Additions 31,220 Recognized as revenue (43,285 ) Balance as of December 31, 2023 $ 935 |
Shipping and Handling Costs | Shipping and Handling Costs |
Share-Based Compensation | Share-Based Compensation |
Research, Development and Manufacturing Operations Costs | Research, Development and Manufacturing Operations Costs 3,222,283 5,975,921 |
Marketing and Advertising Costs | Marketing and Advertising Costs 93,474 7,605 |
Other Income (Expense) | Other Income (Expense) 769,983 |
Income Taxes | Income Taxes The Company has analyzed filing positions in all of the federal and state jurisdictions where it is required to file income tax returns, as well as all open tax years (2020-2023) in these jurisdictions. The Company believes its income tax filing positions and deductions will be sustained on audit and does not anticipate any adjustments that will result in a material adverse effect on the Company’s financial condition, results of operations, or cash flows. Therefore, no reserves for uncertain income tax positions have been recorded. |
Earnings per Share | Earnings per Share Approximately 1.1 2.0 7,000 19,500 |
Fair Value Estimates | Fair Value Estimates · Level 1 – Quoted prices in active markets for identical assets or liabilities. · Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. · Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Certain long-lived assets and current liabilities have been measured at fair value on a recurring and non-recurring basis. The carrying amount of our debt outstanding approximates fair value because the Company's current borrowing rate does not materially differ from market rates for similar bank borrowings and are considered to be Level 2. The carrying value for cash and cash equivalents, accrued expenses and other assets and liabilities approximate their fair values due to their short maturities. In addition to the items measured at fair value on a recurring basis, in conjunction with the significant impairment loss taken during the year ended December 31, 2023, the Company also measured certain property, plant and equipment at fair value on a nonrecurring basis. These fair value measurements rely primarily on our specific inputs and assumptions about the use of the assets, as observable inputs are not available. Accordingly, we determined that these fair value measurements reside primarily within Level 3 of the fair value hierarchy. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards On January 1, 2023, the Company adopted ASU 2020-06. The adoption resulted in the elimination of the beneficial conversion feature recognized on the Company’s convertible debt. The Company elected to apply the modified retrospective method to all open contracts as of January 1, 2023, and the cumulative effect of initially applying ASU 2020-06 was recognized as an adjustment to the Company’s retained earnings balance as of January 1, 2023. Comparative periods have not been restated and continue to be reported under the accounting standard in effect for those periods. The cumulative effect of the changes made to the Company’s January 1, 2023, Balance Sheet for the adoption of ASU 2020-06 is as follows: Cumulative effect of changes in fianancial statement Balance at December 31, 2022 Adjustments Due to Adoption Balance at January 1, 2023 Liabilities Non-current convertible notes, net $ 5,268,399 $ 3,686,243 $ 8,954,642 Shareholders' equity Additional paid in capital 452,135,653 (3,795,874 ) 448,339,779 Accumulated deficit (447,537,493 ) 109,631 (447,427,862 ) The impact due to the change in accounting principle on net income and earnings per share for the year ended December 31, 2023 is as follows: Post ASU 2020-06 Pre ASU 2020-06 Difference Year Ended December 31, 2023 Net Loss $ (17,069,896 ) $ (25,739,479 ) $ 8,669,583 Net Loss attributable to common shareholders (35,050,574 ) (43,720,157 ) 8,669,583 Earnings Per Share (Basic and Diluted) $ (34.19 ) $ (42.65 ) $ (8.46 ) Recently Issued Accounting Standards In November 2023, the FASB issued ASU 2023-07, Segment Reporting: Improvement to Reportable Segment Disclosures In December 2023, the FASB issued ASU 2023-09, Income Taxes: Improvements to Income Tax Disclosures |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Property, plant and equipment | Property, plant and equipment Useful Lives in Years Manufacturing machinery and equipment 5 10 Furniture, fixtures, computer hardware/software 3 7 Leasehold improvements life of lease |
Amortization of patents | Amortization of patents 2024 $ 6,493 2025 185 $ 6,678 |
Other assets | Other assets As of December 31, 2023 2022 Lease security deposit $ 625,000 $ 625,000 Spare machine parts 603,797 589,985 Total Other Assets $ 1,228,797 $ 1,214,985 |
Deferred revenue | Deferred revenue Balance as of January 1, 2022 $ 22,500 Additions 229,813 Recognized as revenue (239,313 ) Balance as of December 31, 2022 13,000 Additions 31,220 Recognized as revenue (43,285 ) Balance as of December 31, 2023 $ 935 |
Cumulative effect of changes in fianancial statement | Cumulative effect of changes in fianancial statement Balance at December 31, 2022 Adjustments Due to Adoption Balance at January 1, 2023 Liabilities Non-current convertible notes, net $ 5,268,399 $ 3,686,243 $ 8,954,642 Shareholders' equity Additional paid in capital 452,135,653 (3,795,874 ) 448,339,779 Accumulated deficit (447,537,493 ) 109,631 (447,427,862 ) The impact due to the change in accounting principle on net income and earnings per share for the year ended December 31, 2023 is as follows: Post ASU 2020-06 Pre ASU 2020-06 Difference Year Ended December 31, 2023 Net Loss $ (17,069,896 ) $ (25,739,479 ) $ 8,669,583 Net Loss attributable to common shareholders (35,050,574 ) (43,720,157 ) 8,669,583 Earnings Per Share (Basic and Diluted) $ (34.19 ) $ (42.65 ) $ (8.46 ) |
ASSET ACQUISITION (Tables)
ASSET ACQUISITION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Summary of asset price allocation | Summary of asset price allocation Asset Price Allocation Inventory Raw Material $ 130,030 Finished Goods 62,427 Other Assets 98,746 Fixed Assets Manufacturing machinery and equipment 3,682,621 Furniture, fixtures, computer hardware and 110,102 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, plant and equipment | Property, plant and equipment As of December 31, 2023 2022 Furniture, fixtures, computer hardware and computer software $ 468,588 $ 482,235 Leasehold improvements 15,995 87,957 Manufacturing machinery and equipment 20,661,222 21,739,504 Manufacturing machinery and equipment, in progress 32,087 280,473 Depreciable property, plant and equipment 21,177,892 22,590,169 Less: Accumulated depreciation and amortization (20,131,008 ) (22,038,508 ) Net property, plant and equipment $ 1,046,884 $ 551,661 |
OPERATING LEASES (Tables)
OPERATING LEASES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Operating Leases | |
Schedule of assets and liabilities related to company's leases | Schedule of assets and liabilities related to company's leases As of December 31, 2023 2022 Operating lease right-of-use assets, net $ 2,364,672 $ 4,324,514 Current portion of operating lease liability 491,440 733,572 Non-current portion of operating lease liability 2,043,025 3,827,878 |
Schedule future maturities of operating lease liability | Schedule future maturities of operating lease liability 2024 $ 769,129 2025 792,203 2026 815,969 2027 840,449 Total lease payments $ 3,217,750 Less amounts representing interest $ (683,285 ) Present value of lease liability $ 2,534,465 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory, net of reserves | Schedule of inventory, net of reserves As of December 31, 2023 2022 Raw materials $ 445,721 $ 577,799 Work in process 1,775 37,351 Finished goods — 133 Total $ 447,496 $ 615,283 |
CONVERTIBLE NOTES (Tables)
CONVERTIBLE NOTES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Instrument [Line Items] | |
