NAYA Biosciences (NAYA) 10-Q 15 May 23 2023 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2023	May 15, 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	001-39701
Entity Registrant Name	INVO Bioscience, Inc.
Entity Central Index Key	0001417926
Entity Tax Identification Number	20-4036208
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	5582 Broadcast Court
Entity Address, City or Town	Sarasota
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	34240
City Area Code	(978)
Local Phone Number	878-9505
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	INVO
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		13,971,283

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Current assets
Cash	$ 2,188,245	$ 90,135
Accounts receivable	99,720	77,149
Inventory	270,919	263,602
Prepaid expenses and other current assets	250,878	190,201
Total current assets	2,809,762	621,087
Property and equipment, net	417,642	436,729
Lease right of use	1,750,175	1,808,034
Investment in joint ventures	1,173,577	1,237,865
Total assets	6,151,156	4,103,715
Current liabilities
Accounts payable and accrued liabilities	1,847,208	1,349,038
Accrued compensation	1,220,682	946,262
Deferred revenue	46,746	119,876
Lease liability, current portion	234,050	231,604
Total current liabilities	4,450,007	3,409,424
Lease liability, net of current portion	1,610,734	1,669,954
Deferred tax liability	1,949	1,949
Total liabilities	6,062,690	5,081,327
Stockholders’ equity (deficit)
Common Stock, $.0001 par value; 125,000,000 shares authorized; 13,971,283 and 12,172,214 issued and outstanding as of March 31, 2023 and December 31, 2022, respectively	1,397	1,217
Additional paid-in capital	52,421,481	48,804,704
Accumulated deficit	(52,334,412)	(49,783,533)
Total stockholders’ equity (deficit)	88,466	(977,612)
Total liabilities and stockholders’ equity (deficit)	6,151,156	4,103,715
Nonrelated Party [Member]
Current liabilities
Notes payable, net	331,321	100,000
Related Party [Member]
Current liabilities
Notes payable, net	$ 770,000	$ 662,644

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	125,000,000	125,000,000
Common stock, shares issued	13,971,283	12,172,214
Common stock, shares outstanding	13,971,283	12,172,214

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Revenue:
Total revenue	$ 348,025	$ 162,598
Cost of revenue:
Cost of revenue	61,291	57,533
Depreciation	11,263	7,428
Total cost of goods sold	72,554	64,961
Gross profit	275,471	97,637
Operating expenses
Selling, general and administrative expenses	2,508,371	2,694,395
Research and development expenses	73,520	104,180
Total operating expenses	2,581,891	2,798,575
Loss from operations	(2,306,420)	(2,700,938)
Other income (expense):
Loss from equity method joint ventures	(27,735)	(71,117)
Interest income		225
Interest expense	(216,589)	(1,456)
Foreign currency exchange loss	(135)	(1,026)
Total other income (expense)	(244,459)	(73,374)
Net loss	$ (2,550,879)	$ (2,774,312)
Net loss per common share:
Basic	$ (0.20)	$ (0.23)
Diluted	$ (0.20)	$ (0.23)
Weighted average number of common shares outstanding:
Basic	12,450,072	12,050,696
Diluted	12,450,072	12,050,696
Product [Member]
Revenue:
Total revenue	$ 50,644	$ 56,750
Clinic Revenue [Member]
Revenue:
Total revenue	$ 297,381	$ 105,848

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance, value at Dec. 31, 2021	$ 1,193	$ 46,200,509	$ (38,891,022)	$ 7,310,680
Balance, shares at Dec. 31, 2021	11,929,147
Common stock issued to directors and employees	$ 6	243,356		243,362
Common stock issued to directors and employees, shares	51,528
Common stock issued for services	$ 2	66,848		66,850
Common stock issued for services, shares	21,500
Proceeds from the sale of common stock, net of fees and expenses	$ 9	314,991		315,000
Proceeds from the sale of common stock, net of fees and expenses, shares	94,623
Stock options issued to directors and employees as compensation		428,488		428,488
Net loss			(2,774,312)	(2,774,312)
Balance, value at Mar. 31, 2022	$ 1,210	47,254,192	(41,665,334)	5,590,068
Balance, shares at Mar. 31, 2022	12,096,798
Balance, value at Dec. 31, 2022	$ 1,217	48,804,704	(49,783,533)	(977,612)
Balance, shares at Dec. 31, 2022	12,172,214
Common stock issued to directors and employees	$ 7	46,496		46,503
Common stock issued to directors and employees, shares	69,798
Common stock issued for services	$ 26	149,874		149,900
Common stock issued for services, shares	260,000
Proceeds from the sale of common stock, net of fees and expenses	$ 138	2,708,504		2,708,642
Proceeds from the sale of common stock, net of fees and expenses, shares	1,380,000
Stock options issued to directors and employees as compensation		325,834		325,834
Net loss			(2,550,879)	(2,550,879)
Common stock issued with notes payable	8	56,305		56,313
Proceeds from the sale of common stock, net of fees and expenses, shares	83,333
Options exercised for cash	$ 1	2,375		$ 2,376
Proceeds from the sale of common stock, net of fees and expenses, shares	5,938			5,938
Warrants issued with notes payable		327,389		$ 327,389
Balance, value at Mar. 31, 2023	$ 1,397	$ 52,421,481	$ (52,334,412)	$ 88,466
Balance, shares at Mar. 31, 2023	13,971,283

