Cover
Cover - shares | 9 Months Ended | |
Dec. 31, 2023 | Feb. 07, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Dec. 31, 2023 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2024 | |
Current Fiscal Year End Date | --03-31 | |
Entity File Number | 001-33216 | |
Entity Registrant Name | SONOMA PHARMACEUTICALS, INC. | |
Entity Central Index Key | 0001367083 | |
Entity Tax Identification Number | 68-0423298 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 5445 Conestoga Court | |
Entity Address, Address Line Two | Suite 150 | |
Entity Address, City or Town | Boulder | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80301 | |
City Area Code | (800) | |
Local Phone Number | 759-9305 | |
Title of 12(b) Security | Common Stock, $0.0001 par value | |
Trading Symbol | SNOA | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 15,607,433 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2023 | Mar. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 2,406 | $ 3,820 |
Accounts receivable, net | 2,876 | 2,572 |
Inventories, net | 2,955 | 2,858 |
Prepaid expenses and other current assets | 4,009 | 4,308 |
Current portion of deferred consideration, net of discount | 256 | 240 |
Total current assets | 12,502 | 13,798 |
Property and equipment, net | 397 | 488 |
Operating lease, right of use assets | 341 | 418 |
Deferred tax asset | 922 | 949 |
Deferred consideration, net of discount, less current portion | 378 | 505 |
Other assets | 78 | 73 |
Total assets | 14,618 | 16,231 |
Current liabilities: | ||
Accounts payable | 864 | 841 |
Accrued expenses and other current liabilities | 1,847 | 2,029 |
Deferred revenue | 75 | 100 |
Deferred revenue Invekra | 63 | 60 |
Short-term debt | 44 | 431 |
Operating lease liabilities | 181 | 256 |
Total current liabilities | 3,074 | 3,717 |
Long-term deferred revenue Invekra | 101 | 140 |
Withholding tax payable | 4,591 | 4,235 |
Operating lease liabilities, less current portion | 160 | 162 |
Total liabilities | 7,926 | 8,254 |
Commitments and Contingencies (Note 5) | ||
Stockholders’ Equity | ||
Convertible preferred stock, $0.0001 par value; 714,286 shares authorized at December 31, 2023 and March 31, 2023, respectively, no shares issued and outstanding at December 31, 2023 and March 31, 2023, respectively | 0 | 0 |
Common stock, $0.0001 par value; 24,000,000 shares authorized at December 31, 2023 and March 31, 2023, respectively, 13,684,333 and 4,933,550 shares issued and outstanding at December 31, 2023 and March 31, 2023, respectively (Note 7) | 2 | 5 |
Additional paid-in capital | 202,795 | 200,904 |
Accumulated deficit | (193,282) | (189,514) |
Accumulated other comprehensive loss | (2,823) | (3,418) |
Total stockholders’ equity | 6,692 | 7,977 |
Total liabilities and stockholders’ equity | $ 14,618 | $ 16,231 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2023 | Mar. 31, 2023 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 24,000,000 | 24,000,000 |
Common stock, shares issued | 13,684,333 | 4,933,550 |
Common stock, shares outstanding | 13,684,333 | 4,933,550 |
Convertible Preferred Stock [Member] | ||
Convertible preferred stock, par value | $ 0.0001 | $ 0.0001 |
Convertible preferred stock, shares authorized | 714,286 | 714,286 |
Convertible preferred stock, shares issued | 0 | 0 |
Convertible preferred stock, shares outstanding | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Income Statement [Abstract] | ||||
Revenues | $ 3,138 | $ 2,944 | $ 9,296 | $ 10,258 |
Cost of revenues | 1,678 | 2,113 | 5,642 | 6,645 |
Gross profit | 1,460 | 831 | 3,654 | 3,613 |
Operating expenses | ||||
Research and development | 601 | 0 | 1,462 | 6 |
Selling, general and administrative | 1,703 | 2,665 | 5,484 | 7,030 |
Total operating expenses | 2,304 | 2,665 | 6,946 | 7,036 |
Loss from operations | (844) | (1,834) | (3,292) | (3,423) |
Other expense, net | (79) | (71) | (380) | (322) |
Loss before income taxes | (923) | (1,905) | (3,672) | (3,745) |
Income tax benefit (expense) | 57 | (34) | (96) | (98) |
Net loss | (866) | (1,939) | (3,768) | (3,843) |
Other comprehensive loss | ||||
Net loss | (866) | (1,939) | (3,768) | (3,843) |
Foreign currency translation adjustments | 297 | 235 | 595 | 136 |
Comprehensive loss | $ (569) | $ (1,704) | $ (3,173) | $ (3,707) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) (Parenthetical) - $ / shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Income Statement [Abstract] | ||||
Net loss per share: basic | $ (0.08) | $ (0.62) | $ (0.54) | $ (1.24) |
Net loss per share: diluted | $ (0.08) | $ (0.62) | $ (0.54) | $ (1.24) |
Weighted-average number of shares: basic | 10,909 | 3,107 | 7,011 | 3,104 |
Weighted-average number of shares: diluted | 10,909 | 3,107 | 7,011 | 3,104 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Cash flows from operating activities | ||
Net loss | $ (3,768) | $ (3,843) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 135 | 91 |
Stock-based compensation | 447 | 569 |
Deferred income taxes | 92 | (244) |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (221) | 129 |
Inventories, net | (93) | (162) |
Prepaid expenses and other current assets | 546 | 572 |
Operating lease right-of-use assets | 99 | 94 |
Deferred consideration | 161 | 129 |
Accounts payable | (12) | (353) |
Accrued expenses and other current liabilities | (226) | 346 |
Deferred revenue | 33 | (1,204) |
Withholding tax payable | 356 | 259 |
Operating lease liabilities | (99) | (94) |
Net cash used in operating activities | (2,550) | (3,711) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (20) | (79) |
Deposits | 0 | (97) |
Net cash used in investing activities | (20) | (176) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock, net of issuance costs | 1,446 | 0 |
Payments of ATM agreement costs | (5) | (89) |
Payments on PPP Loan | 0 | (120) |
Principal payments on short-term debt | (387) | (674) |
Net cash provided by (used in) financing activities | 1,054 | (883) |
Effect of exchange rate on cash and cash equivalents | 102 | 8 |
Net decrease in cash and cash equivalents | (1,414) | (4,762) |
Cash and cash equivalents, beginning of period | 3,820 | 7,396 |
Cash and cash equivalents, end of period | 2,406 | 2,634 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | $ 15 | $ 12 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Beginning balance, value at Mar. 31, 2022 | $ 2 | $ 197,370 | $ (184,363) | $ (4,312) | $ 8,697 |
Beginning balance, shares at Mar. 31, 2022 | 3,100,937 | ||||
Employee stock-based compensation expense | 214 | 214 | |||
Foreign currency translation adjustment | (65) | (65) | |||
Net loss | (887) | (887) | |||
Ending balance, value at Jun. 30, 2022 | $ 2 | 197,584 | (185,250) | (4,377) | 7,959 |
Ending balance, shares at Jun. 30, 2022 | 3,100,937 | ||||
