Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2023 | May 10, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2023 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2023 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-39199 | |
Entity Registrant Name | TRxADE HEALTH, INC. | |
Entity Central Index Key | 0001382574 | |
Entity Tax Identification Number | 46-3673928 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 2420 Brunello Trace | |
Entity Address, City or Town | Lutz | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33558 | |
City Area Code | (800) | |
Local Phone Number | 261-0281 | |
Title of 12(b) Security | Common Stock, $0.00001 Par Value Per Share | |
Trading Symbol | MEDS | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 10,210,878 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2023 | Dec. 31, 2022 |
Current Assets | ||
Cash | $ 1,194,079 | $ 1,111,156 |
Accounts receivable, net | 707,914 | 728,601 |
Inventory | 126,254 | 119,582 |
Prepaid assets | 357,866 | 110,945 |
Current assets of discontinued operations | 22,837 | |
Total Current Assets | 2,386,113 | 2,093,121 |
Property plant and equipment, net | 62,393 | 65,214 |
Intangible assets and capitalized software, net | 537,917 | 450,845 |
Deposits | 49,031 | 49,031 |
Operating lease right-of-use assets | 1,002,317 | 1,051,815 |
Total Assets | 4,037,771 | 3,710,026 |
Current Liabilities | ||
Accounts payable | 515,766 | 682,653 |
Accrued liabilities | 303,225 | 290,013 |
Other current liabilities | 229,165 | 67,517 |
Contingent funding liabilities | 789,286 | 108,036 |
Current portion lease liabilities | 204,064 | 196,872 |
Warrant liability | 508,642 | 588,533 |
Notes payable— related party | 166,667 | |
Current liabilities of discontinued operations | 46,500 | |
Total Current liabilities | 2,550,148 | 2,146,791 |
Long Term Liabilities | ||
Other long-term liabilities — leases | 832,483 | 887,035 |
Notes payable- related party | 333,333 | |
Total Liabilities | 3,382,631 | 3,367,159 |
Stockholders’ Equity | ||
Series A preferred stock, $0.00001 par value; 10,000,000 shares authorized; none issued and outstanding, as of March 31, 2023 and December 31, 2022. | ||
Common stock, $0.00001 par value; 100,000,000 shares authorized; 10,210,878 and 9,393,708 shares issued and outstanding, as of March 31, 2023 and December 31, 2022, respectively | 100 | 99 |
Additional paid-in capital | 20,560,499 | 20,482,573 |
Retained deficit | (19,905,459) | (19,719,536) |
Total | 655,140 | 763,136 |
Non-controlling interest in subsidiary | (420,269) | |
Total stockholders’ equity | 655,140 | 342,867 |
Total Liabilities and Stockholders’ Equity | $ 4,037,771 | $ 3,710,026 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares outstanding | 10,210,878 | 9,393,708 |
Common stock, shares issued | 10,210,878 | 9,393,708 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
Revenues | $ 2,247,750 | $ 3,240,272 |
Cost of sales | 690,670 | 1,904,569 |
Gross Profit | 1,557,080 | 1,335,703 |
Operating Expenses: | ||
Wage and salary expense | 905,901 | 1,069,958 |
Professional fees | 139,661 | 101,009 |
Accounting and legal expense | 248,217 | 236,221 |
Technology expense | 233,286 | 245,785 |
General and administrative | 377,421 | 651,302 |
Total operating expenses | 1,904,486 | 2,304,275 |
Operating Loss | (347,406) | (968,572) |
Nonoperating income (expense) | ||
Change in fair value of warrant liability | 79,891 | |
Interest income | 4,198 | |
Gain on disposal of asset | 4,100 | |
Interest expense | (62,392) | (1,364) |
Total nonoperating expense | 21,697 | 2,736 |
Net Loss from continuing operations | (325,709) | (965,836) |
Net Loss from discontinued operations, net of tax | (352,244) | |
Net loss attributable to TRxADE Health, Inc. | (677,953) | (960,147) |
Net loss attributable to non-controlling interests | $ (5,689) | |
Basic and diluted net loss per common share: | ||
Continuing operations | $ (0.03) | $ (0.12) |
Discontinued operations | (0.04) | |
Net loss attributable to common stockholders | $ (0.07) | $ (0.12) |
Weighted average common shares outstanding - basic and diluted | 10,060,735 | 8,178,124 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) | Preferred Stock [Member] Series A Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Noncontrolling Interest [Member] | Total |
Balance at Dec. 31, 2021 | $ 82 | $ 20,017,528 | $ (16,247,437) | $ 3,770,173 | ||
Balance, shares at Dec. 31, 2021 | 8,166,457 | |||||
Common stock issued for services | 32,083 | 32,083 | ||||
Warrants exercised for cash | 875 | 875 | ||||
Warrants exercised for cash, shares | 14,584 | |||||
Options expense | 32,783 | 32,783 | ||||
Net loss | (965,836) | (965,836) | ||||
Capital Contributions | 17,500 | 17,500 | ||||
Balance at Mar. 31, 2022 | $ 82 | 20,083,269 | (17,213,273) | 17,500 | 2,887,578 | |
Balance, shares at Mar. 31, 2022 | 8,181,041 | |||||
Balance at Dec. 31, 2022 | $ 99 | 20,482,573 | (19,719,536) | (420,269) | 342,867 | |
Balance, shares at Dec. 31, 2022 | 9,393,708 | |||||
Common stock issued for services | 63,486 | 63,486 | ||||
Common stock issued for services, shares | 215,430 | |||||
Disposition of assets, related party | 492,030 | 420,269 | 912,299 | |||
Warrants exercised for cash | $ 1 | 6 | 7 | |||
Warrants exercised for cash, shares | 601,740 | |||||
Options expense | 14,434 | 14,434 | ||||
Net loss | (677,953) | (677,953) | ||||
Balance at Mar. 31, 2023 | $ 100 | $ 20,560,499 | $ (19,905,459) | $ 655,140 | ||
Balance, shares at Mar. 31, 2023 | 10,210,878 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities: | ||
Net loss from continuing operations | $ (677,953) | $ (965,836) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation expense | 2,821 | 3,972 |
Options expense | 14,434 | 32,783 |
Common stock issued for services | 63,486 | 32,083 |
Bad debt expense | (32,074) | 1,317 |
Gain on sale of asset | (1,900) | |
Amortization of right of use assets | 49,498 | 54,328 |
Changes in operating assets and liabilities: | ||
Other assets | (149,229) | |
Accounts receivable, net | 52,761 | (63,237) |
Prepaid assets and deposits | (22,866) | (172,857) |
Inventory | (6,672) | (217,671) |
Lease liability | (47,359) | (50,322) |
Accounts payable | (166,887) | 431,467 |
Accrued liabilities | (210,844) | 74,501 |
Undeposited customer funds | (11,166) | |
Current liabilities | 161,648 | |
Warrant liability | (79,891) | |
Customer Deposits | 996 | |
Net cash used in operating activities from continuing operations | (899,898) | (1,002,381) |
Net cash used in operating activities from discontinued operations | (31,633) | 1,610 |
Net cash used in operating activities | (931,531) | (1,000,771) |