Schedule of convertible debt | Schedule of convertible debt Principal New Notes Notes Principal Less: Net BD1 Notes $ 9,900,000 $ — $ (2,000,000 ) $ (7,900,000 ) $ — $ — $ — Nanyang Note 500,000 — 1,000,000 (1,500,000 ) — — — Fleur — — 1,000,000 (1,000,000 ) — — — Sabby — 7,500,000 — (107,101 ) 7,392,899 (4,777,643 ) 2,615,256 L1 — 7,500,000 — — 7,500,000 (4,846,857 ) 2,653,143 $ 10,400,000 $ 15,000,000 $ — $ (10,507,101 ) $ 14,892,899 $ (9,624,500 ) $ 5,268,399 Principal Balance 12/31/2022 Principal Settled Principal Balance 12/31/203 Less: Discount Net Sabby $ 7,392,899 $ (7,392,899 ) $ — $ — $ — L1 7,500,000 (7,093,333 ) 406,667 (51,731 ) 354,936 $ 14,892,899 $ (14,486,232 ) $ 406,667 $ (51,731 ) $ 354,936 |
Summary of allocation of proceeds | Summary of allocation of proceeds Principal Amount Allocation Original Note Discount Transaction Costs Net Amount Convertible Debt $ 15,000,000 $ (7,480,058 ) $ (1,500,000 ) $ (930,678 ) $ 5,089,264 Warrants — 2,990,029 — (462,256 ) 2,527,773 BCF — 4,490,029 — (694,155 ) 3,795,874 $ 15,000,000 $ — $ (1,500,000 ) $ (2,087,089 ) $ 11,412,911 |
Summary of convertible notes prepayment | Summary of convertible notes prepayment Prepayment Date Aggregate April 3, 2023 $ 333,333 April 13, 2023 333,333 May 18, 2023 666,667 June 19, 2023 666,667 $ 2,000,000 |
Summary of settlement of debt | Summary of settlement of debt Principal Settled Principal converted into stock $ 6,990,269 Principal converted into conversions payable 6,470,540 Cash Payments 1,025,423 Total Principal Settled $ 14,486,232 |
Summary of conversion payable activity | Summary of conversion payable activity Conversions payable Balance at January 1, 2023 $ — Additions to conversions payable 6,470,540 Cash payments (5,211,738 ) Conversions payable settled in stock (169,642 ) Balance at December 31, 2023 $ 1,089,160 |
Convertible Notes [Member] | |
Debt Instrument [Line Items] | |
Schedule of fair value of warrants | Schedule of fair value of warrants Warrants Expected stock price volatility 129.5 % Dividend yield 0 % Risk-free interest rate 3.7 % Expected life of the warrants (in years) 2.5 |
STOCKHOLDERS_ EQUITY (DEFICIT)
STOCKHOLDERS’ EQUITY (DEFICIT) (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Class of Warrant or Right [Line Items] | |
Schedule of stock by class | Schedule of stock by class Preferred Stock Series Designation Shares Shares Series A 750,000 48,100 Series 1A 5,000 — Series 1B 900 — Series B-1 2,000 — Series B-2 1,000 — Series C 1,000 — Series D 3,000 — Series D-1 2,500 — Series E 2,800 — Series F 7,000 — Series G 2,000 — Series H 2,500 — Series I 1,000 — Series J 1,350 — Series J-1 1,000 — Series K 20,000 — |
Warrant [Member] | |
Class of Warrant or Right [Line Items] | |
Schedule of fair value of warrants | Schedule of fair value of warrants Warrants Expected stock price volatility 82 % Dividend yield 0 % Risk-free interest rate 3 % Expected life of the warrants (in years) 5 |
Prefunded Warrant [Member] | |
Class of Warrant or Right [Line Items] | |
Schedule of fair value of warrants | Schedule of fair value of warrants Warrants Expected stock price volatility 156 % Dividend yield 0 % Risk-free interest rate 5 % Expected life of the warrants (in years) 2.5 |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of non-vested restricted stock and related activity | Summary of non-vested restricted stock and related activity Shares Weighted Average Grant Date Fair Value Non-vested at January 1, 2022 — $ — Granted 21,173 994.00 Vested (5,413 ) 1,012.00 Forfeited — — Non-vested at December 31, 2022 15,760 $ 990.00 Granted — — Vested (2,504 ) 895.85 Forfeited (11,389 ) 1,074.00 Non-vested at December 31, 2023 1,867 $ 596.00 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of deferred tax assets and liabilities | Schedule of deferred tax assets and liabilities As of December 31, 2023 2022 Deferred Tax Asset Accrued expenses $ 214,000 $ 388,000 Inventory allowance 26,000 83,000 Other — 7,000 Operating lease liability 627,000 1,122,000 Tax effect of NOL carryforward 78,427,000 76,089,000 Share-based compensation 1,909,000 1,348,000 Section 174 costs 547,000 355,000 Warranty reserve 5,000 5,000 Gross Deferred Tax Asset 81,755,000 79,397,000 Valuation allowance (81,142,000 ) (78,261,000 ) Net Deferred Tax Asset $ 613,000 $ 1,136,000 Operating lease right-of-use asset, net (585,000 ) (1,064,000 ) Depreciation (15,000 ) (52,000 ) Amortization (13,000 ) (20,000 ) Net Deferred Tax Liability $ (613,000 ) $ (1,136,000 ) Total — — |
Schedule of effective income tax rate reconciliation | Schedule of effective income tax rate reconciliation 2023 2022 Federal statutory rate 21.0 % 21.0 % State statutory rate 2.7 % 3.1 % Permanent tax differences (5.9 )% (2.9 )% Deferred true-ups (0.9 )% (3.3 )% Deferred rate change — % (1.4 )% Change in valuation allowance (16.9 )% (16.5 )% Total — % — % |
ORGANIZATION (Details Narrative
ORGANIZATION (Details Narrative) | Sep. 11, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Reverse stock split | 0.005 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant, and Equipment, Useful Life, Term, Description | life of lease |
Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 3 years |
Minimum [Member] | Machinery and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 5 years |
Minimum [Member] | Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 3 years |
Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 10 years |
Maximum [Member] | Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 7 years |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Total patent amortization expense | $ 53,978 | $ 79,983 |
Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total patent amortization expense | 54,136 | 79,983 |
Awarded Patents [Member] | Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
2024 | 6,493 | |
2025 | 185 | |
Total patent amortization expense | $ 6,678 | $ 25,847 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||
Lease security deposit | $ 625,000 | $ 625,000 |
Spare machine parts | 603,797 | 589,985 |
Total Other Assets | $ 1,228,797 | $ 1,214,985 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 3) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Jan. 02, 2023 | |
Beginning Balance | $ 13,000 | $ 22,500 | |
Additions | 31,220 | 229,813 | |
Recognized as revenue | (43,285) | (239,313) | |
Ending Balance | 935 | 13,000 | |
Non-current convertible notes, net | 5,268,399 | ||
Additional paid in capital | 480,942,526 | 452,139,027 | |
Accumulated deficit | (482,478,436) | (447,537,493) | |
Net Loss | (17,069,896) | (19,754,705) | |
Net Loss attributable to common shareholders | $ (35,050,574) | $ (17,069,896) | |
Earnings Per Share (Basic) | $ (34.19) | $ (132) | |
Earnings Per Share (Diluted) | $ (34.19) | $ (132) | |
Accounting Standards Update 2020-06 [Member] | |||
Non-current convertible notes, net | $ 8,954,642 | ||
Additional paid in capital | 448,339,779 | ||
Accumulated deficit | (447,427,862) | ||
Net Loss | $ (17,069,896) | ||
Net Loss attributable to common shareholders | $ (35,050,574) | ||
Earnings Per Share (Basic) | $ (34.19) | ||
Earnings Per Share (Diluted) | $ (34.19) | ||
Accounting Standards Update 2020-06 [Member] | Pre Accounting Standard Update 202006 [Member] | |||
Net Loss | $ (25,739,479) | ||
Net Loss attributable to common shareholders | $ (43,720,157) | ||
Earnings Per Share (Basic) | $ (42.65) | ||
Earnings Per Share (Diluted) | $ (42.65) | ||
Accounting Standards Update 2020-06 [Member] | Scenario, Adjustment [Member] | |||
Net Loss | $ 8,669,583 | ||
Net Loss attributable to common shareholders | $ 8,669,583 | ||
Earnings Per Share (Basic) | $ (8.46) | ||
Earnings Per Share (Diluted) | $ (8.46) | ||
Previously Reported [Member] | |||
Non-current convertible notes, net | $ 5,268,399 | ||
Additional paid in capital | 452,135,653 | ||
Accumulated deficit | $ (447,537,493) | ||
Revision of Prior Period, Adjustment [Member] | Accounting Standards Update 2020-06 [Member] | |||