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	$ (2,550,879)	$ (2,774,312)
Adjustments to reconcile net loss to net cash used in operating activities:
Non-cash stock compensation issued for services	149,900	66,850
Non-cash stock compensation issued to directors and employees	46,503	243,362
Fair value of stock options issued to employees	325,834	428,488
Non-cash compensation for services	45,000
Amortization of discount on notes payable	178,380
Amortization of leasehold right of use asset	57,859	56,899
Loss from equity method investment	27,735	71,117
Depreciation and amortization	19,087	15,547
Changes in assets and liabilities:
Accounts receivable	(22,571)	(8,250)
Inventory	(7,317)	(6,858)
Prepaid expenses and other current assets	(60,677)	54,573
Accounts payable and accrued expenses	498,169	18,789
Accrued compensation	274,420	(189,812)
Deferred revenue	(73,130)	(107)
Leasehold liability	(56,774)	(54,405)
Net cash used in operating activities	(1,148,461)	(2,078,119)
Cash from investing activities:
Payments to acquire property, plant, and equipment		(5,654)
Payments to acquire intangible assets		(910)
Investment in joint ventures	(8,447)	(75,326)
Net cash used in investing activities	(8,447)	(81,890)
Cash from financing activities:
Proceeds from the sale of notes payable	714,000
Proceeds from the sale of common stock, net of offering costs	2,708,642	315,000
Proceeds from option exercise	2,376
Principal payments on note payable	(170,000)
Net cash provided by financing activities	3,255,018	315,000
Increase (decrease) in cash and cash equivalents	2,098,110	(1,845,009)
Cash and cash equivalents at beginning of period	90,135	5,684,871
Cash and cash equivalents at end of period	2,188,245	3,839,862
Supplemental disclosure of cash flow information:
Interest
Taxes
Noncash activities:
Fair value of warrants issued with debt	$ 327,389