Beginning balance, value at Mar. 31, 2022 | $ 2 | 197,370 | (184,363) | (4,312) | 8,697 |
Beginning balance, shares at Mar. 31, 2022 | 3,100,937 | ||||
Net loss | (3,843) | ||||
Ending balance, value at Dec. 31, 2022 | $ 2 | 197,939 | (188,206) | (4,176) | 5,559 |
Ending balance, shares at Dec. 31, 2022 | 3,109,652 | ||||
Beginning balance, value at Jun. 30, 2022 | $ 2 | 197,584 | (185,250) | (4,377) | 7,959 |
Beginning balance, shares at Jun. 30, 2022 | 3,100,937 | ||||
Employee stock-based compensation expense | 108 | 108 | |||
Stock based compensation related to issuance of restricted common stock | 5 | 5 | |||
Stock based compensation related to issuance of restricted common stock, shares | 2,035 | ||||
Foreign currency translation adjustment | (34) | (34) | |||
Net loss | (1,017) | (1,017) | |||
Ending balance, value at Sep. 30, 2022 | $ 2 | 197,697 | (186,267) | (4,411) | 7,021 |
Ending balance, shares at Sep. 30, 2022 | 3,102,972 | ||||
Employee stock-based compensation expense | 233 | 233 | |||
Stock based compensation related to issuance of restricted common stock | 9 | 9 | |||
Stock based compensation related to issuance of restricted common stock, shares | 6,680 | ||||
Foreign currency translation adjustment | 235 | 235 | |||
Net loss | (1,939) | (1,939) | |||
Ending balance, value at Dec. 31, 2022 | $ 2 | 197,939 | (188,206) | (4,176) | 5,559 |
Ending balance, shares at Dec. 31, 2022 | 3,109,652 | ||||
Beginning balance, value at Mar. 31, 2023 | $ 5 | 200,904 | (189,514) | (3,418) | 7,977 |
Beginning balance, shares at Mar. 31, 2023 | 4,933,550 | ||||
Cost in connection with ATM | (5) | (5) | |||
Employee stock-based compensation expense | 177 | 177 | |||
Employee stock-based compensation expenses, shares | 208,046 | ||||
Foreign currency translation adjustment | 511 | 511 | |||
Net loss | (1,418) | (1,418) | |||
Ending balance, value at Jun. 30, 2023 | $ 5 | 201,076 | (190,932) | (2,907) | 7,242 |
Ending balance, shares at Jun. 30, 2023 | 5,141,596 | ||||
Beginning balance, value at Mar. 31, 2023 | $ 5 | 200,904 | (189,514) | (3,418) | 7,977 |
Beginning balance, shares at Mar. 31, 2023 | 4,933,550 | ||||
Net loss | (3,768) | ||||
Ending balance, value at Dec. 31, 2023 | $ 2 | 202,795 | (193,282) | (2,823) | 6,692 |
Ending balance, shares at Dec. 31, 2023 | 13,684,333 | ||||
Beginning balance, value at Jun. 30, 2023 | $ 5 | 201,076 | (190,932) | (2,907) | 7,242 |
Beginning balance, shares at Jun. 30, 2023 | 5,141,596 | ||||
Adjustment to correct par value | $ (4) | 4 | |||
Employee stock-based compensation expense | 130 | 130 | |||
Foreign currency translation adjustment | (213) | (213) | |||
Net loss | (1,484) | (1,484) | |||
Employee stock-based compensation expenses, shares | 37,737 | ||||
Ending balance, value at Sep. 30, 2023 | $ 1 | 201,210 | (192,416) | (3,120) | 5,675 |
Ending balance, shares at Sep. 30, 2023 | 5,179,333 | ||||
Proceeds from October 30, 2023 offering, net of offering expenses | $ 1 | 1,445 | 1,446 | ||
Employee stock-based compensation expense | 140 | 140 | |||
Foreign currency translation adjustment | 297 | 297 | |||
Net loss | (866) | (866) | |||
Employee stock-based compensation expenses, shares | 5,000 | ||||
Proceeds from October 30, 2023 offering, net of offering expenses, shares | 8,500,000 | ||||
Ending balance, value at Dec. 31, 2023 | $ 2 | $ 202,795 | $ (193,282) | $ (2,823) | $ 6,692 |
Ending balance, shares at Dec. 31, 2023 | 13,684,333 |
Organization and Recent Develop
Organization and Recent Developments | 9 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Recent Developments | Note 1. Organization and Recent Developments Organization Sonoma Pharmaceuticals, Inc. (the “Company”) was incorporated under the laws of the State of California in April 1999 and was reincorporated under the laws of the State of Delaware in December 2006. The Company moved its principal office from Petaluma, California to Woodstock, Georgia in June 2020 and to Boulder, Colorado in October 2022. The Company is a global healthcare leader for developing and producing stabilized hypochlorous acid (“HOCl”) products for a wide range of applications, including wound care, eye, oral and nasal care, dermatological conditions, podiatry, animal health care, and as a non-toxic disinfectant. The Company’s products reduce infections, scarring and harmful inflammatory responses in a safe and effective manner. In-vitro and clinical studies of HOCl show it to have impressive antipruritic, antimicrobial, antiviral and anti-inflammatory properties. The Company’s stabilized HOCl immediately relieves itch and pain, kills pathogens and breaks down biofilm, does not sting or irritate skin and oxygenates the cells in the area treated assisting the body in its natural healing process. The Company sells its products either directly or via partners in 55 countries worldwide. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial statements and are in the form prescribed by the Securities and Exchange Commission (the “SEC”) in instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The accompanying condensed consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, considered necessary for a fair statement of the Company’s financial position, results of operations and cash flows for the periods indicated. All material intercompany accounts and transactions have been eliminated in consolidation. The accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements for the year ended March 31, 2023, and notes thereto included in the Company’s annual report on Form 10-K, which was filed with the SEC on June 21, 2023. |
Liquidity and Financial Conditi
Liquidity and Financial Condition | 9 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity and Financial Condition | Note 2. Liquidity and Financial Condition The Company reported a net loss of $ 866,000 1,939,000 3,768,000 3,843,000 193,282,000 189,514,000 9,428,000 10,081,000 2,406,000 3,820,000 2,550,000 3,711,000 Management believes that the Company has access to additional capital resources through possible public or private equity offerings, debt financings, corporate collaborations or other means; however, the Company cannot provide any assurance that other new financings will be available on commercially acceptable terms, if needed. If the economic climate in the U.S. deteriorates, the Company’s ability to raise additional capital could be negatively impacted. If the Company is unable to secure additional capital, it may be required to take additional measures to reduce costs in order to conserve its cash in amounts sufficient to sustain operations and meet its obligations. These measures could cause significant delays in the Company’s continued efforts to commercialize its products, which is critical to the realization of its business plan and the future operations of the Company. These matters raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying condensed consolidated financial statements do not include any adjustments that may be necessary should the Company be unable to continue as a going concern. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 3. Summary of Significant Accounting Policies Use of Estimates The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent liabilities at the dates of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from these estimates. Significant estimates and assumptions include reserves and write-downs related to receivables and inventories, the valuation allowance relating to the Company’s deferred tax assets, valuation of equity and the estimated amortization periods of upfront product licensing fees received from customers. Periodically, the Company evaluates and adjusts estimates accordingly. Net Loss per Share The following table provides the net loss for each period along with the computation of basic and diluted net loss per share: Schedule of computation of earning per share Three Months Ended December 31, Nine Months Ended December 31, (In thousands, except per share data) 2023 2022 2023 2022 Numerator: Net loss $ (866 ) $ (1,939 ) $ (3,768 ) $ (3,843 ) Denominator: Weighted-average number of common shares outstanding: basic and diluted 10,909 3,107 7,011 3,104 Net loss per share: basic and diluted $ (0.08 ) $ (0.62 ) $ (0.54 ) $ (1.24 ) The computation of basic loss per share for the three and nine months ended December 31, 2023, and 2022 excludes the potentially dilutive securities summarized in the table below because their inclusion would be anti-dilutive. Schedule of anti-dilutive shares Three Months Ended December 31, Nine Months Ended December 31, (In thousands) 2023 2022 2023 2022 Stock options 1,011 576 1,011 576 Warrants – 108 – 108 Common stock units – 46 – 46 1,011 730 1,011 730 Revenue Recognition The Company recognizes revenue in accordance with Accounting Standards Codification (“ASC”), Topic 606 Revenue from Contracts with Customers (“Topic 606”). Revenue is recognized when the Company transfers promised goods or services to the customer, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. In determining the appropriate amount of revenue to be recognized as the Company fulfills its obligations under the agreement, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that it will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. The Company derives the majority of its revenue through sales of its products directly to end users and to distributors. The Company also sells products to a customer base, including hospitals, medical centers, doctors, pharmacies, distributors and wholesalers. The Company has also entered into agreements to license its technology and products. The Company considers customer purchase orders, which in some cases are governed by master sales agreements, to be the contracts with a customer. For each contract, the Company considers the promise to transfer products, each of which are distinct, to be the identified performance obligations. In determining the transaction price the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which it expects to be entitled. For all of the Company’s sales to non-consignment distribution channels, revenue is recognized when control of the product is transferred to the customer (i.e. when its performance obligation is satisfied), which typically occurs when title passes to the customer upon shipment but could occur when the customer receives the product based on the terms of the agreement with the customer. For product sales to its value-added resellers, non-stocking distributors and end-user customers, the Company grants return privileges to its customers, and because the Company has a long history with its customers, the Company is able to estimate the amount of product that will be returned. Sales incentives and other programs that the Company may make available to these customers are considered to be a form of variable consideration, and the Company maintains estimated accruals and allowances using the expected value method. With the movement of these sales to a full distributor model in fiscal year 2022, the Company no longer provides these arrangements although the Company still receives some returns from the period prior to the year ended March 31, 2023. The Company has entered into consignment arrangements, in which goods are left in the possession of another party to sell. As products are sold from the customer to third parties, the Company recognizes revenue based on a variable percentage of a fixed price. Revenue recognized varies depending on whether a patient is covered by insurance or is not covered by insurance. In addition, the Company may incur a revenue deduction related to the use of the Company’s rebate program. Sales to stocking distributors are made under terms with fixed pricing and limited rights of return (known as “stock rotation”) of the Company’s products held in their inventory. Revenue from sales to distributors is recognized upon the transfer of control to the distributor. The Company assessed the promised goods and services in the technical support contract with Invekra for a ten-year period as being a distinct service that Invekra can benefit from on its own and as separately identifiable from any other promises within the contract. Given that the distinct service is not substantially the same as other goods and services within the Invekra contract, the Company accounted for the distinct service as a performance obligation. Accounts Receivable Trade accounts receivable are recorded net of allowances for cash discounts for prompt payment, doubtful accounts, and sales returns. Estimates for cash discounts and sales returns are based on analysis of contractual terms and historical trends. The Company’s policy is to reserve for uncollectible accounts based on its best estimate of probable credit losses in its existing accounts receivable. The Company periodically reviews its accounts receivable to determine whether an allowance for doubtful accounts is necessary based on an analysis of past due accounts and other factors that may indicate that the realization of an account may be in doubt. Other factors that the Company considers include its existing contractual obligations, historical payment patterns of its customers and individual customer circumstances, an analysis of days sales outstanding by customer and geographic region, and a review of the local economic environment and its potential impact on government funding and reimbursement practices. Account balances deemed to be uncollectible are charged to the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The Company did no 29,000 16,000 Inventories Inventories are stated at the lower of cost, cost being determined on a standard cost basis (which approximates actual cost on a first-in, first-out basis), or net realizable value. Due to changing market conditions, estimated future requirements, age of the inventories on hand and production of new products, the Company regularly reviews inventory quantities on hand and records a provision to write down excess and obsolete inventory to its estimated net realizable value. The Company recorded a provision to reduce the carrying amounts of inventories to their net realizable value in the amount of $ 292,000 236,000 Recent Accounting Standards Accounting standards that have been issued or proposed by the FASB, the SEC or other standard setting bodies that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. |