Cash flows from investing activities: | ||
Sale of fixed assets | 23,000 | |
Investment in capitalized software | (87,072) | |
Net cash provided by investing activities from continuing operations | (87,072) | 23,000 |
Net cash provided by investing activities from discontinued operations | 420,269 | |
Net cash provided by investing activities | 333,197 | 23,000 |
Cash flows from financing activities: | ||
Repayment of contingent liability | (143,750) | |
Proceeds from sale of future revenue | 825,000 | |
Distributions to non-controlling interest | (275,000) | |
Proceeds from exercise of warrants | 7 | 875 |
Net cash provided by financing activities from continuing operations | 681,257 | 875 |
Net cash provided by (used in) financing activities from discontinued operations | (275,000) | |
Net cash provided by (used in) financing activities | 681,257 | (274,125) |
Net change in cash | 82,923 | (1,251,896) |
Cash at beginning of the year | 1,111,156 | 3,122,578 |
Cash at end of the period | 1,194,079 | 1,870,682 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 62,392 | 1,364 |
Cash paid for income taxes | ||
Non-Cash Transactions | ||
Insurance premium financed | 224,055 | 220,354 |
Note Cancelled from SOSRx withdrawal | 500,000 | |
Disposition of assets, related party | 492,030 | |
Note issued as SOSRx Contribution | 500,000 | |
Intangible Asset Contribution from non-controlling interest | $ 792,500 |
ORGANIZATION AND BASIS OF PRESE
ORGANIZATION AND BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
ORGANIZATION AND BASIS OF PRESENTATION | NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION TRxADE HEALTH, INC. (“ we our Trxade Company 100 % of Trxade, Inc., Integra Pharma Solutions, LLC, Community Specialty Pharmacy, LLC, Alliance Pharma Solutions, LLC, and Bonum Health, LLC. The merger of Trxade, Inc. and TRxADE HEALTH, INC. (formerly named Trxade Group, Inc.) occurred in May 2013. Community Specialty Pharmacy was acquired in October 2018. SOSRx was created in February 2022 between Exchange Health, LLC. and Trxade. Trxade, Inc., operates a web-based market platform that enables commerce among healthcare buyers and sellers of pharmaceuticals, accessories and services. Integra Pharma Solutions, LLC (d.b.a. Trxade Prime), is a licensed pharmaceutical wholesaler and sells brand, generic and non-drug products to customers. Trxade Prime customers include all healthcare markets including government organizations, hospitals, clinics and independent pharmacies nationwide. Alliance Pharma Solutions, LLC (d.b.a. DelivMeds) invested in SyncHealth MSO, LLC, a managed services organization, in January 2019, which investment was divested in February 2020. DelivMeds is currently being rebranded and the consumer-based app is still being developed. To date, we have not generated any revenue from this product. Community Specialty Pharmacy, LLC, is an accredited independent retail pharmacy with a focus on a community-based model offering home delivery services to patients. On January 20, 2023, the Company entered into Membership Interest Purchase Agreements to sell 100% of the outstanding membership interests of the Company’s subsidiaries, Alliance Pharma Solutions, LLC and Community Specialty Pharmacy, LLC. The Company will receive consideration in the amount of $125,000 for Alliance Pharma Solutions, LLC and $100,000 for Community Specialty Pharmacy, LLC. The Company also agreed to enter into a Master Service Agreement to operate the businesses prior to closing, additional amounts owed to the Company as a result of this Master Service Agreement are estimated to total approximately an aggregate of $266,000 as of the closing date, currently expected to occur on April 30, 2023. Bonum Health, LLC, was formed to hold certain telehealth assets acquired in October 2019. The “ Bonum Health Hub SOSRx, LLC was formed on February 15, 2022. The Company entered into a relationship with Exchange Health, LLC, a technology company providing an online platform for manufacturers and suppliers to sell and purchase pharmaceuticals (“Exchange Health”). SOSRx LLC, a Delaware limited liability company (“SOSRx”), was formed, which was owned 51 49 352,244 Basis of Presentation In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements that would substantially duplicate the disclosures contained in the audited financial statements for the year ended December 31, 2022, as reported in the Company’s Annual Report on Form 10-K have been omitted. Recently Issued Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standard Board or other standard setting bodies that the Company adopts as of the specified effective date. The Company does not believe that the impact of recently issued standards that are not yet effective will have a material impact on the Company’s financial position or results of operations upon adoption. Accounts Receivable – 32,074 from the GSG lawsuit and $ 1,317 respectively. The Company had an Account Receivable with a single customer, GSG PPE, LLC (“GSG”), for the amount of $ 630,000 Other Receivables CSP 1,200,000 875,000 Income (loss) Per Common Share 2,689,969 431,425 50,000 601,740 6.02 The following table sets forth the computation of basic and diluted loss per share: SCHEDULE OF BASIC AND DILUTIVE INCOME (LOSS) PER SHARE For the Three Months Ended, March 31, 2023 March 31, 2022 Numerator: Net loss from continuing operations $ (325,709 ) $ (965,836 ) Net loss from discontinued operations (352,244 ) $ - Numerator for basic and diluted EPS - income available to common stockholders (677,953 ) $ (960,147 ) Denominator: Denominator for basic and diluted EPS – weighted average shares 10,060,735 8,178,124 Basic and diluted loss per common share $ (0.07 ) $ (0.12 ) Continuing operations $ (0.03 ) $ (0.12 ) Discontinued operations $ (0.04 ) $ - |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | NOTE 2 – GOING CONCERN The accompanying interim consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates realization of assets and the satisfaction of liabilities in the normal course of business within one year after the date the consolidated financial statements are issued. In accordance with Financial Accounting Standards Board, or the FASB, Accounting Standards Update No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40), our management evaluates whether there are conditions or events, considered in aggregate, that raise substantial doubt about our ability to continue as a going concern within one year after the date that the financial statements are issued. As of March 31, 2023 the Company had an accumulated deficit of $ 19.9 164,035 1.2 |
DISPOSITION OF BUSINESS