Non-current convertible notes, net | 3,686,243 | ||
Additional paid in capital | (3,795,874) | ||
Accumulated deficit | $ 109,631 |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Product Information [Line Items] | ||
Inventory reserve balance | $ 105,915 | $ 338,348 |
Patents, net of amortization | 53,978 | 79,983 |
Impairment of long-lived assets | 3,283,715 | 0 |
Revenues | 458,260 | 1,222,786 |
Trade receivables, net of allowance of $0 and $26,000, respectively | 0 | 1,769 |
Allowance for doubtful accounts | 0 | 26,000 |
Research, development and manufacturing operations expenses | 3,222,283 | 5,975,921 |
Advertising expense | 93,474 | $ 7,605 |
Employee retention tax credit | $ 769,983 | |
Shares omitted from loss per share, anti-dilutive | 1,100,000 | 7,000 |
Warrant [Member] | ||
Product Information [Line Items] | ||
Shares omitted from loss per share, anti-dilutive | 2,000,000 | 19,500 |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | SWITZERLAND | ||
Product Information [Line Items] | ||
Concentration Risk, Percentage | 74% | |
Product [Member] | ||
Product Information [Line Items] | ||
Revenues | $ 397,886 | $ 694,286 |
Milestone Arrangement [Member] | ||
Product Information [Line Items] | ||
Revenues | 60,374 | 528,500 |
Government Research and Development [Member] | ||
Product Information [Line Items] | ||
Revenues | $ 0 | $ 0 |
Customer One [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||
Product Information [Line Items] | ||
Concentration Risk, Percentage | 23% | 82% |
Customer One [Member] | Product [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||
Product Information [Line Items] | ||
Revenues | $ 397,886 | $ 694,286 |
Patents [Member] | ||
Product Information [Line Items] | ||
Patents, net of amortization | 54,136 | 79,983 |
Patent activity costs | 19,583 | 12,556 |
Amortization expense | 19,169 | 19,168 |
Patents [Member] | Awarded Patents [Member] | ||
Product Information [Line Items] | ||
Patents, net of amortization | 6,678 | $ 25,847 |
Patents [Member] | Patent Applications Filed [Member] | ||
Product Information [Line Items] | ||
Patents, net of amortization | $ 47,300 | |
Minimum [Member] | ||
Product Information [Line Items] | ||
Useful life | 3 years | |
Maximum [Member] | ||
Product Information [Line Items] | ||
Useful life | 10 years |
LIQUIDITY, CONTINUED OPERATIO_2
LIQUIDITY, CONTINUED OPERATIONS, AND GOING CONCERN (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Liquidity Continued Operations And Going Concern | ||
Net cash used in operating activities | $ 9,536,879 | $ 10,506,575 |
Current liabilities | 5,761,067 | $ 4,973,659 |
Working capital deficit | $ 4,225,559 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Sep. 15, 2021 | |
Related Party Transaction [Line Items] | |||
Contributions to equity method investments | $ 83,559 | ||
Joint Venture [Member] | |||
Related Party Transaction [Line Items] | |||
Contributions to equity method investments | 0 | 83,559 | |
Tubesolar AG [Member] | Long Term Supply and Joint Development Agreement [Member] | |||
Related Party Transaction [Line Items] | |||
Revenues | $ 0 | ||
Tubesolar AG [Member] | Long Term Supply and Joint Development Agreement [Member] | Non Recurring Engineering Revenue [Member] | |||
Related Party Transaction [Line Items] | |||
Revenues | 512,000 | ||
Tubesolar AG [Member] | Long Term Supply and Joint Development Agreement [Member] | Product [Member] | |||
Related Party Transaction [Line Items] | |||
Revenues | $ 3,000 | ||
Co-venturer [Member] | Joint Venture [Member] | |||
Related Party Transaction [Line Items] | |||
Minority stake percentage | 30% | ||
Maximum [Member] | Tubesolar AG [Member] | Long Term Supply and Joint Development Agreement [Member] | |||
Related Party Transaction [Line Items] | |||
Non recurring engineering fees receivable | $ 4,000,000 | ||
Milestones Receivable | $ 13,500,000 |
ASSET ACQUISITION (Details)
ASSET ACQUISITION (Details) - Flisom Ag [Member] - Asset Purchase Agreement [Member] | Apr. 17, 2023 USD ($) |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Other Assets | $ 98,746 |
Machinery and Equipment [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Fixed Assets | 3,682,621 |
Furniture and Fixtures [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Fixed Assets | 110,102 |
Raw Material [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Inventory | 130,030 |
Finished Goods [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Inventory | $ 62,427 |
ASSET ACQUISITION (Details Narr
ASSET ACQUISITION (Details Narrative) - USD ($) | 12 Months Ended | |||
Apr. 20, 2023 | Apr. 17, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Asset Acquisition [Line Items] | ||||
Impairment loss | $ 3,283,715 | $ 0 | ||
Asset acquisition value of assets purchased | 800,000 | |||
Flisom Ag [Member] | ||||
Asset Acquisition [Line Items] | ||||
Asset acquisition value of assets purchased | $ 800,000 | |||
Flisom Ag [Member] | Asset Purchase Agreement [Member] | ||||
Asset Acquisition [Line Items] | ||||
Total consideration for asset purchase | $ 2,800,000 | |||
Purchase price, including transaction costs | $ 1,283,926 | |||
Flisom Ag [Member] | Photovoltaic Thin Film Solar Cells [Member] | Asset Purchase Agreement [Member] | ||||
Asset Acquisition [Line Items] | ||||
Date of asset acquisition agreement | Apr. 17, 2023 | |||
Fl 1 Holding Gmbh [Member] | Letter Agreement [Member] | ||||
Asset Acquisition [Line Items] | ||||
Agreement entered date | Apr. 20, 2023 | |||
Option to purchase intellectual property rights | $ 2,000,000 | |||
Asset resale period | 12 months | |||
Asset resale amount | $ 5,000,000 | |||
Asset resale closing period after exercise | 90 days |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Depreciable property, plant and equipment | $ 21,177,892 | $ 22,590,169 |
Less: Accumulated depreciation and amortization | (20,131,008) | (22,038,508) |
Net property, plant and equipment | 1,046,884 | 551,661 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable property, plant and equipment | 468,588 | 482,235 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable property, plant and equipment | 15,995 | 87,957 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable property, plant and equipment | 20,661,222 | 21,739,504 |
Manufacturing Machinery and Equipment In Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable property, plant and equipment | $ 32,087 | $ 280,473 |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation expense | $ 76,069 | $ 56,477 |
Fixed assets | 1,046,884 | $ 551,661 |
SWITZERLAND | Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets | $ 786,000 |
OPERATING LEASES (Details)
OPERATING LEASES (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Operating Leases | ||
Operating lease right-of-use assets, net | $ 2,364,672 | $ 4,324,514 |
Current portion of operating lease liability | 491,440 | 733,572 |
Non-current operating lease liabilities | $ 2,043,025 | $ 3,827,878 |
OPERATING LEASES (Details 1)
OPERATING LEASES (Details 1) | Dec. 31, 2023 USD ($) |
Operating Leases | |
2024 | $ 769,129 |
2025 | 792,203 |
2026 | 815,969 |
2027 | 840,449 |
Total lease payments | 3,217,750 |
Less amounts representing interest | (683,285) |
Present value of lease liability | $ 2,534,465 |
OPERATING LEASES (Details Narra
OPERATING LEASES (Details Narrative) | 4 Months Ended | 12 Months Ended | ||||||
Jan. 01, 2021 USD ($) | Sep. 30, 2020 ft² | Sep. 21, 2020 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Sep. 02, 2023 ft² | Aug. 31, 2023 ft² | |
Number of rentable square feet of building | ft² | 100,000 | |||||||