Condensed Consolidated Balanc_3
Condensed Consolidated Balance Sheet | 9 Months Ended |
Dec. 31, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Condensed Consolidated Balance Sheet | Note 4. Condensed Consolidated Balance Sheet Inventories, net Inventories, net consist of the following: Schedule of inventories December 31, March 31, 2023 2023 Raw materials $ 1,507,000 $ 1,764,000 Finished goods 1,448,000 1,094,000 Inventories, net $ 2,955,000 $ 2,858,000 Leases The Company's operating leases are comprised primarily of facility leases. The Company did not have any finance leases as of December 31, 2023 and March 31, 2023. Balance sheet information related to our leases is presented below: Schedule of lease information December 31, March 31, 2023 2023 Operating leases: Operating lease right-of-use assets $ 341,000 $ 418,000 Operating lease liabilities – current 181,000 256,000 Operating lease liabilities – non- current 160,000 162,000 Other information related to leases is presented below: Nine Months Ended December 31, 2023 Operating lease cost $ 328,000 Other information: Operating cash flows from operating leases (99,000 ) Weighted-average remaining lease term – operating leases (in months) 21.5 Weighted-average discount rate – operating leases 6.00 As of December 31, 2023, the annual minimum lease payments of our operating lease liabilities were as follows: Schedule of minimum operating lease liabilities For Years Ending March 31, 2024 (excluding the nine months ended December 31, 2023) $ 38,000 2025 134,000 2026 175,000 2027 34,000 Total future minimum lease payments, undiscounted 381,000 Less: imputed interest (40,000 ) Present value of future minimum lease payments $ 341,000 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 5. Commitments and Contingencies Legal Matters The Company may be involved in legal matters arising in the ordinary course of business including matters involving proprietary technology. While management believes that such matters are currently insignificant, matters arising in the ordinary course of business for which the Company is or could become involved in litigation may have a material adverse effect on its business and financial condition of comprehensive loss. Employment Agreements The Company has employment agreements in place with two of its key executives. These executive employment agreements provide, among other things, for the payment of up to eighteen months of severance compensation for terminations under certain circumstances. Amendments On June 16, 2023, we entered into an amended and restated employment agreement with our Chief Executive Officer, Amy Trombly. The amended and restated agreement provides that, in the event of termination upon change of control either without cause or for good reason, Ms. Trombly is entitled to receive, in addition to the other benefits described therein, a lump sum severance equal to one and a half times her base salary and one and a half times her target annual bonus. All other material terms of the amended and restated agreement remain unchanged from her prior employment agreement. On June 16, 2023, we amended and restated our employment agreement with Bruce Thornton, our Chief Operating Officer. Under the amended and restated agreement, Mr. Thornton will serve as Executive Vice President and Chief Operating Officer of the Company. Mr. Thornton will no longer receive a monthly car allowance; however, his base salary is adjusted to include such amount. The amended and restated agreement also provides that, in the event of termination upon change of control either without cause or for good reason, Mr. Thornton is entitled to receive, in addition to the other benefits described therein, to a lump sum severance equal to one and a half times his base salary and one and a half times his target annual bonus. The agreement further provides that upon termination for any reason, Mr. Thornton’s outstanding and vested equity awards shall remain exercisable for 18 months following termination. Either party may terminate the employment agreement for any reason upon at least 60 days prior written notice. All other material terms of his amended and restated agreement remain unchanged from his prior employment agreement. Bonus Grants On June 16, 2023, the Compensation Committee of the Board of Directors approved annual bonus awards of $ 162,500 150,000 Equity Awards On June 16, 2023, the Compensation Committee of the Board of Directors approved an equity award of 100,000 As of December 31, 2023, with respect to these agreements, aggregated annual salaries was $ 586,000 1,300,000 |
Debt
Debt | 9 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Note 6. Debt Financing of Insurance Premiums On February 1, 2022, the Company entered into a note agreement for $ 748,000 4.68 January 1, 2023 ten monthly installment payments 76,000 March 1, 2022 On February 1, 2023, the Company entered into a note agreement for $ 453,000 8.98 January 1, 2024 eleven monthly installment payments 43,000 March 1, 2023 |
Stockholders_ Equity