DISPOSITION OF BUSINESS | 3 Months Ended |
Mar. 31, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISPOSITION OF BUSINESS | NOTE 3- DISPOSITION OF BUSINESS On and effective on, February 1, 2023, the Company, Exchange Health and SOSRx, entered into a Voluntary Withdrawal and Release Agreement, which was replaced in its entirety and corrected on February 4, 2023 and effective February 4, 2023 (as replaced and corrected, the “Release Agreement”). As part of the withdrawal agreement, a note payable to Exchange Health was forgiven in the amount of $ 500,000 15,000 SCHEDULE OF FINANCIAL STATEMENTS OF DISCONTINUED OPERATIONS March 31, 2023 December 31, 2022 Cash $ - $ 22,474 Accounts receivable - 363 Total assets of discontinued operations $ - $ 22,837 Accounts payable $ - $ 46,500 Total liabilities of discontinued operations $ - $ 46,500 The Agreement qualifies as a discontinued operation in accordance with U.S. GAAP. As a result, operating results and cash flows related to the SOSRx operations have been reflected as discontinued operations in the Company’s consolidated statements of operations, consolidated statements of cash flows and consolidated statements of shareholders’ equity. March 31, 2023 March 31, 2022 Revenue - 6,600 Cost of sales - - General and administrative expense (146 ) (18,211 ) Operating loss (146 ) (11,611 ) Net loss from discontinued operations (146 ) (11,611 ) |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 4- RELATED PARTY TRANSACTIONS On February 15, 2022, the Company entered into a relationship with Exchange Health, a technology company providing an online platform for manufacturers and suppliers to sell and purchase pharmaceuticals. In connection therewith, SOSRx LLC (“SOSRx”), was formed in February 2022, which is owned 51 49 325,000 500,000 400,000 792,000 At March 31, 2023, total related party debt was $ 0 On and effective on, February 1, 2023, the Company, Exchange Health and SOSRx, entered into a Voluntary Withdrawal and Release Agreement, which was replaced in its entirety and corrected on February 4, 2023 and effective February 4, 2023 (as replaced and corrected, the “Release Agreement”). Pursuant to the Release Agreement, the Company voluntarily withdrew as a member of SOSRx pursuant to the terms of the Operating Agreement of SOSRx, which provided that the Company would withdraw from SOSRx if certain revenue targets were not met, which targets have not been met. Also pursuant to the Withdrawal Agreement, (a) the Company agreed to the termination of its interests in SOSRx and its withdrawal as a member thereof for no consideration (the “Withdrawal”); (b) the Promissory Note, and all of the Company’s obligations under such Promissory Note were terminated; and (c) the parties agreed that no Earn Out Payments will be due. The Release Agreement also (i) provides that all accumulated losses of SOSRx through December 20, 2022, will be allocated 51%/49% between the Company and Exchange Health; (ii) provides for a total of approximately $15,000 in outstanding invoices owed by the Company to SOSRx to be waived; (iii) includes certain indemnification obligations of SOSRx and Exchange Health; (iv) requires SOSRx to pay certain pre-agreed outstanding invoices of SOSRx; (v) includes mutual releases of the Company and SOSRx and Exchange Health; and (vi) includes customary representations and warranties of the parties. |
CONTINGENT FUNDING LIABILITIES
CONTINGENT FUNDING LIABILITIES | 3 Months Ended |
Mar. 31, 2023 | |
Contingent Funding Liabilities | |
CONTINGENT FUNDING LIABILITIES | NOTE 5 – CONTINGENT FUNDING LIABILITIES On March 14, 2023, the Company entered into a non-recourse funding agreement with a third-party for the purchase and sale of future receivables (the “Receivables Agreement”). Pursuant to the Receivables Agreement, the third-party agreed to fund the Company $ 875,000 1,224,000 42,500 On September 14, 2022, the Company entered into a non-recourse funding agreement with a third-party for the purchase and sale of future receivables (the “Receivables Agreement”). Pursuant to the Receivables Agreement, the third-party agreed to fund the Company $ 275,000 396,000 15,000 On June 27, 2022, the Company entered into a non-recourse funding agreement with a third-party funder for the purchase and sale of future receivables. Pursuant to the Receivables Agreement, the third-party agreed to fund the Company $ 550,000 792,000 27,500 The Company’s relationship with the funding source meets the criteria in ASC 470-10-25 – Sales of Future Revenues or Various Other Measures of Income (“ASC 470”), which relates to cash received from a funding source in exchange for a specified percentage or amount of revenue or other measure of income of a particular product line, business segment, trademark, patent or contractual right for a defined period. Under this guidance, the Company recognized the fair value of its contingent obligation to the funding source, as of the acquisition date, as a current liability in its consolidated balance sheet. Under ASC 470, amounts recorded as debt are to be amortized under the interest method. The Company made an accounting policy election to utilize the prospective method when there is a change in the estimated future cash flows, whereby a new effective interest rate is determined based on the revised estimate of remaining cash flows. The new rate is the discount rate that equates the present value of the revised estimate of remaining cash flows with the carrying amount of the debt, and it will be used to recognize interest expense for the remaining period. Under this method, the effective interest rate is not constant, and any change in expected cash flows is recognized prospectively as an adjustment to the effective yield. As of March 31, 2023 the total contingent funding liability was $ 789,286 36 |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | NOTE 6 – STOCKHOLDERS’ EQUITY 2022 Equity Compensation Awards Effective September 1, 2022, the Board of Directors and Compensation Committee of the Company, with the approval of each of the following officers, agreed to reduce the annual cash compensation payable to Suren Ajjarapu, the Company’s Chief Executive Officer; Prashant Patel, the Company’s President and Chief Operating Officer and Janet Huffman, the Company’s Chief Financial Officer, in an effort to conserve cash. In lieu of the reduced cash salary payable to each officer, the Board and Compensation Committee agreed to issue such officers shares of the Company’s common stock equal to the amount of reduced cash salary, divided by the closing sales price of the Company’s common stock on the NASDAQ Capital Market on August 31, 2022, the date approved by the Board of Directors. The total amount of shares of common stock issued on August 31, 2022 to the officers was 81,895 The shares of common stock issuable to the officers vest at the rate of 1/4th of such shares on each of September 30, 2022, October 31, 2022, November 30, 2022, and December 31, 2022, subject to each applicable Officer’s continued service to the Company on such dates and subject to the restricted stock award agreements entered into to evidence such awards. Separately, certain employees of the Company agreed to reduce their cash salaries by an aggregate of $ 37,000 31,896 Effective on August 31, 2022, the Board of Directors approved the issuance of 54,525 63,250 All of the awards discussed above were issued under the Company’s Second Amended and Restated 2019 Equity Incentive Plan (the “Plan”) and all restricted stock awards discussed above were evidenced by Restricted Stock Grant Agreements. |