Lease terms description | The building lease term is for 88 months commencing on September 21, 2020 at a rent of $50,000 per month including taxes, insurance and common area maintenance until December 31, 2020. Beginning January 1, 2021, the rent adjusted to $80,000 per month on a triple net basis and shall increase at an annual rate of 3% per annum until December 31, 2027.Effective September 1, 2023, the lease was amended to reduce the rentable square feet from 100,000 to approximately 75,000 square feet and the rent and tenant share of expenses were decreased in proportion to the reduction in rentable square feet. The Company recorded this as a lease modification in accordance with ASC 842, Leases, and recorded a reduction to the right of use asset and lease liability of $1,292,316 and $1,376,994, respectively. The Company recognized a gain on the lease modification of $84,678, which was recorded as other income in the Statement of Operations. | |||||||
Lease term | 88 months | |||||||
Lease commencement date | Sep. 21, 2020 | |||||||
Rent per month | $ 80,000 | $ 50,000 | ||||||
Net rentable area | ft² | 100,000 | |||||||
Gain on the lease modification | $ 84,678 | |||||||
Operating lease costs | $ 961,333 | $ 1,042,346 | ||||||
Remaining lease term | 48 months | 48 months | ||||||
Lease discount rate | 12% | 12% | ||||||
Short term lease expense | $ 326,400 | $ 16,200 | ||||||
Accounting Standards Update 2016-02 [Member] | ||||||||
Reduction to right of use asset | $ 1,292,316 | |||||||
Reduction to lease liability | $ 1,376,994 | |||||||
Minimum [Member] | ||||||||
Net rentable area | ft² | 75,000 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 445,721 | $ 577,799 |
Work in process | 1,775 | 37,351 |
Finished goods | 133 | |
Total | $ 447,496 | $ 615,283 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - Note Payable Conversion One [Member] - Unsecured Debt [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2019 | |
Short-Term Debt [Line Items] | ||
Notes payable | $ 250,000 | |
Stated interest rate | 5% | |
Interest accrued on convertible debt | $ 81,336 |
CONVERTIBLE NOTES (Details)
CONVERTIBLE NOTES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Short-Term Debt [Line Items] | ||
Principal Balance, beginning | $ 14,892,899 | $ 10,400,000 |
New Notes | 15,000,000 | |
Notes assigned or exchanged | ||
Notes converted | (10,507,101) | |
Principal Balance, ending | 406,667 | 14,892,899 |
Less: remaining discount | (51,731) | (9,624,500) |
Promissory Notes, net of discount | 5,268,399 | |
Principal Settled | (14,486,232) | |
Promissory Notes, net of discount | 354,936 | |
BD1 Notes (related party) [Member] | Convertible Debt [Member] | ||
Short-Term Debt [Line Items] | ||
Principal Balance, beginning | 9,900,000 | |
New Notes | ||
Notes assigned or exchanged | (2,000,000) | |
Notes converted | (7,900,000) | |
Principal Balance, ending | ||
Less: remaining discount | ||
Promissory Notes, net of discount | ||
Nanyang Convertible Notes [Member] | ||
Short-Term Debt [Line Items] | ||
Principal Balance, beginning | 500,000 | |
New Notes | ||
Notes assigned or exchanged | 1,000,000 | |
Notes converted | (1,500,000) | |
Principal Balance, ending | ||
Less: remaining discount | ||
Promissory Notes, net of discount | ||
Fleur Convertible Note [Member] | ||
Short-Term Debt [Line Items] | ||
Principal Balance, beginning | ||
New Notes | ||
Notes assigned or exchanged | 1,000,000 | |
Notes converted | (1,000,000) | |
Less: remaining discount | ||
Promissory Notes, net of discount | ||
Sabby Convertible Note [Member] | ||
Short-Term Debt [Line Items] | ||
Principal Balance, beginning | 7,392,899 | |
New Notes | 7,500,000 | |
Notes assigned or exchanged | ||
Notes converted | (107,101) | |
Principal Balance, ending | 7,392,899 | |
Less: remaining discount | (4,777,643) | |
Promissory Notes, net of discount | 2,615,256 | |
Principal Settled | (7,392,899) | |
Promissory Notes, net of discount | ||
L 1 Convertible Note [Member] | ||
Short-Term Debt [Line Items] | ||
Principal Balance, beginning | 7,500,000 | |
New Notes | 7,500,000 | |
Notes assigned or exchanged | ||
Notes converted | ||
Principal Balance, ending | 406,667 | 7,500,000 |
Less: remaining discount | (51,731) | (4,846,857) |
Promissory Notes, net of discount | $ 2,653,143 | |
Principal Settled | (7,093,333) | |
Promissory Notes, net of discount | $ 354,936 |
CONVERTIBLE NOTES (Details 1)
CONVERTIBLE NOTES (Details 1) | Dec. 31, 2023 Year | Dec. 19, 2022 Year |
Measurement Input, Expected Dividend Rate [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Fair value of warrants | 0 | |
Measurement Input, Risk Free Interest Rate [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Fair value of warrants | 5 | |
Measurement Input, Expected Term [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Fair value of warrants | 5 | |
Sabby L One Convertible Note [Member] | Measurement Input, Expected Dividend Rate [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Fair value of warrants | 0 | |
Sabby L One Convertible Note [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Fair value of warrants | 3.7 | |
Sabby L One Convertible Note [Member] | Measurement Input, Expected Term [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Fair value of warrants | 2.5 | |
Sabby L One Convertible Note [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Fair value of warrants | 129.5 |
CONVERTIBLE NOTES (Details 2)
CONVERTIBLE NOTES (Details 2) - Sabby L One Convertible Note [Member] | Dec. 19, 2022 USD ($) |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Principal Amount | $ 15,000,000 |
Allocation | |
Original Note Discount | (1,500,000) |
Transaction Costs | (2,087,089) |
Net Amount | 11,412,911 |
Convertible Debt [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Principal Amount | 15,000,000 |
Allocation | (7,480,058) |
Original Note Discount | (1,500,000) |
Transaction Costs | (930,678) |
Net Amount | 5,089,264 |
Warrants [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Allocation | 2,990,029 |
Transaction Costs | (462,256) |
Net Amount | 2,527,773 |
B C F [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Allocation | 4,490,029 |
Transaction Costs | (694,155) |
Net Amount | $ 3,795,874 |
CONVERTIBLE NOTES (Details 3)
CONVERTIBLE NOTES (Details 3) | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Extinguishment of Debt [Line Items] | |
Aggregate | $ 2,000,000 |
Prepayment Date 1 [Member] | |
Extinguishment of Debt [Line Items] | |
Aggregate | 333,333 |
Prepayment Date 2 [Member] | |
Extinguishment of Debt [Line Items] | |
Aggregate | 333,333 |
Prepayment Date 3 [Member] | |
Extinguishment of Debt [Line Items] | |
Aggregate | 666,667 |
Prepayment Date 4 [Member] | |
Extinguishment of Debt [Line Items] | |
Aggregate | $ 666,667 |
CONVERTIBLE NOTES (Details 4)
CONVERTIBLE NOTES (Details 4) | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Convertible Notes | |
Principal converted into stock | $ 6,990,269 |
Principal converted into conversions payable | 6,470,540 |
Cash Payments | 1,025,423 |
Total Principal Settled | $ 14,486,232 |
CONVERTIBLE NOTES (Details 5)
CONVERTIBLE NOTES (Details 5) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Short-Term Debt [Line Items] | ||
Conversions payable settled in stock | $ (10,507,101) | |
Senior Secured Original Issue Ten Percentage Discount Convertible Advance Notes [Member] | ||
Short-Term Debt [Line Items] | ||
Balance at beginning | ||
Additions to conversions payable | 6,470,540 | |
Cash payments | (5,211,738) | |
Conversions payable settled in stock | (169,642) | |
Balance at end | $ 1,089,160 |
CONVERTIBLE NOTES (Details Narr
CONVERTIBLE NOTES (Details Narrative) | 12 Months Ended | ||||||||||||||||||||
Dec. 01, 2023 $ / shares | Sep. 28, 2023 USD ($) $ / shares shares | Sep. 28, 2023 USD ($) $ / shares shares | Jun. 29, 2023 $ / shares shares | Jun. 29, 2023 USD ($) $ / shares shares | May 22, 2023 USD ($) | Apr. 14, 2023 USD ($) $ / shares shares | Mar. 29, 2023 $ / shares | Dec. 19, 2022 USD ($) Integer $ / shares shares | Jul. 31, 2022 | Jul. 11, 2022 USD ($) shares | Feb. 02, 2022 USD ($) shares | Feb. 01, 2022 USD ($) shares | Dec. 31, 2021 USD ($) DebtInstrument $ / shares shares | Dec. 31, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Jun. 28, 2023 shares | Apr. 13, 2023 shares | Jan. 21, 2022 USD ($) | Jan. 03, 2022 USD ($) | Jan. 02, 2022 USD ($) | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Unamortized discount | $ 51,731 | $ 9,624,500 | |||||||||||||||||||