Stockholders’ Equity | 9 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Stockholders’ Equity | Note 7. Stockholders’ Equity Authorized Capital The Company is authorized to issue up to 24,000,000 0.0001 714,286 0.0001 Sale of Common Stock On October 26, 2023, the Company entered into a placement agency agreement with Maxim Group LLC (“Maxim”), pursuant to which Maxim agreed to use its reasonable best efforts to solicit offers to purchase up to an aggregate of 8,500,000 shares of the Company’s common stock, par value $0.0001 per share. The Company agreed to pay Maxim a cash fee equal to 8.0% of the gross proceeds from the offering, plus reimbursement of up to $ 75,000 The closing of the offering occurred on October 30, 2023. In connection with the offering, the Company sold 8,500,000 1,700,000 1,446,000 |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Note 8. Stock-Based Compensation Stock-based compensation expense is as follows: For the three months ended December 31, 2023 and 2022, the Company incurred $ 140,000 242,000 447,000 569,000 At December 31, 2023, there were unrecognized compensation costs of $ 312,000 1.44 Stock options award activity is as follows: Schedule of options activity Number of Weighted- Outstanding at April 1, 2023 565,000 $ 8.84 Options granted 500,000 0.19 Options forfeited (49,000 ) 32.26 Options expired (5,000 ) 47.39 Outstanding at December 31, 2023 1,011,000 $ 3.24 Exercisable at December 31, 2023 605,000 $ 4.37 The aggregate intrinsic value of stock options of zero is calculated as the difference between the exercise price of the underlying stock options and the fair value of the Company’s common stock, or $ 0.18 Schedule of unvested restricted stock activity Number of Shares Weighted Average Award Date Fair Value per Share Unvested restricted stock awards outstanding at April 1, 2023 – $ – Restricted stock awards granted 251,000 1.04 Restricted stock awards vested (251,000 ) 1.04 Unvested restricted stock awards outstanding at December 31, 2023 – $ – The Company did not capitalize any cost associated with stock-based compensation. The Company issues new shares of common stock upon exercise of stock-based awards. |
Income Taxes
Income Taxes | 9 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 9. Income Taxes At the end of each interim reporting period, the Company determines the income tax provision by using an estimate of the annual effective tax rate, adjusted for discrete items occurring in the quarter. The Company’s effective tax rate for the three and nine months ended December 31, 2023 was (2.49) 6.43 Judgment is required in determining whether deferred tax assets will be realized in full or in part. Management assesses the available positive and negative evidence on a jurisdictional basis to estimate if deferred tax assets will be recognized and when it is more likely than not that all or some deferred tax assets will not be realized, and a valuation allowance must be established. As of December 31, 2023, the Company continues to maintain a valuation allowance in the U.S. |
Revenue Disaggregation
Revenue Disaggregation | 9 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Disaggregation | Note 10. Revenue Disaggregation The Company generates revenues from products which are sold into the human and animal healthcare markets and to multiple geographic regions. The following table presents the Company’s disaggregated revenues by revenue source: Schedule of disaggregated revenue by revenue source (In thousands) Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 Human Care $ 2,461 $ 2,435 $ 7,286 $ 7,050 Animal Care 621 434 1,688 1,957 Service and Royalty 56 75 322 1,251 $ 3,138 $ 2,944 $ 9,296 $ 10,258 The following table shows the Company’s revenues by geographic region: Schedule of revenues by geographic region Three Months Ended December 31, Nine Months Ended December 31, (In thousands) 2023 2022 2023 2022 United States $ 868 $ 761 $ 2,214 $ 2,603 Europe 1,217 1,104 3,488 3,117 Asia 522 514 1,730 1,952 Latin America 368 384 1,165 1,827 Rest of the World 163 181 699 759 Total $ 3,138 $ 2,944 $ 9,296 $ 10,258 |
Significant Customer Concentrat
Significant Customer Concentrations | 9 Months Ended |
Dec. 31, 2023 | |
Risks and Uncertainties [Abstract] | |
Significant Customer Concentrations | Note 11. Significant Customer Concentrations The following table shows customer revenues as a percentage of net revenue: Schedule of customer concentrations Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 Customer A 11 13 12 18 Customer B 17 11 15 16 Customer C 13 11 15 10 Customer D *% *% *% *% Customer E *% *% *% *% The following table shows customer accounts receivable balances as a percentage of net accounts receivables: December 31, December 31, 2023 2022 Customer A 13 *% Customer B 15 12 Customer C *% *% Customer D 13 18 Customer E *% 10 * Represents less than 10% |
Subsequent Events
Subsequent Events | 9 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 12. Subsequent Events Sale of Common Stock On December 15, 2023, the Company entered into an Equity Distribution Agreement (the “Agreement”), with Maxim Group LLC (“Maxim”), pursuant to which the Company may offer and sell, from time to time, through Maxim, as sales agent or principal, shares of its common stock, $0.0001 par value per share. Subject to the terms and conditions of the Agreement, Maxim will use commercially reasonable efforts consistent with its normal trading and sales practices, applicable state and federal law, rules and regulations and the rules of the Nasdaq Capital Market to sell shares from time to time based upon the Company’s instructions, including any price, time or size limits specified by the Company. Under the Agreement, Maxim may sell shares by any method deemed to be an “at the market” offering as defined in Rule 415 under the U.S. Securities Act of 1933, as amended, or any other method permitted by law, including in privately negotiated transactions. Maxim’s obligations to sell shares under the Agreement are subject to satisfaction of certain conditions, including customary closing conditions for transactions of this nature. The Company will pay Maxim a commission of 3% of the aggregate gross proceeds from each sale of shares and has agreed to provide Maxim with customary indemnification and contribution rights. The Company also agreed to reimburse Maxim for certain specified expenses of up to $20,000. On January 11, 2024, the Company sold 1,923,100 shares of its common stock for gross proceeds of approximately $392,000 and net proceeds of approximately $356,000. Commercial Agreement On January 5, 2024, the Company entered into a license and distribution agreement with NovaBay Pharmaceuticals, Inc. for the sale and marketing of Avenova ® ® |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent liabilities at the dates of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from these estimates. Significant estimates and assumptions include reserves and write-downs related to receivables and inventories, the valuation allowance relating to the Company’s deferred tax assets, valuation of equity and the estimated amortization periods of upfront product licensing fees received from customers. Periodically, the Company evaluates and adjusts estimates accordingly. |