PREFUNDED AND PRIVATE PLACEMENT
PREFUNDED AND PRIVATE PLACEMENT WARRANTS | 3 Months Ended |
Mar. 31, 2023 | |
Prefunded And Private Placement Warrants | |
PREFUNDED AND PRIVATE PLACEMENT WARRANTS | NOTE 7 – PREFUNDED AND PRIVATE PLACEMENT WARRANTS Simultaneously with the closing of the stock placement, the investor pre-purchased 601,740 1.14999 0.00001 601,740 6.02 1.50 0.232 |
WARRANTS
WARRANTS | 3 Months Ended |
Mar. 31, 2023 | |
Warrants | |
WARRANTS | NOTE 8 – WARRANTS For the three-month period ended March 31, 2023, no none 601,740 prefunded 6.02 The Company uses the Black-Scholes pricing model to estimate the fair value of stock-based awards on the date of the grant. There was no The Company’s outstanding and exercisable warrants as of March 31, 2023, are presented below: SCHEDULE OF OUTSTANDING AND EXERCISABLE WARRANTS Number Outstanding Weighted Average Exercise Price Contractual Life In Years Intrinsic Value Warrants outstanding as of December 31, 2022 2,689,969 1.50 4.72 6,731 Warrants granted - - - - Warrants forfeited, expired, cancelled - - - - Warrants exercised - - - - Warrants outstanding as of March 31, 2023 2,689,969 1.49 4.48 7,943 Warrants exercisable as of March 31, 2023 2,689,969 1.49 4.48 7,943 |
OPTIONS
OPTIONS | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
OPTIONS | NOTE 9 – OPTIONS The Company maintains stock option plans under which certain employees are awarded option grants based on a combination of performance and tenure. The stock option plans provide for the grant of up to 2,333,333 2,000,000 st beginning in 2021 and ending in 2029 (each a “Date of Determination”), in each case subject to the approval and determination of the administrator of the plan (the Board of Directors or Compensation Committee) on or prior to the applicable Date of Determination, equal to the lesser of (A) ten percent (10%) of the total shares of common stock of the Company outstanding on the last day of the immediately preceding fiscal year and (B) such smaller number of shares as determined by the administrator. The administrator did not approve an increase in the number of shares covered under the plan as of April 1, 2023 or 2022 For the three-month period ended March 31, 2023, 135,802 none none no Total compensation cost related to stock options granted was $ 14,434 32,783 The following table represents stock option activity for the three-month period ended March 31, 2023: SCHEDULE OF STOCK OPTION ACTIVITY Number Outstanding Weighted-Average Exercise Price Weighted-Average Contractual Life in Years Intrinsic Value Options outstanding as of December 31, 2022 295,623 $ 4.40 3.92 $ - Options exercisable as of December 31, 2022 257,506 4.42 3.89 - Options granted 135,802 0.41 5.01 - Options forfeited - - - - Options expired - - - - Options exercised - - - - Options outstanding as of March 31, 2023 431,425 3.14 4.26 - Options exercisable as of March 31, 2023 269,473 4.35 3.72 - |
CONTINGENCIES
CONTINGENCIES | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES | NOTE 10 – CONTINGENCIES Studebaker Defense Group, LLC In July 2020, the Company’s wholly-owned subsidiary, Integra Pharma Solutions, LLC (“Integra”), entered into an agreement with Studebaker Defense Group, LLC (“Studebaker”) wherein Integra would pay Studebaker a down payment of $ 500,000 180,000 500,000 500,000 Sandwave Group Dsn Bhd and Crecom Burj Group SDN BHD In August 2020, Integra, entered into an agreement with Sandwave Group Dsn Bhd (“Sandwave”), wherein Integra would pay Sandwave a down payment of $ 581,250 150,000 581,250 581,250 581,250 GSG PPE, LLC On November 19, 2021, Integra filed a complaint against GSG PPE, LLC (“GSG”) and Gary Waxman (“Waxman”), the owner, alleging three counts of breach of contract for a purchase agreement, a promissory note, and a personal guaranty. Collectively, the company alleges that GSG and Waxman have materially breached all three contracts. In late 2020, GSG and Integra executed a valid initial contract setting the terms of a business transaction. GSG failed to pay Integra approximately 75% of the amount owed to Integra. GSG acknowledged it owed the money and executed a promissory note in favor of Integra in the amount of $ 630,000 630,000 630,000 630,000 743,000 Jain, et al., v. Memantine, et al. In January 2020, we became aware of a complaint filed by Jitendra Jain, Manish Arora, Scariy Kumaramangalam, Harsh Datta and Balvant Arora (collectively, plaintiffs), against our wholly-owned subsidiary, Trxade, Inc. and our Chief Executive Officer, Suren Ajjarapu as well as certain unrelated persons, Annapurna Gundlapalli, Gajan Mahendiran and Nexgen Memantine (collectively, defendants), in the Circuit Court of Madison County, Alabama (Case:47-CV-2019-902216.00). The complaint alleged causes of actions against the defendants including fraud in the inducement, relating to certain investments alleged to have been made by plaintiffs in Nexgen Memantine, breach of fiduciary duty, conversion and voidable transactions. The complaint related to certain investments alleged made by the plaintiffs in Nexgen Memantine and certain alleged fraudulent transfers of assets and funds alleged to have been taken by the defendants which are unrelated to the Company. On May 14, 2021, Plaintiffs filed a second amended complaint against the defendants. The second amended complaint alleges causes of action against the defendants including securities fraud, breach of fiduciary duty, violation of the Florida RICO Act, and breach of contract. The operative complaint relates to certain investments alleged to have been made by the plaintiffs in Nexgen Memantine and certain alleged transfers of assets and funds alleged to have been taken by the defendants which are unrelated to the Company. The amended complaint seeks injunctive relief, $ 425,000 In February 2022, a settlement as to Suren Ajjarapu, Annapurna Gundlapalli and the Company was reached and signed. This settlement involved no admission of liability and a full and complete release of all actions after a lump-sum payment of $ 225,000 |