Warrant exercise price per share | $ / shares | $ 2.88 | $ 2.88 | |||||||||||||||||||
Principal amount settled | 14,486,232 | ||||||||||||||||||||
Down round deemed dividend | 17,980,678 | ||||||||||||||||||||
Amortization of debt discount | $ 1,809,566 | $ 2,609,389 | |||||||||||||||||||
Maximum [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Warrant exercise price per share | $ / shares | $ 1,060 | $ 1,060 | |||||||||||||||||||
Private Placement [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Common stock price per share | $ / shares | $ 540 | ||||||||||||||||||||
Series 1 B Securities Purchase Agreement [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 28 | $ 28 | |||||||||||||||||||
Agreement entered date | Jun. 29, 2023 | ||||||||||||||||||||
Aggregate consideration | $ 900,000 | ||||||||||||||||||||
Series 1 B Spa [Member] | Private Placement [Member] | Series 1 B Preferred Stock [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Maximum outstanding shares owned, Percentage | 4.99% | ||||||||||||||||||||
Agreement entered date | Jun. 29, 2023 | ||||||||||||||||||||
Aggregate number of common stock shares for private placement | shares | 900 | 900 | |||||||||||||||||||
Placement Agent Agreement [Member] | Secondary Public Offering [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate number of common stock shares for private placement | shares | 3,572,635 | ||||||||||||||||||||
Common stock price per share | $ / shares | $ 2.88 | $ 2.88 | |||||||||||||||||||
BD1 Notes (related party) [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | $ 7,900,000 | $ 7,900,000 | |||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 79,000 | ||||||||||||||||||||
Interest expense debt | $ 1,721,000 | ||||||||||||||||||||
BD1 Notes (related party) [Member] | Fleur [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | $ 1,000,000 | ||||||||||||||||||||
Senior Secured Original Issue Ten Percentage Discount Convertible Advance Notes [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | $ 1,089,160 | ||||||||||||||||||||
Floor price | $ / shares | $ 0.65 | $ 40 | |||||||||||||||||||
VWAP price of common stock, Percentage | 100% | ||||||||||||||||||||
B D One Investment Holding L L C [Member] | B D One Exchange Agreement [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 100 | ||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 105,000 | ||||||||||||||||||||
Convertible notes payable | $ 9,900,000 | ||||||||||||||||||||
B D One Investment Holding L L C [Member] | Promissory Note [Member] | B D One Exchange Agreement [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | $ 6,252,000 | ||||||||||||||||||||
Accrued interest | 1,145,000 | ||||||||||||||||||||
Repurchase amount | 10,400,000 | ||||||||||||||||||||
B D One Investment Holding L L C [Member] | Unsecured Convertible Notes [Member] | B D One Exchange Agreement [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | $ 10,500,000 | ||||||||||||||||||||
Number of unsecured convertible notes | DebtInstrument | 2 | ||||||||||||||||||||
Debt instrument, maturity date | Dec. 18, 2025 | ||||||||||||||||||||
Fleur Capital Pte Ltd [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 3,000 | 7,000 | |||||||||||||||||||
Interest expense debt | $ 59,000 | $ 155,000 | |||||||||||||||||||
Maximum outstanding shares owned, Percentage | 4.99% | ||||||||||||||||||||
Fleur Capital Pte Ltd [Member] | Unsecured Convertible Notes [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | $ 300,000 | $ 700,000 | |||||||||||||||||||
Fleur Capital Pte Ltd [Member] | Unsecured Convertible Notes [Member] | B D One Exchange Agreement [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | 1,000,000 | ||||||||||||||||||||
Fleur Capital Pte Ltd [Member] | B D One Exchange Agreement [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | $ 1,000,000 | ||||||||||||||||||||
Nanyang Investment Management [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 9,000 | 6,000 | |||||||||||||||||||
Interest expense debt | $ 176,000 | $ 133,000 | |||||||||||||||||||
Maximum outstanding shares owned, Percentage | 4.99% | ||||||||||||||||||||
Nanyang Investment Management [Member] | Unsecured Convertible Notes [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | $ 900,000 | $ 600,000 | |||||||||||||||||||
Nanyang Investment Management [Member] | Unsecured Convertible Notes [Member] | B D One Exchange Agreement [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | $ 500,000 | ||||||||||||||||||||
Nanyang Investment Management [Member] | BD1 Notes (related party) [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | $ 1,000,000 | ||||||||||||||||||||
Sabby L One Convertible Note [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Proceeds from secured convertible promissory note | $ 15,000,000 | ||||||||||||||||||||
Debt Instrument Prepayment Amount | $ 666,667 | ||||||||||||||||||||
Debt instrument prepayment date description | (i) the May 18, 2023 payment was deferred until August 16, 2023, and (ii) the June 19, 2023 payment was delayed until September 17, 2023. | ||||||||||||||||||||
Daily VWAP of common stock, Percentage | 90% | ||||||||||||||||||||
Sabby L One Convertible Note [Member] | Securities Purchase Contract [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Interest expense debt | $ 301,700 | 22,100 | |||||||||||||||||||
Maximum outstanding shares owned, Percentage | 4.99% | ||||||||||||||||||||
Proceeds from secured convertible promissory note | $ 13,500,000 | ||||||||||||||||||||
Debt instrument, convertible, threshold trading days | Integer | 10 | ||||||||||||||||||||
Floor price | $ / shares | $ 114 | ||||||||||||||||||||
Accelerated discount on convertible debt | 4,077,510 | ||||||||||||||||||||
Interest payable | 29,900 | 22,100 | |||||||||||||||||||
Amortization of debt discount | $ 1,809,000 | $ 286,200 | |||||||||||||||||||
Sabby L One Convertible Note [Member] | Securities Purchase Contract [Member] | Common Stock [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Warrants exercisable for number shares of common stock | shares | 12,568 | 12,567 | |||||||||||||||||||
Warrant exercise price per share | $ / shares | $ 786 | $ 786 | |||||||||||||||||||
Common stock issued | shares | 465,574 | 350 | |||||||||||||||||||
Sabby L One Convertible Note [Member] | Securities Purchase Contract [Member] | Maximum [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Maximum outstanding shares owned, Percentage | 9.99% | ||||||||||||||||||||
Sabby L One Convertible Note [Member] | Securities Purchase Contract [Member] | Five Most Recent Daily Volume Weighted Average Price Of Common Stock [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Debt instrument, convertible, threshold percentage of stock price trigger | 30% | ||||||||||||||||||||
Sabby L One Convertible Note [Member] | Securities Purchase Contract [Member] | Three Lowest Volume Weighted Average Price Of Common Stock [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Debt instrument, convertible, threshold percentage of stock price trigger | 92.50% | ||||||||||||||||||||
Sabby L One Convertible Note [Member] | Securities Purchase Contract [Member] | Private Placement [Member] | Common Stock [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Warrants exercisable for number shares of common stock | shares | 134,904 | 12,567 | |||||||||||||||||||
Warrant exercise price per share | $ / shares | $ 73.22 | ||||||||||||||||||||