Net Loss per Share | Net Loss per Share The following table provides the net loss for each period along with the computation of basic and diluted net loss per share: Schedule of computation of earning per share Three Months Ended December 31, Nine Months Ended December 31, (In thousands, except per share data) 2023 2022 2023 2022 Numerator: Net loss $ (866 ) $ (1,939 ) $ (3,768 ) $ (3,843 ) Denominator: Weighted-average number of common shares outstanding: basic and diluted 10,909 3,107 7,011 3,104 Net loss per share: basic and diluted $ (0.08 ) $ (0.62 ) $ (0.54 ) $ (1.24 ) The computation of basic loss per share for the three and nine months ended December 31, 2023, and 2022 excludes the potentially dilutive securities summarized in the table below because their inclusion would be anti-dilutive. Schedule of anti-dilutive shares Three Months Ended December 31, Nine Months Ended December 31, (In thousands) 2023 2022 2023 2022 Stock options 1,011 576 1,011 576 Warrants – 108 – 108 Common stock units – 46 – 46 1,011 730 1,011 730 |
Revenue Recognition | Revenue Recognition The Company recognizes revenue in accordance with Accounting Standards Codification (“ASC”), Topic 606 Revenue from Contracts with Customers (“Topic 606”). Revenue is recognized when the Company transfers promised goods or services to the customer, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. In determining the appropriate amount of revenue to be recognized as the Company fulfills its obligations under the agreement, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that it will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. The Company derives the majority of its revenue through sales of its products directly to end users and to distributors. The Company also sells products to a customer base, including hospitals, medical centers, doctors, pharmacies, distributors and wholesalers. The Company has also entered into agreements to license its technology and products. The Company considers customer purchase orders, which in some cases are governed by master sales agreements, to be the contracts with a customer. For each contract, the Company considers the promise to transfer products, each of which are distinct, to be the identified performance obligations. In determining the transaction price the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which it expects to be entitled. For all of the Company’s sales to non-consignment distribution channels, revenue is recognized when control of the product is transferred to the customer (i.e. when its performance obligation is satisfied), which typically occurs when title passes to the customer upon shipment but could occur when the customer receives the product based on the terms of the agreement with the customer. For product sales to its value-added resellers, non-stocking distributors and end-user customers, the Company grants return privileges to its customers, and because the Company has a long history with its customers, the Company is able to estimate the amount of product that will be returned. Sales incentives and other programs that the Company may make available to these customers are considered to be a form of variable consideration, and the Company maintains estimated accruals and allowances using the expected value method. With the movement of these sales to a full distributor model in fiscal year 2022, the Company no longer provides these arrangements although the Company still receives some returns from the period prior to the year ended March 31, 2023. The Company has entered into consignment arrangements, in which goods are left in the possession of another party to sell. As products are sold from the customer to third parties, the Company recognizes revenue based on a variable percentage of a fixed price. Revenue recognized varies depending on whether a patient is covered by insurance or is not covered by insurance. In addition, the Company may incur a revenue deduction related to the use of the Company’s rebate program. Sales to stocking distributors are made under terms with fixed pricing and limited rights of return (known as “stock rotation”) of the Company’s products held in their inventory. Revenue from sales to distributors is recognized upon the transfer of control to the distributor. The Company assessed the promised goods and services in the technical support contract with Invekra for a ten-year period as being a distinct service that Invekra can benefit from on its own and as separately identifiable from any other promises within the contract. Given that the distinct service is not substantially the same as other goods and services within the Invekra contract, the Company accounted for the distinct service as a performance obligation. |
Accounts Receivable | Accounts Receivable Trade accounts receivable are recorded net of allowances for cash discounts for prompt payment, doubtful accounts, and sales returns. Estimates for cash discounts and sales returns are based on analysis of contractual terms and historical trends. The Company’s policy is to reserve for uncollectible accounts based on its best estimate of probable credit losses in its existing accounts receivable. The Company periodically reviews its accounts receivable to determine whether an allowance for doubtful accounts is necessary based on an analysis of past due accounts and other factors that may indicate that the realization of an account may be in doubt. Other factors that the Company considers include its existing contractual obligations, historical payment patterns of its customers and individual customer circumstances, an analysis of days sales outstanding by customer and geographic region, and a review of the local economic environment and its potential impact on government funding and reimbursement practices. Account balances deemed to be uncollectible are charged to the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The Company did no 29,000 16,000 |
Inventories | Inventories Inventories are stated at the lower of cost, cost being determined on a standard cost basis (which approximates actual cost on a first-in, first-out basis), or net realizable value. Due to changing market conditions, estimated future requirements, age of the inventories on hand and production of new products, the Company regularly reviews inventory quantities on hand and records a provision to write down excess and obsolete inventory to its estimated net realizable value. The Company recorded a provision to reduce the carrying amounts of inventories to their net realizable value in the amount of $ 292,000 236,000 |
Recent Accounting Standards | Recent Accounting Standards Accounting standards that have been issued or proposed by the FASB, the SEC or other standard setting bodies that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedule of computation of earning per share | Schedule of computation of earning per share Three Months Ended December 31, Nine Months Ended December 31, (In thousands, except per share data) 2023 2022 2023 2022 Numerator: Net loss $ (866 ) $ (1,939 ) $ (3,768 ) $ (3,843 ) Denominator: Weighted-average number of common shares outstanding: basic and diluted 10,909 3,107 7,011 3,104 Net loss per share: basic and diluted $ (0.08 ) $ (0.62 ) $ (0.54 ) $ (1.24 ) |