LEASES
LEASES | 3 Months Ended |
Mar. 31, 2023 | |
Leases | |
LEASES | NOTE 11 – LEASES The Company elected the practical expedient under Accounting Standards Update (ASU) 2018-11 “Leases: Targeted Improvements” which allows the Company to apply the transition provision for Topic 842 at the Company’s adoption date instead of at the earliest comparative period presented in the financial statements. Therefore, the Company recognized and measured leases existing at January 1, 2019, but without retrospective application. In addition, the Company elected the optional practical expedient permitted under the transition guidance which allows the Company to carry forward the historical accounting treatment for existing leases upon adoption. No impact was recorded to the beginning retained earnings for Topic 842. The Company has two operating leases for corporate offices. The following table outlines the details: SCHEDULE OF OPERATING LEASES Lease 1 Lease 2 Initial Lease Term December 2017 to December 2021 November 2018 to November 2023 Renewal Term January 2021 to December 2024 November 2023 to November 2028 Initial Recognition of right-of-use assets at January 1, 2019 $ 534,140 $ 313,301 Incremental Borrowing Rate 10 % 10 % The Company entered into a new corporate office lease (Lease 1) on January 1, 2022. The Company determined that entering into a new lease required remeasurement of the lease liability resulting in the increase of the right-of-use asset and the associated lease liability by $ 977,220 15,000 The table below reconciles the fixed component of the undiscounted cash flows for each of the first five years and the total remaining years to the operating lease liabilities recorded in the Consolidated Balance Sheet as of March 31, 2023. SCHEDULE OF FUTURE MINIMUM PAYMENTS FOR OPERATING LEASE LIABILITIES 1 Amounts due within twelve months of March 31, 2023 295,884 2024 304,761 2025 313,903 2026 254,914 Thereafter 91,373 Total minimum lease payments 1,260,835 Less: effect of discounting (237,868 ) Present value of future minimum lease payments 1,022,967 Less: current obligations under leases 202,621 Long-term lease obligations $ 820,346 The difference to the balance sheet above is due to the current and long-term remaining lease obligations of the copier operating lease not included in the amount of $ 13,580 For the three-months ended March 31, 2023, and 2022, amortization of Right of Use Assets was $ 49,498 54,328 47,360 50,322 |
SEGMENT REPORTING
SEGMENT REPORTING | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | NOTE 12 – SEGMENT REPORTING Operating segments are defined as the components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision makers in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision makers direct the allocation of resources to operating segments based on the profitability, cash flows, and growth opportunities of each respective segment. The Company classifies its business interests into reportable segments which are: ● Trxade, Inc. - Web based pharmaceutical marketplace platform – B2B sales ● CSP - Community Specialty Pharmacy, LLC – Licensed retail pharmacy – B2C sales ● Integra - Integra Pharma, LLC - Licensed wholesaler of brand, generic and non-drug products – B2B sales ● Unallocated - Other – corporate overhead expense, Alliance Pharma Solutions, LLC and Bonum Health, LLC SCHEDULE OF BUSINESS INTERESTS INTO REPORTABLE SEGMENTS Three Months Ended March 31, 2023 Trxade, Inc. CSP Integra Unallocated Total Revenue $ 1,443,177 $ 311,257 $ 476,356 $ 16,960 $ 2,247,750 Gross Profit 1,443,177 40,684 56,259 16,960 1,557,080 Segment Assets 1,884,610 (553,292 ) 358,035 2,348,418 4,037,771 Segment Profit/Loss 618,548 (151,002 ) (104,868 ) (1,040,631 ) (677,953 ) Cost of Sales $ - $ 270,573 $ 420,097 $ - $ 690,670 Three Months Ended March 31, 2022 Trxade, Inc. CSP Integra Unallocated Total Revenue $ 1,381,963 $ 268,407 $ 1,567,530 $ 22,372 $ 3,240,272 Gross Profit 1,381,963 (82,311 ) 13,679 22,373 1,335,703 Segment Assets 1,751,758 (482,577 ) 1,053,179 3,517,851 5,840,211 Segment Profit/Loss 484,500 (148,510 ) (155,028 ) (1,146,796 ) (965,836 ) Cost of Sales $ - $ 350,718 $ 1,553,851 $ - $ 1,904,569 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 13 – SUBSEQUENT EVENTS As previously disclosed in a Current Report on Form 8-K, filed by the Company with the Securities and Exchange Commission (the “SEC”) on August 1, 2022, on July 29, 2022, the Company received a letter from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it was not in compliance with the minimum $ 2,500,000 A hearing before the Panel was held on March 23, 2023, at which the Company presented a plan to regain compliance with the Rule that included an underwritten public offering of Company securities of up to $ 15,000,000 15,000,000 On April 13, 2023, a settlement was reached in the Studebaker Defense Group LLC. and Integra Pharma Solutions, LLC. legal case. The court found in favor of Integra Pharma Solutions and ordered Studebaker Defense Group, LLC. to pay $ 550,000 |
ORGANIZATION AND BASIS OF PRE_2
ORGANIZATION AND BASIS OF PRESENTATION (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
SCHEDULE OF BASIC AND DILUTIVE INCOME (LOSS) PER SHARE | The following table sets forth the computation of basic and diluted loss per share: SCHEDULE OF BASIC AND DILUTIVE INCOME (LOSS) PER SHARE For the Three Months Ended, March 31, 2023 March 31, 2022 Numerator: Net loss from continuing operations $ (325,709 ) $ (965,836 ) Net loss from discontinued operations (352,244 ) $ - Numerator for basic and diluted EPS - income available to common stockholders (677,953 ) $ (960,147 ) Denominator: Denominator for basic and diluted EPS – weighted average shares 10,060,735 8,178,124 Basic and diluted loss per common share $ (0.07 ) $ (0.12 ) Continuing operations $ (0.03 ) $ (0.12 ) Discontinued operations $ (0.04 ) $ - |
DISPOSITION OF BUSINESS (Tables
DISPOSITION OF BUSINESS (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