Sabby L One Convertible Note [Member] | Series 1 B Securities Purchase Agreement [Member] | Private Placement [Member] | Common Stock [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Warrants exercisable for number shares of common stock | shares | 389,500 | 389,500 | |||||||||||||||||||
Warrant exercise price per share | $ / shares | $ 25.36 | $ 25.36 | |||||||||||||||||||
Sabby L One Convertible Note [Member] | Placement Agent Agreement [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | $ 400,000 | $ 400,000 | |||||||||||||||||||
Sabby L One Convertible Note [Member] | Placement Agent Agreement [Member] | Common Stock [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Warrants exercisable for number shares of common stock | shares | 5,596,232 | 5,596,232 | |||||||||||||||||||
Warrant exercise price per share | $ / shares | $ 1.76 | $ 1.76 | |||||||||||||||||||
Sabby L One Convertible Note [Member] | Senior Secured Original Issue Ten Percentage Discount Convertible Advance Notes [Member] | Securities Purchase Contract [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | $ 12,500,000 | ||||||||||||||||||||
Sabby L One Convertible Note [Member] | Senior Secured Original Issue Ten Percentage Discount Convertible Advance Notes [Member] | Securities Purchase Contract [Member] | Private Placement [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | 2,500,000 | ||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 73.22 | ||||||||||||||||||||
Sabby L One Convertible Note [Member] | Senior Secured Original Issue Ten Percentage Discount Convertible Advance Notes [Member] | Series 1 B Securities Purchase Agreement [Member] | Private Placement [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 25.36 | $ 25.36 | |||||||||||||||||||
Warrants exercisable for number shares of common stock | shares | 134,904 | ||||||||||||||||||||
Sabby L One Convertible Note [Member] | Registered Advance Notes [Member] | Securities Purchase Contract [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Proceeds from secured convertible promissory note | 11,250,000 | ||||||||||||||||||||
Sabby L One Convertible Note [Member] | Private Placement Advance Notes [Member] | Securities Purchase Contract [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Proceeds from secured convertible promissory note | $ 2,250,000 | ||||||||||||||||||||
Sabby L One Convertible Note [Member] | Private Placement Advance Notes [Member] | Securities Purchase Contract [Member] | Private Placement [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Debt instrument, term | 18 months | ||||||||||||||||||||
Stated interest rate | 4.50% | ||||||||||||||||||||
Unamortized discount | $ 250,000 | ||||||||||||||||||||
Sabby L One Convertible Note [Member] | Private Placement Advance Notes [Member] | Placement Agent Agreement [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | 1.76 | 1.76 | |||||||||||||||||||
Sabby L One Convertible Note [Member] | Additional Advance Notes Investor [Member] | Securities Purchase Contract [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | 2,000,000 | ||||||||||||||||||||
Sabby L One Convertible Note [Member] | Additional Advance Notes [Member] | Securities Purchase Contract [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Additional amount drawn description | no more than one Additional Advance Note may be issued during any 30-day period | ||||||||||||||||||||
Sabby L One Convertible Note [Member] | Additional Advance Notes [Member] | Securities Purchase Contract [Member] | Maximum [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate principal amount of notes outstanding | $ 35,000,000 | ||||||||||||||||||||
Lucro Investments Vcc Esg Opportunities Fund [Member] | Securities Purchase Contract [Member] | Private Placement [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Agreement entered date | Apr. 14, 2023 | ||||||||||||||||||||
Aggregate consideration | $ 9,000,000 | ||||||||||||||||||||
Common stock price per share | $ / shares | $ 240 | ||||||||||||||||||||
Lucro Investments Vcc Esg Opportunities Fund [Member] | Securities Purchase Contract [Member] | Private Placement [Member] | Common Stock [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Aggregate number of common stock shares for private placement | shares | 37,500 | ||||||||||||||||||||
Dawson James [Member] | Placement Agent Agreement [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Common stock price per share | $ / shares | $ 2.88 | $ 2.88 | |||||||||||||||||||
Dawson James [Member] | Placement Agent Agreement [Member] | Secondary Public Offering [Member] | |||||||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||||||||||||
Gross proceeds, before deducting offering expenses | $ 10,300,000 | $ 10,300,000 |
SERIES A PREFERRED STOCK (Detai
SERIES A PREFERRED STOCK (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Series A Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, dividend rate | 8% | |
Preferred stock, dividend, make-whole dividend rate to market value | 10% | |
Preferred stock, conversion, required common share price (in dollars per share) | $ 232,000,000 | |
Preferred stock redemption price per share | $ 8 | |
Preferred stock, shares outstanding (in shares) | 48,100 | 48,100 |
Accrued and unpaid dividends | $ 514,269 | $ 465,501 |
Common Stock [Member] | Maximum [Member] | ||
Class of Stock [Line Items] | ||
Convertible preferred stock, shares issued upon conversion (in shares) | 1 |
SERIES 1A PREFERRED STOCK (Deta
SERIES 1A PREFERRED STOCK (Details Narrative) - Series One A Convertible Preferred Stock [Member] - Private Placement [Member] - $ / shares | Feb. 01, 2022 | Dec. 31, 2023 | Jan. 02, 2022 |
Crowdex Investments Limited Liability Company [Member] | Securities Purchase Agreement [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Original issue price per share | $ 1,000 | ||
Liquidation, dissolution or winding up, holders to be paid out of assets, amount per share | 1,000 | ||
Crowdex Investments Limited Liability Company [Member] | Initial Closing Under Securities Purchase Agreement [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Preferred stock, shares outstanding (in shares) | 1,300 | ||
Conversion of stock, stock converted | 1,300 | ||
Number of common shares upon conversion of preferred stock | 13,000 | ||
Crowdex Investments Limited Liability Company And Tube Solar [Member] | Securities Purchase Agreement [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Fixed conversion price per 10,000 common share | $ 100 | ||
Tubesolar AG [Member] | Initial Closing Under Securities Purchase Agreement [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Preferred stock, shares outstanding (in shares) | 2,400 | ||
Conversion of stock, stock converted | 2,400 | ||
Number of common shares upon conversion of preferred stock | 24,000 |
SERIES 1B PREFERRED STOCK (Deta
SERIES 1B PREFERRED STOCK (Details Narrative) - Private Placement [Member] | 12 Months Ended | ||||
Oct. 02, 2023 USD ($) | Jun. 29, 2023 $ / shares shares | Jun. 29, 2023 USD ($) $ / shares shares | Aug. 19, 2022 USD ($) | Dec. 31, 2023 TradingDay $ / shares | |
Proceeds from Issuance of Private Placement | $ | $ 4,000,000 | ||||
Series 1 B Preferred Stock [Member] | Series 1 B Spa [Member] | |||||
Agreement entered date | Jun. 29, 2023 | ||||
Sale of Stock, Number of Shares Issued in Transaction | shares | 900 | 900 | |||
Proceeds from Issuance of Private Placement | $ | $ 900,000 | ||||
Liquidation, dissolution or winding up, holders to be paid out of assets, amount per share | $ 1,000 | $ 1,000 | |||
Initial onversion price per common share | 28 | 28 | |||
Preferred stock, convertible, conversion price | $ 28 | $ 28 | |||
Preferred stock, convertible, threshold percentage of stock price trigger | 90% | 90% | |||
Trading days | TradingDay | 10 | ||||
Trading days | TradingDay | 5 | ||||
Maximum outstanding shares owned, Percentage | 4.99% | ||||
Prior notice period number of days | 61 days | ||||
Retirement value of shares | $ | $ 900,000 | ||||