Schedule of anti-dilutive shares | Schedule of anti-dilutive shares Three Months Ended December 31, Nine Months Ended December 31, (In thousands) 2023 2022 2023 2022 Stock options 1,011 576 1,011 576 Warrants – 108 – 108 Common stock units – 46 – 46 1,011 730 1,011 730 |
Condensed Consolidated Balanc_4
Condensed Consolidated Balance Sheet (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of inventories | Schedule of inventories December 31, March 31, 2023 2023 Raw materials $ 1,507,000 $ 1,764,000 Finished goods 1,448,000 1,094,000 Inventories, net $ 2,955,000 $ 2,858,000 |
Schedule of lease information | Schedule of lease information December 31, March 31, 2023 2023 Operating leases: Operating lease right-of-use assets $ 341,000 $ 418,000 Operating lease liabilities – current 181,000 256,000 Operating lease liabilities – non- current 160,000 162,000 Other information related to leases is presented below: Nine Months Ended December 31, 2023 Operating lease cost $ 328,000 Other information: Operating cash flows from operating leases (99,000 ) Weighted-average remaining lease term – operating leases (in months) 21.5 Weighted-average discount rate – operating leases 6.00 |
Schedule of minimum operating lease liabilities | Schedule of minimum operating lease liabilities For Years Ending March 31, 2024 (excluding the nine months ended December 31, 2023) $ 38,000 2025 134,000 2026 175,000 2027 34,000 Total future minimum lease payments, undiscounted 381,000 Less: imputed interest (40,000 ) Present value of future minimum lease payments $ 341,000 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of options activity | Schedule of options activity Number of Weighted- Outstanding at April 1, 2023 565,000 $ 8.84 Options granted 500,000 0.19 Options forfeited (49,000 ) 32.26 Options expired (5,000 ) 47.39 Outstanding at December 31, 2023 1,011,000 $ 3.24 Exercisable at December 31, 2023 605,000 $ 4.37 |
Schedule of unvested restricted stock activity | Schedule of unvested restricted stock activity Number of Shares Weighted Average Award Date Fair Value per Share Unvested restricted stock awards outstanding at April 1, 2023 – $ – Restricted stock awards granted 251,000 1.04 Restricted stock awards vested (251,000 ) 1.04 Unvested restricted stock awards outstanding at December 31, 2023 – $ – |
Revenue Disaggregation (Tables)
Revenue Disaggregation (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of disaggregated revenue by revenue source | Schedule of disaggregated revenue by revenue source (In thousands) Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 Human Care $ 2,461 $ 2,435 $ 7,286 $ 7,050 Animal Care 621 434 1,688 1,957 Service and Royalty 56 75 322 1,251 $ 3,138 $ 2,944 $ 9,296 $ 10,258 |
Schedule of revenues by geographic region | Schedule of revenues by geographic region Three Months Ended December 31, Nine Months Ended December 31, (In thousands) 2023 2022 2023 2022 United States $ 868 $ 761 $ 2,214 $ 2,603 Europe 1,217 1,104 3,488 3,117 Asia 522 514 1,730 1,952 Latin America 368 384 1,165 1,827 Rest of the World 163 181 699 759 Total $ 3,138 $ 2,944 $ 9,296 $ 10,258 |
Significant Customer Concentr_2
Significant Customer Concentrations (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Risks and Uncertainties [Abstract] | |
Schedule of customer concentrations | Schedule of customer concentrations Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 Customer A 11 13 12 18 Customer B 17 11 15 16 Customer C 13 11 15 10 Customer D *% *% *% *% Customer E *% *% *% *% The following table shows customer accounts receivable balances as a percentage of net accounts receivables: December 31, December 31, 2023 2022 Customer A 13 *% Customer B 15 12 Customer C *% *% Customer D 13 18 Customer E *% 10 |
Liquidity and Financial Condi_2
Liquidity and Financial Condition (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||||
Net loss | $ 866 | $ 1,484 | $ 1,418 | $ 1,939 | $ 1,017 | $ 887 | $ 3,768 | $ 3,843 | |
Accumulated deficit | 193,282 | 193,282 | $ 189,514 | ||||||
Working capital | 9,428 | 9,428 | 10,081 | ||||||
Cash balance | $ 2,406 | 2,406 | $ 3,820 | ||||||
Net cash used in operating activities | $ 2,550 | $ 3,711 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details - Earnings per share) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Numerator: | ||||||||
Net loss | $ (866) | $ (1,484) | $ (1,418) | $ (1,939) | $ (1,017) | $ (887) | $ (3,768) | $ (3,843) |
Denominator: | ||||||||
Weighted-average number of common shares outstanding: basic | 10,909 | 3,107 | 7,011 | 3,104 | ||||
Weighted-average number of common shares outstanding: diluted | 10,909 | 3,107 | 7,011 | 3,104 | ||||
Net loss per share: basic | $ (0.08) | $ (0.62) | $ (0.54) | $ (1.24) | ||||
Net loss per share: diluted | $ (0.08) | $ (0.62) | $ (0.54) | $ (1.24) |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details - Antidilutive shares) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares | 1,011 | 730 | 1,011 | 730 |
Equity Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares | 1,011 | 576 | 1,011 | 576 |
Warrant [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares | 0 | 108 | 0 | 108 |
Common Stock Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares | 0 | 46 | 0 | 46 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands | Dec. 31, 2023 | Mar. 31, 2023 |
Accounting Policies [Abstract] | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
Allowance for sales discounts, rebates, distributor fees and returns | 29 | 16 |
Net realizable value | $ 292 | $ 236 |
Condensed Consolidated Balanc_5
Condensed Consolidated Balance Sheet (Details - Inventories) - USD ($) $ in Thousands | Dec. 31, 2023 | Mar. 31, 2023 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Raw materials | $ 1,507 | $ 1,764 |
Finished goods | 1,448 | 1,094 |
Inventories, net | $ 2,955 | $ 2,858 |
Condensed Consolidated Balanc_6
Condensed Consolidated Balance Sheet (Details - Operating lease information) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2023 | Mar. 31, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Operating lease right-of-use assets | $ 341 | $ 418 |
Operating lease liabilities – current | 181 | 256 |
Operating lease liabilities – non- current | 160 | $ 162 |
Operating lease cost | 328 | |
Operating cash flows from operating leases | $ (99) | |
Weighted-average remaining lease term - operating leases (in months) | 21 months 15 days | |
Weighted-average discount rate - operating leases | 6% |
Condensed Consolidated Balanc_7
Condensed Consolidated Balance Sheet (Details - Minimum Operating lease payments) $ in Thousands | Dec. 31, 2023 USD ($) |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
2024 (excluding the nine months ended December 31, 2023) | $ 38 |