SCHEDULE OF FINANCIAL STATEMENTS OF DISCONTINUED OPERATIONS | SCHEDULE OF FINANCIAL STATEMENTS OF DISCONTINUED OPERATIONS March 31, 2023 December 31, 2022 Cash $ - $ 22,474 Accounts receivable - 363 Total assets of discontinued operations $ - $ 22,837 Accounts payable $ - $ 46,500 Total liabilities of discontinued operations $ - $ 46,500 The Agreement qualifies as a discontinued operation in accordance with U.S. GAAP. As a result, operating results and cash flows related to the SOSRx operations have been reflected as discontinued operations in the Company’s consolidated statements of operations, consolidated statements of cash flows and consolidated statements of shareholders’ equity. March 31, 2023 March 31, 2022 Revenue - 6,600 Cost of sales - - General and administrative expense (146 ) (18,211 ) Operating loss (146 ) (11,611 ) Net loss from discontinued operations (146 ) (11,611 ) |
WARRANTS (Tables)
WARRANTS (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Warrants | |
SCHEDULE OF OUTSTANDING AND EXERCISABLE WARRANTS | The Company’s outstanding and exercisable warrants as of March 31, 2023, are presented below: SCHEDULE OF OUTSTANDING AND EXERCISABLE WARRANTS Number Outstanding Weighted Average Exercise Price Contractual Life In Years Intrinsic Value Warrants outstanding as of December 31, 2022 2,689,969 1.50 4.72 6,731 Warrants granted - - - - Warrants forfeited, expired, cancelled - - - - Warrants exercised - - - - Warrants outstanding as of March 31, 2023 2,689,969 1.49 4.48 7,943 Warrants exercisable as of March 31, 2023 2,689,969 1.49 4.48 7,943 |
OPTIONS (Tables)
OPTIONS (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
SCHEDULE OF STOCK OPTION ACTIVITY | The following table represents stock option activity for the three-month period ended March 31, 2023: SCHEDULE OF STOCK OPTION ACTIVITY Number Outstanding Weighted-Average Exercise Price Weighted-Average Contractual Life in Years Intrinsic Value Options outstanding as of December 31, 2022 295,623 $ 4.40 3.92 $ - Options exercisable as of December 31, 2022 257,506 4.42 3.89 - Options granted 135,802 0.41 5.01 - Options forfeited - - - - Options expired - - - - Options exercised - - - - Options outstanding as of March 31, 2023 431,425 3.14 4.26 - Options exercisable as of March 31, 2023 269,473 4.35 3.72 - |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Leases | |
SCHEDULE OF OPERATING LEASES | SCHEDULE OF OPERATING LEASES Lease 1 Lease 2 Initial Lease Term December 2017 to December 2021 November 2018 to November 2023 Renewal Term January 2021 to December 2024 November 2023 to November 2028 Initial Recognition of right-of-use assets at January 1, 2019 $ 534,140 $ 313,301 Incremental Borrowing Rate 10 % 10 % |
SCHEDULE OF FUTURE MINIMUM PAYMENTS FOR OPERATING LEASE LIABILITIES | The table below reconciles the fixed component of the undiscounted cash flows for each of the first five years and the total remaining years to the operating lease liabilities recorded in the Consolidated Balance Sheet as of March 31, 2023. SCHEDULE OF FUTURE MINIMUM PAYMENTS FOR OPERATING LEASE LIABILITIES 1 Amounts due within twelve months of March 31, 2023 295,884 2024 304,761 2025 313,903 2026 254,914 Thereafter 91,373 Total minimum lease payments 1,260,835 Less: effect of discounting (237,868 ) Present value of future minimum lease payments 1,022,967 Less: current obligations under leases 202,621 Long-term lease obligations $ 820,346 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
SCHEDULE OF BUSINESS INTERESTS INTO REPORTABLE SEGMENTS | SCHEDULE OF BUSINESS INTERESTS INTO REPORTABLE SEGMENTS Three Months Ended March 31, 2023 Trxade, Inc. CSP Integra Unallocated Total Revenue $ 1,443,177 $ 311,257 $ 476,356 $ 16,960 $ 2,247,750 Gross Profit 1,443,177 40,684 56,259 16,960 1,557,080 Segment Assets 1,884,610 (553,292 ) 358,035 2,348,418 4,037,771 Segment Profit/Loss 618,548 (151,002 ) (104,868 ) (1,040,631 ) (677,953 ) Cost of Sales $ - $ 270,573 $ 420,097 $ - $ 690,670 Three Months Ended March 31, 2022 Trxade, Inc. CSP Integra Unallocated Total Revenue $ 1,381,963 $ 268,407 $ 1,567,530 $ 22,372 $ 3,240,272 Gross Profit 1,381,963 (82,311 ) 13,679 22,373 1,335,703 Segment Assets 1,751,758 (482,577 ) 1,053,179 3,517,851 5,840,211 Segment Profit/Loss 484,500 (148,510 ) (155,028 ) (1,146,796 ) (965,836 ) Cost of Sales $ - $ 350,718 $ 1,553,851 $ - $ 1,904,569 |
SCHEDULE OF BASIC AND DILUTIVE
SCHEDULE OF BASIC AND DILUTIVE INCOME (LOSS) PER SHARE (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Accounting Policies [Abstract] | ||
Net loss from continuing operations | $ (325,709) | $ (965,836) |
Net loss from discontinued operations | (352,244) | |
Numerator for basic and diluted EPS - income available to common stockholders | $ (677,953) | $ (960,147) |
Denominator for basic and diluted EPS – weighted average shares | 10,060,735 | 8,178,124 |
Basic and diluted loss per common share | $ (0.07) | $ (0.12) |
Continuing operations | (0.03) | (0.12) |
Discontinued operations | $ (0.04) |
ORGANIZATION AND BASIS OF PRE_3
ORGANIZATION AND BASIS OF PRESENTATION (Details Narrative) - USD ($) | 3 Months Ended | ||||||
Mar. 31, 2023 | Mar. 31, 2022 | Jan. 04, 2023 | Dec. 31, 2022 | May 23, 2022 | May 20, 2022 | Feb. 15, 2022 | |
Loss on discontinued operations | $ 352,244 | ||||||
Bad debt expense | 32,074 | $ 1,317 | |||||
Accounts receivable, after allowance for credit loss, current | 707,914 | $ 728,601 | |||||
Warrants to purchase common stock | $ 2,689,969 | ||||||
Warrant [Member] | |||||||
Options to purchase common stock | 431,425 | ||||||
Number of shares, issued | 50,000 | ||||||
Warrants to purchase, shares | 601,740 | ||||||
Warrants, price per share | $ 6.02 | ||||||
Community Specialty Pharmacy, LLC [Member] | |||||||
Other receivables | $ 1,200,000 | ||||||
Payment of other receivables | $ 875,000 | ||||||
Single Customer [Member] | |||||||
Accounts receivable, after allowance for credit loss, current | $ 630,000 | ||||||
Trxade, Inc.[Member] | |||||||
Equity method investment, ownership percentage | 100% | ||||||
SosRx LLC [Member] | |||||||
Equity method investment, ownership percentage | 51% | ||||||
Exchange Health LLC [Member] | |||||||
Equity method investment, ownership percentage | 49% |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | Mar. 31, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accumulated deficit | $ 19,905,459 | $ 19,719,536 |
Working capital | 164,035 | |
Cash balance | $ 1,194,079 | $ 1,111,156 |
SCHEDULE OF FINANCIAL STATEMENT
SCHEDULE OF FINANCIAL STATEMENTS OF DISCONTINUED OPERATIONS (Details) - SosRx LLC [Member] - USD ($) | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Cash | $ 22,474 | ||
Accounts receivable | 363 | ||
Total assets of discontinued operations | 22,837 | ||
Accounts payable | 46,500 | ||
Total liabilities of discontinued operations | $ 46,500 | ||
Revenue | $ 6,600 | ||
Cost of sales | |||
General and administrative expense | (146) | (18,211) | |