Series 1 B Preferred Stock [Member] | Series 1 B Spa [Member] | Minimum [Member] | |||||
Floor price | $ 10 | ||||
Series 1 B Preferred Stock [Member] | Series 1 B Spa [Member] | Maximum [Member] | |||||
Percentage of beneficially own in excess of common stock outstanding | 9.99% |
STOCKHOLDERS' EQUITY (DEFICIT)
STOCKHOLDERS' EQUITY (DEFICIT) (Details) | Dec. 31, 2023 Year |
Measurement Input, Price Volatility [Member] | |
Subsidiary, Sale of Stock [Line Items] | |
Fair value of warrants | 82 |
Measurement Input, Price Volatility [Member] | Public Offering [Member] | |
Subsidiary, Sale of Stock [Line Items] | |
Fair value of warrants | 156 |
Measurement Input, Expected Dividend Rate [Member] | |
Subsidiary, Sale of Stock [Line Items] | |
Fair value of warrants | 0 |
Measurement Input, Expected Dividend Rate [Member] | Public Offering [Member] | |
Subsidiary, Sale of Stock [Line Items] | |
Fair value of warrants | 0 |
Measurement Input, Risk Free Interest Rate [Member] | |
Subsidiary, Sale of Stock [Line Items] | |
Fair value of warrants | 5 |
Measurement Input, Risk Free Interest Rate [Member] | Public Offering [Member] | |
Subsidiary, Sale of Stock [Line Items] | |
Fair value of warrants | 3 |
Measurement Input, Expected Term [Member] | |
Subsidiary, Sale of Stock [Line Items] | |
Fair value of warrants | 5 |
Measurement Input, Expected Term [Member] | Public Offering [Member] | |
Subsidiary, Sale of Stock [Line Items] | |
Fair value of warrants | 2.5 |
STOCKHOLDERS' EQUITY (DEFICIT_2
STOCKHOLDERS' EQUITY (DEFICIT) (Details 1) - shares | Dec. 31, 2023 | Dec. 31, 2022 |
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 25,000,000 | |
Series A Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 750,000 | 750,000 |
Preferred stock, shares outstanding (in shares) | 48,100 | 48,100 |
Series 1 A Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 5,000 | |
Preferred stock, shares outstanding (in shares) | ||
Series 1 B Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 900 | |
Preferred stock, shares outstanding (in shares) | ||
Series B 1 Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 2,000 | |
Preferred stock, shares outstanding (in shares) | ||
Series B 2 Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 1,000 | |
Preferred stock, shares outstanding (in shares) | ||
Series C Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 1,000 | |
Preferred stock, shares outstanding (in shares) | ||
Series D Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 3,000 | |
Preferred stock, shares outstanding (in shares) | ||
Series D 1 Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 2,500 | |
Preferred stock, shares outstanding (in shares) | ||
Series E Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 2,800 | |
Preferred stock, shares outstanding (in shares) | ||
Series F Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 7,000 | |
Preferred stock, shares outstanding (in shares) | ||
Series G Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 2,000 | |
Preferred stock, shares outstanding (in shares) | ||
Series H Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 2,500 | |
Preferred stock, shares outstanding (in shares) | ||
Series J 1 Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 1,000 | |
Preferred stock, shares outstanding (in shares) | ||
Series J Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 1,350 | |
Preferred stock, shares outstanding (in shares) | ||
Series I Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 1,000 | |
Preferred stock, shares outstanding (in shares) | ||
Series K Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares authorized (in shares) | 20,000 | |
Preferred stock, shares outstanding (in shares) |
STOCKHOLDERS_ EQUITY (DEFICIT_2
STOCKHOLDERS’ EQUITY (DEFICIT) (Details Narrative) | 12 Months Ended | |||||||
Oct. 02, 2023 USD ($) shares | Sep. 28, 2023 USD ($) $ / shares | Sep. 28, 2023 USD ($) $ / shares shares | Aug. 19, 2022 USD ($) | Aug. 08, 2022 USD ($) $ / shares shares | Aug. 04, 2022 USD ($) | Dec. 31, 2023 USD ($) Vote $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | |
Subsidiary, Sale of Stock [Line Items] | ||||||||
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 | ||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.0001 | $ 0.0001 | ||||||
Common stock number of votes per share | Vote | 1 | |||||||
Common Stock, Shares, Outstanding | 3,583,846 | 259,323 | ||||||
Minimum proceeds required for Qualified Financing | $ | $ 5,000,000 | |||||||
Warrant exercise price per share | $ / shares | $ 2.88 | $ 2.88 | ||||||
Warrants outstanding | 9,998,233 | 19,647 | ||||||
Notes canceled and converted | $ | $ 10,507,101 | |||||||
Warrants term | 5 years | 5 years | ||||||
Conversion amount payable related to secured convertible notes | $ | $ 5,200,000 | |||||||
Pre-funded warrants were exercised into common stock | 2,468,500 | |||||||
Preferred stock, shares authorized (in shares) | 25,000,000 | |||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | |||||||
Common Stock [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Shares issued on offering | 389,024 | |||||||
Series 1 B Preferred Stock [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Conversion amount payable related to outstanding preferred stock | $ | $ 900,000 | |||||||
Preferred stock, shares authorized (in shares) | 900 | |||||||
Minimum [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Warrant exercise price per share | $ / shares | $ 1.76 | $ 786 | ||||||
Maximum [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Warrant exercise price per share | $ / shares | $ 1,060 | $ 1,060 | ||||||
Warrant [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Warrants exercisable for shares of common stock | 1 | |||||||
Warrant exercisable term | 5 years | |||||||
Warrant exercise price per share | $ / shares | $ 1,060 | |||||||
Term of beneficially own in excess of common stock outstanding | 61 days | |||||||
Warrants outstanding | 7,076 | |||||||
Purchase common stock and warrants | $ | $ 5,000,000 | |||||||
Warrant [Member] | Minimum [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Percentage of beneficially own in excess of common stock outstanding | 9.99% | |||||||
Warrant [Member] | Maximum [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Percentage of beneficially own in excess of common stock outstanding | 19.99% | |||||||
Private Placement [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Common stock price per share | $ / shares | $ 540 | |||||||
Gross proceeds from private placement | $ | $ 4,000,000 | |||||||
Note Warrant [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Shares issued on offering | 3,572,635 | |||||||
Secondary Public Offering [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Amount allocated to common stock or prefunded warrants and common stock warrants | $ | $ 10,300,000 | |||||||
Secondary Public Offering [Member] | Placement Agent Agreement [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Aggregate number of common stock shares for private placement | 3,572,635 | |||||||
Common stock price per share | $ / shares | $ 2.88 | $ 2.88 | ||||||
Prefunded Warrants [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Warrant exercise price per share | $ / shares | $ 0.0001 | 0.0001 | ||||||
Warrants outstanding | 715,111 | |||||||
Shares issued on offering | 3,183,611 | |||||||
Bridge Loan [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Conversion of debt possible under Qualified Financing | $ | 1,000,000 | |||||||
Bridge Loan [Member] | Private Placement [Member] | Common Stock And Warrants [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Notes canceled and converted | $ | $ 1,000,000 | |||||||
Fleur Capital Pte Ltd [Member] | Bridge Loan [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Proceeds from unsecured convertible promissory note | $ | 1,000,000 | |||||||
Debt instrument, outstanding amount | $ | $ 1,000,000 | |||||||