2025 | 134 |
2026 | 175 |
2027 | 34 |
Total future minimum lease payments, undiscounted | 381 |
Less: imputed interest | (40) |
Present value of future minimum lease payments | $ 341 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | 9 Months Ended | |
Jun. 16, 2023 | Dec. 31, 2023 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Annual salaries | $ 586,000 | |
Potential severance payments | $ 1,300,000 | |
Ms. Trombly [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Annual bonus awards | $ 162,500 | |
Equity awards | 100,000 | |
Mr. Thornton [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Annual bonus awards | $ 150,000 | |
Equity awards | 100,000 |
Debt (Details Narrative)
Debt (Details Narrative) - USD ($) $ in Thousands | Feb. 01, 2023 | Feb. 01, 2022 |
Insurance Premium Financing [Member] | ||
Short-Term Debt [Line Items] | ||
Debt face amount | $ 748 | |
Debt interest rate | 4.68% | |
Final payment date | Jan. 01, 2023 | |
Debt payment terms | ten monthly installment payments | |
Periodic payment | $ 76 | |
First installment beginning date | Mar. 01, 2022 | |
Insurance Premium Financing 2 [Member] | ||
Short-Term Debt [Line Items] | ||
Debt face amount | $ 453 | |
Debt interest rate | 8.98% | |
Final payment date | Jan. 01, 2024 | |
Debt payment terms | eleven monthly installment payments | |
Periodic payment | $ 43 | |
First installment beginning date | Mar. 01, 2023 |
Stockholders_ Equity (Details N
Stockholders’ Equity (Details Narrative) - USD ($) | 9 Months Ended | ||||
Oct. 30, 2023 | Oct. 26, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | |
Class of Stock [Line Items] | |||||
Common stock, shares authorized | 24,000,000 | 24,000,000 | |||
Common stock, par value | $ 0.0001 | $ 0.0001 | |||
Proceeds from sale of stock, net | $ 1,446,000 | $ 0 | |||
Public Offering [Member] | |||||
Class of Stock [Line Items] | |||||
Stock issued new, shares | 8,500,000 | ||||
Proceeds from sale of stock, gross | $ 1,700,000 | ||||
Proceeds from sale of stock, net | $ 1,446,000 | ||||
Placement Agency Agreement [Member] | |||||
Class of Stock [Line Items] | |||||
Legal fees and other expenses | $ 75,000 | ||||
Convertible Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Preferred stock, shares authorized | 714,286 | 714,286 | |||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details-Option activity) - Equity Option [Member] | 9 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Options outstanding | shares | 565,000 |
Weighted-average exercise price, options outstanding | $ / shares | $ 8.84 |
Options granted | shares | 500,000 |
Weighted-average exercise price, options granted | $ / shares | $ 0.19 |
Options forfeited | shares | (49,000) |
Weighted-average exercise price, options forfeited | $ / shares | $ 32.26 |
Options expired | shares | (5,000) |
Weighted-average exercise price, options expired | $ / shares | $ 47.39 |
Options outstanding | shares | 1,011,000 |
Weighted-average exercise price, options outstanding | $ / shares | $ 3.24 |
Options exercisable | shares | 605,000 |
Weighted- Average Exercise Price Exercisable at end of period | $ / shares | $ 4.37 |
Stock-Based Compensation (Det_2
Stock-Based Compensation (Details-Restricted stock activity) - Restricted Stock [Member] | 9 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unvested restricted stock awards outstanding | shares | 0 |
Weighted-average award date fair value per share, RSAs outstanding | $ / shares | $ 0 |
Restricted stock awards granted | shares | 251,000 |
Weighted-average award date fair value per share, RSAs granted | $ / shares | $ 1.04 |
Restricted stock awards vested | shares | (251,000) |
Weighted-average award date fair value per share, RSAs vested | $ / shares | $ 1.04 |
Unvested restricted stock awards outstanding | shares | 0 |
Weighted-average award date fair value per share, RSAs outstanding | $ / shares | $ 0 |
Stock-Based Compensation (Det_3
Stock-Based Compensation (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Stock-based compensation | $ 140 | $ 242 | $ 447 | $ 569 |
Equity Option [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Unrecognized compensation costs | $ 312 | $ 312 | ||
Weighted average amortization period | 1 year 5 months 8 days | |||
Aggregate intrinsic value per share | $ 0.18 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) | 3 Months Ended | 9 Months Ended |
Dec. 31, 2023 | Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate | (2.49%) | 6.43% |
Revenue Disaggregation (Details
Revenue Disaggregation (Details - Disaggregation of revenue) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 3,138 | $ 2,944 | $ 9,296 | $ 10,258 |
Human Care [Member] | Product [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2,461 | 2,435 | 7,286 | 7,050 |
Animal Care [Member] | Product [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 621 | 434 | 1,688 | 1,957 |
Service And Royalty [Member] | Service [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 56 | $ 75 | $ 322 | $ 1,251 |
Revenue Disaggregation (Detai_2
Revenue Disaggregation (Details - Geographic regions) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 3,138 | $ 2,944 | $ 9,296 | $ 10,258 |
Revenue, Segment Benchmark [Member] | UNITED STATES | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 868 | 761 | 2,214 | 2,603 |
Revenue, Segment Benchmark [Member] | Europe [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1,217 | 1,104 | 3,488 | 3,117 |
Revenue, Segment Benchmark [Member] | Asia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 522 | 514 | 1,730 | 1,952 |
Revenue, Segment Benchmark [Member] | Latin America [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 368 | 384 | 1,165 | 1,827 |
Revenue, Segment Benchmark [Member] | Rest Of The World [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 163 | $ 181 | $ 699 | $ 759 |
Significant Customer Concentr_3
Significant Customer Concentrations (Details) - Customer Concentration Risk [Member] | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Revenue Benchmark [Member] | Customer A [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 11% | 13% | 12% | 18% |
Revenue Benchmark [Member] | Customer B [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 17% | 11% | 15% | 16% |
Revenue Benchmark [Member] | Customer C [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 13% | 11% | 15% | 10% |
Accounts Receivable [Member] | Customer A [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 13% | |||
Accounts Receivable [Member] | Customer B [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 15% | 12% | ||
Accounts Receivable [Member] | Customer D [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 13% | 18% | ||
Accounts Receivable [Member] | Customer E [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 10% |