Operating loss | (146) | (11,611) | |
Net loss from discontinued operations | $ (146) | $ (11,611) |
DISPOSITION OF BUSINESS (Detail
DISPOSITION OF BUSINESS (Details Narrative) - SosRx LLC [Member] | Feb. 04, 2023 USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Notes payable | $ 500,000 |
Accounts payable | $ 15,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | Feb. 15, 2022 | Mar. 31, 2023 |
Related Party [Member] | ||
Related Party Transaction [Line Items] | ||
Related party debt | $ 0 | |
SosRx LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Related party transaction amount | $ 325,000 | |
Promissory note issued | 500,000 | |
Other commitment | 400,000 | |
Exchange Health LLC [Member] | Software and contracts [Member] | ||
Related Party Transaction [Line Items] | ||
Proceeds from intangible assets. | $ 792,000 | |
SosRx LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Equity method investment, ownership percentage | 51% | |
Exchange Health LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Equity method investment, ownership percentage | 49% |
CONTINGENT FUNDING LIABILITIES
CONTINGENT FUNDING LIABILITIES (Details Narrative) - USD ($) | Mar. 31, 2023 | Mar. 14, 2023 | Dec. 31, 2022 | Sep. 14, 2022 | Jun. 27, 2022 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Contingent funding liability | $ 789,286 | $ 108,036 | |||
Receivables agreement [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Contingent funding liability | $ 789,286 | $ 875,000 | $ 275,000 | $ 550,000 | |
Receivables net current | 1,224,000 | 396,000 | 792,000 | ||
One-time origination fee | $ 42,500 | $ 15,000 | $ 27,500 | ||
Interest rate | 36% |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) | 3 Months Ended | ||
Aug. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Stock issued during period value issued for services | $ 63,486 | $ 32,083 | |
Common Stock [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Stock issued during period shares issued for services | 215,430 | ||
Stock issued during period value issued for services | |||
Officers [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Stock issued during period, shares | 81,895 | ||
Employees [Member] | Common Stock [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Decrease in salaries | $ 37,000 | ||
Share based compensation, shares | 31,896 | ||
Board of Directors Chairman [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Stock issued during period shares issued for services | 54,525 | ||
Stock issued during period value issued for services | $ 63,250 |
PREFUNDED AND PRIVATE PLACEME_2
PREFUNDED AND PRIVATE PLACEMENT WARRANTS (Details Narrative) - Pre Funded Warrants [Member] - $ / shares | 3 Months Ended | ||
Mar. 31, 2023 | Jan. 04, 2023 | Sep. 01, 2022 | |
Warrants to purchase price | 601,740 | 601,740 | |
Warrants price per share | $ 6.02 | $ 6.02 | $ 1.14999 |
Share exercise price per share | 0.00001 | ||
Warrants exercise price per share | 1.50 | ||
Warrants minimum exercise price | $ 0.232 |
SCHEDULE OF OUTSTANDING AND EXE
SCHEDULE OF OUTSTANDING AND EXERCISABLE WARRANTS (Details) | 3 Months Ended |
Mar. 31, 2023 USD ($) $ / shares shares | |
Warrants | |
Number of outstanding shares, warrants outstanding begining | shares | 2,689,969 |
Weighted average exercise price, outstanding begining | $ / shares | $ 1.50 |
Contractual life in years warrants outstanding, begining | 4 years 8 months 19 days |
Aggregate intrinsic value outstanding begining | $ | $ 6,731 |
Number of outstanding shares, warrants granted | shares | 0 |
Weighted average exercise price, warrants granted | $ / shares | |
Number of outstanding shares, warrants forfeited, expired, cancelled | shares | |
Weighted average exercise price, warrants forfeited, expired, cancelled | $ / shares | |
Number of outstanding shares, warrants exercised | shares | |
Weighted average exercise price, warrants exercised | $ / shares | |
Number of outstanding shares, warrants outstanding ending | shares | 2,689,969 |
Weighted average exercise price, outstanding ending | $ / shares | $ 1.49 |
Contractual life in years warrants outstanding, ending | 4 years 5 months 23 days |
Aggregate intrinsic value outstanding ending | $ | $ 7,943 |
Number of outstanding shares, warrants exercisable ending | shares | 2,689,969 |
Weighted average exercise price, outstanding ending | $ / shares | $ 1.49 |
Contractual life in years warrants, warrants exercisable Ending | 4 years 5 months 23 days |
Aggregate intrinsic value warrants exercisable ending | $ | $ 7,943 |
WARRANTS (Details Narrative)
WARRANTS (Details Narrative) - USD ($) | 3 Months Ended | |||
Mar. 31, 2023 | Mar. 31, 2022 | Jan. 04, 2023 | Sep. 01, 2022 | |
Number of warrants granted | 0 | |||
Warrants, expired | 0 | |||
Warrants, exercised | ||||
Share-based payment arrangement, noncash expense | $ 14,434 | $ 32,783 | ||
Private Placement Warrants [Member] | ||||
Warrants, exercised | 601,740 | |||
Pre Funded Warrants [Member] | ||||
Warrants price per share | $ 6.02 | $ 6.02 | $ 1.14999 | |
Warrant [Member] | ||||
Warrants price per share | $ 6.02 | |||
Share-based payment arrangement, noncash expense | $ 0 | $ 0 |
SCHEDULE OF STOCK OPTION ACTIVI
SCHEDULE OF STOCK OPTION ACTIVITY (Details) - Stock Options [Member] | 3 Months Ended |
Mar. 31, 2023 USD ($) $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of options outstanding, beginning balance | shares | 295,623 |
Weighted average exercise price outstanding, beginning balance | $ / shares | $ 4.40 |
Contractual life in years outstanding, beginning balance | 3 years 11 months 1 day |
Intrinsic value outstanding, beginning balance | $ | |
Number of options exercisable, beginning balance | shares | 257,506 |
Weighted average exercise price exercisable, beginning balance | $ / shares | $ 4.42 |
Contractual life in years exercisable, beginning balance | 3 years 10 months 20 days |
Intrinsic value exercisable, beginning balance | $ | |
Number of options, granted | shares | 135,802 |
Weighted average exercise price, granted | $ / shares | $ 0.41 |
Contractual life in years, granted | 5 years 3 days |
Number of options, forfeited | shares | |
Weighted average exercise price, forfeited | $ / shares | |
Number of options, expired | shares | |
Weighted average exercise price, expired | $ / shares | |
Number of options, exercised | shares | |
Weighted average exercise price, exercised | $ / shares | |
Number of options outstanding, beginning balance | shares | 431,425 |
Weighted average exercise price outstanding, ending balance | $ / shares | $ 3.14 |
Contractual life in years outstanding, ending balance | 4 years 3 months 3 days |