Lucro [Member] | Private Placement [Member] | Securities Purchase Agreement [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Aggregate number of common stock shares for private placement | 4,717 | |||||||
Warrants exercisable for number shares of common stock | 7,076 | |||||||
Common stock price per share | $ / shares | $ 1,060 | |||||||
Warrants exercisable for shares of common stock | 1.5 | |||||||
Dawson James [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Percentage of gross proceeds from sale of Units | 8% | |||||||
Legal fees | $ | $ 155,000 | |||||||
Dawson James [Member] | Placement Agent Agreement [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Common stock price per share | $ / shares | $ 2.88 | $ 2.88 | ||||||
Dawson James [Member] | Secondary Public Offering [Member] | Placement Agent Agreement [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Gross proceeds, before deducting offering expenses | $ | $ 10,300,000 | $ 10,300,000 |
SHARE-BASED COMPENSATION (Detai
SHARE-BASED COMPENSATION (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||
Beginning Balance, Non-vested Shares | 15,760 | |
Non-vested, Weighted Average Grant Date Fair Value, Beginning Balance | $ 990 | |
Shares granted | 21,173 | |
Weighted Average Grant Date Fair Value, Granted | $ 994 | |
Shares vested | (2,504) | (5,413) |
Weighted Average Grant Date Fair Value, Vested | $ 895.85 | $ 1,012 |
Shares forfeited | 11,389 | |
Weighted Average Grant Date Fair Value, Forfeited | $ 1,074 | |
Shares forfeited | (11,389) | |
Ending Balance, Non-vested Shares | 1,867 | 15,760 |
Non-vested, Weighted Average Grant Date Fair Value, Ending Balance | $ 596 | $ 990 |
SHARE-BASED COMPENSATION (Det_2
SHARE-BASED COMPENSATION (Details Narrative) - USD ($) | 12 Months Ended | |||||
Apr. 26, 2023 | Dec. 12, 2022 | Sep. 21, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares granted | 21,173 | |||||
Number of forfeited shares | 11,389 | |||||
Number of unvested shares | 1,867 | 15,760 | ||||
Share-based compensation | $ 2,243,445 | $ 5,478,734 | ||||
Restricted Stock Units (RSUs) [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Fair value of shares on vesting dates | 264,800 | 4,933,600 | ||||
Number of forfeited shares | 11,389 | |||||
Number of unvested shares | 1,867 | |||||
Chief Executive Officer [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares granted | 17,673 | |||||
Shares granted, vesting period | 36 months | |||||
Shares granted, vesting rights description | Any outstanding and unvested RSUs will accelerate and fully vest upon the earlier of (i) a change of control and (ii) the termination of Mr. Max’s employment for any reason other than (x) by the Company for cause or (y) by Mr. Max without good reason. | |||||
Fair value of shares on vesting dates | $ 1,074 | |||||
Stock settlement terms | The RSUs will settle in eight equal increments on the last business day of each calendar quarter beginning with the initial settlement date of September 30, 2024. | |||||
Chief Executive Officer [Member] | Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Tranche One [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares granted, vesting percentage | 20% | |||||
Chief Executive Officer [Member] | Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares granted, vesting percentage | 80% | |||||
Chief Financial Officer [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares granted | 3,500 | |||||
Shares granted, vesting period | 36 months | |||||
Shares granted, vesting rights description | Any outstanding and unvested RSUs will accelerate and fully vest upon the earlier of (i) a change of control and (ii) the termination of Mr. Warley’s employment for any reason other than (x) by the Company for cause or (y) by Mr. Warley without good reason. | |||||
Fair value of shares on vesting dates | $ 596 | |||||
Stock settlement terms | The RSUs will settle in eight equal increments on the last business day of each calendar quarter beginning with the initial settlement date of December 31, 2024. | |||||
Chief Financial Officer [Member] | Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Tranche One [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares granted, vesting percentage | 20% | |||||
Chief Financial Officer [Member] | Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares granted, vesting percentage | 80% | |||||
Chief Executive Officer And Chief Financial Officer [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Total unrecognized share-based compensation expense | $ 1,100,000 | |||||
Total unrecognized share-based compensation expense | 24 days | |||||
Share-based compensation | $ 2,243,445 | $ 5,478,734 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Income Tax Disclosure [Abstract] | ||
Accrued expenses | $ 214,000 | $ 388,000 |
Inventory allowance | 26,000 | 83,000 |
Other | 7,000 | |
Operating lease liability | 627,000 | 1,122,000 |
Tax effect of NOL carryforward | 78,427,000 | 76,089,000 |
Share-based compensation | 1,909,000 | 1,348,000 |
Section 174 costs | 547,000 | 355,000 |
Warranty reserve | 5,000 | 5,000 |
Gross Deferred Tax Asset | 81,755,000 | 79,397,000 |
Valuation allowance | (81,142,000) | (78,261,000) |
Net Deferred Tax Asset | 613,000 | 1,136,000 |
Operating lease right-of-use asset, net | (585,000) | (1,064,000) |
Depreciation | (15,000) | (52,000) |
Amortization | (13,000) | (20,000) |
Net Deferred Tax Liability | (613,000) | (1,136,000) |
Total |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Federal statutory rate | 21% | 21% |
State statutory rate | 2.70% | 3.10% |
Permanent tax differences | (5.90%) | (2.90%) |
Deferred true-ups | (0.90%) | (3.30%) |
Deferred rate change | (1.40%) | |
Change in valuation allowance | (16.90%) | (16.50%) |
Total |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Operating Loss Carryforwards [Line Items] | ||
Write-off of associated limited NOLs | $ 87,000,000 | |
Valuation allowance | 81,142,000 | $ 78,261,000 |
Increase (decrease) in valuation allowance | 2,800,000 | |
Uncertain tax positions | 0 | |
Accrued interest and penalties related to uncertain tax positions | 0 | |
Tax Year 2037 [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating loss carryforwards | 233,600,000 | |
Indefinitely [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating loss carryforwards | $ 83,900,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | Aug. 15, 2023 | Dec. 31, 2023 | Sep. 28, 2023 | Dec. 31, 2022 | Sep. 21, 2022 |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||||
Warrant exercise price per share | $ 2.88 | ||||
Wainwright Engagement Letter [Member] | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||||
Percentage of fees payable under tail provision | 8% | ||||
Percentage of warrant coverage on secured convertible note financing | 7% | ||||
Secured convertible note financing | $ 15,000,000 | ||||
Damages value | $ 1,200,000 | ||||
Common stock warrants | 2,169.5 | ||||
Warrant exercise price per share | $ 605 | ||||
Former President And Chief Executive Officer [Member] | Separation Agreement [Member] | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||||
Accrued Salaries, Current | $ 360,000 | ||||
Accrued Bonuses, Current | $ 200,000 | ||||
Employee-related Liabilities, Current | $ 0 | $ 363,000 |
RETIREMENT PLAN (Details Narrat
RETIREMENT PLAN (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Retirement Benefits [Abstract] | ||
Employee minimum age | 21 years | |
Percent of employer contribution | 100% | |
Percent of employee contribution that employer will match | 4% | |
Vesting period | 3 years | |
Annual vesting percentage | 33.33% | |
Employer discretionary contribution amount | $ 107,526 | $ 129,040 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] | Jan. 01, 2024 USD ($) shares |
Subsequent Event [Line Items] | |
Convertible notes payable | $ | $ 160,400 |
Common shares issued | shares | 209,997 |