Intrinsic value outstanding, ending balance | $ | |
Number of options exercisable, ending balance | shares | 269,473 |
Weighted average exercise price exercisable, ending balance | $ / shares | $ 4.35 |
Contractual life in years exercisable, ending balance | 3 years 8 months 19 days |
Intrinsic value exercisable, ending balance | $ |
OPTIONS (Details Narrative)
OPTIONS (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Options expense | $ 14,434 | $ 32,783 |
Share-Based Payment Arrangement [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Options to purchase common stock granted | 135,802 | |
Options to purchase common stock forfeited | 0 | |
Options to purchase common stock expired | 0 | |
Options to purchase common stock exercised | 0 | |
Stock Option Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Options to purchase common stock granted | 2,333,333 | |
Second Amended and Restated 2019 Equity Incentive Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Stock issued during period, shares | 2,000,000 | |
Share-based payment award, description | beginning in 2021 and ending in 2029 (each a “Date of Determination”), in each case subject to the approval and determination of the administrator of the plan (the Board of Directors or Compensation Committee) on or prior to the applicable Date of Determination, equal to the lesser of (A) ten percent (10%) of the total shares of common stock of the Company outstanding on the last day of the immediately preceding fiscal year and (B) such smaller number of shares as determined by the administrator. The administrator did not approve an increase in the number of shares covered under the plan as of April 1, 2023 or 2022 |
CONTINGENCIES (Details Narrativ
CONTINGENCIES (Details Narrative) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||||
Sep. 30, 2021 USD ($) | May 14, 2021 USD ($) | Aug. 14, 2020 Integer | Jun. 30, 2022 USD ($) | Feb. 28, 2022 USD ($) | Aug. 31, 2020 USD ($) Integer | Jul. 31, 2020 USD ($) | Mar. 31, 2023 USD ($) | Mar. 31, 2022 USD ($) | Jun. 30, 2021 USD ($) | |
Principal amount | $ 630,000 | |||||||||
Attorney fees | $ 630,000 | |||||||||
Bad debt expenses | $ 630,000 | (32,074) | $ 1,317 | |||||||
Attorney fees | $ 743,000 | |||||||||
Compensatory amount value | $ 425,000 | |||||||||
Settlement payment amount | $ 225,000 | |||||||||
Waxman [Member] | ||||||||||
Principal amount | $ 630,000 | |||||||||
Integra [Member] | Studebaker Defense Group, LLC [Member] | ||||||||||
Down payment | $ 500,000 | |||||||||
Number of nitrile gloves delivered | Integer | 180,000 | |||||||||
Loss contingency damages sought value | $ 500,000 | |||||||||
Loss on inventory investment | $ 500,000 | |||||||||
Integra [Member] | Sandwave Group Dsn Bhd [Member] | ||||||||||
Down payment | $ 581,250 | |||||||||
Number of nitrile gloves delivered | Integer | 150,000 | |||||||||
Loss contingency damages sought value | $ 581,250 | |||||||||
Loss on inventory investment | $ 581,250 | |||||||||
Integra [Member] | Crecom Burj Group Sdn Bhd [Member] | ||||||||||
Loss contingency damages sought value | $ 581,250 |
SCHEDULE OF OPERATING LEASES (D
SCHEDULE OF OPERATING LEASES (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2023 | Dec. 31, 2022 | Jan. 01, 2019 | |
Property, Plant and Equipment [Line Items] | |||
Recognition of Right to use assets | $ 1,002,317 | $ 1,051,815 | |
Lease 1 [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Initial Lease Term | December 2017 to December 2021 | ||
Renewal Lease Term | January 2021 to December 2024 | ||
Recognition of Right to use assets | $ 534,140 | ||
Incremental Borrowing Rate | 10% | ||
Lease 2 [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Initial Lease Term | November 2018 to November 2023 | ||
Renewal Lease Term | November 2023 to November 2028 | ||
Recognition of Right to use assets | $ 313,301 | ||
Incremental Borrowing Rate | 10% |
SCHEDULE OF FUTURE MINIMUM PAYM
SCHEDULE OF FUTURE MINIMUM PAYMENTS FOR OPERATING LEASE LIABILITIES (Details) | Mar. 31, 2023 USD ($) |
Leases | |
2023 | $ 295,884 |
2024 | 304,761 |
2025 | 313,903 |
2026 | 254,914 |
Thereafter | 91,373 |
Total minimum lease payments | 1,260,835 |
Less: effect of discounting | (237,868) |
Present value of future minimum lease payments | 1,022,967 |
Less: current obligations under leases | 202,621 |
Long-term lease obligations | $ 820,346 |
LEASES (Details Narrative)
LEASES (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Leases | ||
Increase in right-of-use asset | $ 977,220 | |
Initial lease liability | 15,000 | |
Lease payments | 13,580 | |
Operating lease amortization expense | 49,498 | $ 54,328 |
Payment for operating lease liabilities | $ 47,360 | $ 50,322 |
SCHEDULE OF BUSINESS INTERESTS
SCHEDULE OF BUSINESS INTERESTS INTO REPORTABLE SEGMENTS (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Segment Reporting Information [Line Items] | |||
Revenue | $ 2,247,750 | $ 3,240,272 | |
Gross Profit | 1,557,080 | 1,335,703 | |
Segment Assets | 4,037,771 | 5,840,211 | $ 3,710,026 |
Segment Profit/Loss | (677,953) | (965,836) | |
Cost of Sales | 690,670 | 1,904,569 | |
Trxade, Inc.[Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 1,443,177 | 1,381,963 | |
Gross Profit | 1,443,177 | 1,381,963 | |
Segment Assets | 1,884,610 | 1,751,758 | |
Segment Profit/Loss | 618,548 | 484,500 | |
Cost of Sales | |||
Community Specialty Pharmacy, LLC [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 311,257 | 268,407 | |
Gross Profit | 40,684 | (82,311) | |
Segment Assets | (553,292) | (482,577) | |
Segment Profit/Loss | (151,002) | (148,510) | |
Cost of Sales | 270,573 | 350,718 | |
Integra Pharma LLC [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 476,356 | 1,567,530 | |
Gross Profit | 56,259 | 13,679 | |
Segment Assets | 358,035 | 1,053,179 | |
Segment Profit/Loss | (104,868) | (155,028) | |
Cost of Sales | 420,097 | 1,553,851 | |
Other Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 16,960 | 22,372 | |
Gross Profit | 16,960 | 22,373 | |
Segment Assets | 2,348,418 | 3,517,851 | |
Segment Profit/Loss | (1,040,631) | (1,146,796) | |
Cost of Sales |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | 1 Months Ended | |||
Apr. 13, 2023 | Apr. 05, 2023 | Mar. 23, 2023 | Jul. 29, 2022 | |
Subsequent Event [Line Items] | ||||
Stockholders equity requirement, minimum | $ 2,500,000 | |||
Public offering, granted | $ 15,000,000 | |||
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Public offering, granted | $ 15,000,000 | |||
Subsequent Event [Member] | Studebaker Defense Group, LLC [Member] | Integra [Member] | ||||
Subsequent Event [Line Items] | ||||
Litigation settlement | $ 550,000 |