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 1 – Summary of Significant Accounting Policies Description of Business INVO Bioscience, Inc. (“INVO” or the “Company”) is a commercial-stage fertility company dedicated to expanding the assisted reproductive technology (“ART”) marketplace by making fertility care accessible and inclusive to people around the world. The Company’s primary mission is to implement new medical technologies aimed at increasing the availability of affordable, high-quality, patient-centered fertility care. The Company’s flagship product is INVOcell, a revolutionary medical device that, in a procedure referred to as “IVC” (intravaginal culture), allows fertilization and early embryo development to take place in vivo in vitro Basis of Presentation The accompanying consolidated financial statements present on a consolidated basis the accounts of the Company and its wholly owned subsidiaries and controlled affiliates. The Company presents noncontrolling interest within the equity section of its consolidated balance sheets and the amount of consolidated net income (loss) that is attributable to the Company and to the noncontrolling interest in its consolidated statement of operations. All significant intercompany accounts and transactions have been eliminated in consolidation. The Company uses the equity method of accounting when it owns an interest in an entity whereby it can exert significant influence over but cannot control the entity’s operations. The preparation of the Company’s consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. The Company considers events or transactions that have occurred after the consolidated balance sheet date of March 31, 2023, but prior to the filing of the consolidated financial statements with the SEC in this Quarterly Report on Form 10-Q, to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure, as applicable. Subsequent events have been evaluated through the date of the filing of this Quarterly Report on Form 10-Q. Business Segments The Company operates in one Variable Interest Entities The Company’s consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and variable interest entities (“VIE”), where the Company is the primary beneficiary under the provisions of ASC 810, Consolidation (“ASC 810”). A VIE must be consolidated by its primary beneficiary when, along with its affiliates and agents, the primary beneficiary has both: (i) the power to direct the activities that most significantly impact the VIE’s economic performance; and (ii) the obligation to absorb losses or the right to receive the benefits of the VIE that could potentially be significant to the VIE. The Company reconsiders whether an entity is still a VIE only upon certain triggering events and continually assesses its consolidated VIEs to determine if it continues to be the primary beneficiary. See “Note 3 – Variable Interest Entities” for additional information on the Company’s VIEs. Equity Method Investments Investments in unconsolidated affiliates, which the Company exerts significant influence but does not control or otherwise consolidate, are accounted for using the equity method. Equity method investments are initially recorded at cost. These investments are included in investment in joint ventures in the accompanying consolidated balance sheets. The Company’s share of the profits and losses from these investments is reported in loss from equity method joint venture in the accompanying consolidated statements of operations. The Company monitors its investments for other-than-temporary impairment by considering factors such as current economic and market conditions and the operating performance of the investees and records reductions in carrying values when necessary. Use of Estimates In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates. Cash and Cash Equivalents For financial statement presentation purposes, the Company considers time deposits, certificates of deposit and all highly liquid investments with original maturities of three months or less to be cash and cash equivalents. At times, cash and cash equivalents balances exceed amounts insured by the Federal Deposit Insurance Corporation. Inventory Inventories consist of raw materials, work in process and finished goods and are stated at the lower of cost or net realizable value, using the first-in, first-out method as a cost flow method. Property and Equipment The Company records property and equipment at cost. Property and equipment is depreciated using the straight-line method over the estimated economic lives of the assets, which are from 3 10 Long- Lived Assets Long-lived assets and certain identifiable assets related to those assets are periodically reviewed for impairment whenever circumstances and situations change such that there is an indication that the carrying amounts may not be recoverable. If the non-discounted future cash flows of the asset are less than their carrying amount, their carrying amounts are reduced to fair value and an impairment loss recognized. There was no Fair Value of Financial Instruments ASC 825-10-50, “Disclosures about Fair Value of Financial Instruments,” requires disclosure of the fair value of certain financial instruments. The carrying value of cash and cash equivalents, accounts payable and borrowings, as reflected in the balance sheets, approximate fair value because of the short-term maturity of these instruments. Effective January 1, 2008, the Company adopted ASC 820-10, “Fair Value Measurements”, which provides a framework for measuring fair value under GAAP. ASC 820-10 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820-10 requires that valuation techniques maximize the use of observable inputs and minimize the use of unobservable inputs. Income Taxes The Company is subject to income taxes in the United States and its domestic tax liabilities are subject to the allocation of expenses in multiple state jurisdictions. The Company uses the asset and liability method to account for income taxes. Under this method, deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The recoverability of deferred tax assets is evaluated by assessing the adequacy of future expected taxable income from all sources, including taxable income in prior carryback years, reversal of taxable temporary differences, forecasted operating earnings and available tax planning strategies. To the extent the Company does not consider it more-likely-than-not that a deferred tax asset will be recovered, a valuation allowance is established. Concentration of Credit Risk Cash includes amounts deposited in financial institutions in excess of insurable Federal Deposit Insurance Corporation (“FDIC”) limits. As of March 31, 2023, the Company had cash balances in excess of FDIC limits. Revenue Recognition The Company recognizes revenue on arrangements in accordance with ASC 606, Revenue from Contracts with Customers (“ASC 606”). The core principle of ASC 606 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services ASC 606 requires companies to assess their contracts to determine the timing and amount of revenue to recognize under the new revenue standard. The model has a five-step approach: 1. Identify the contract with the customer. 2. Identify the performance obligations in the contract. 3. Determine the total transaction price. 4. Allocate the total transaction price to each performance obligation in the contract. 5. Recognize as revenue when (or as) each performance obligation is satisfied. Revenue generated from the sale of INVOcell is typically recognized at the time the product is shipped, at which time the title passes to the customer, and there are no further performance obligations. Revenue generated from clinical and lab services related at the Company’s affiliated INVO Centers is typically recognized at the time the service is performed. Stock Based Compensation The Company accounts for stock-based compensation under the provisions of Accounting Standards Codification (“ASC”) subtopic 718-10, Compensation (“ASC 718-10”). This statement requires the Company to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. That cost is recognized over the period in which the employee is required to provide service or based on performance goals in exchange for the award, which is usually the vesting period. Loss Per Share Basic loss per share calculations are computed by dividing net loss by the weighted-average number of common shares outstanding. Diluted earnings per share are computed similar to basic earnings per share except that the denominator is increased to include potentially dilutive securities. The Company’s diluted loss per share is the same as the basic loss per share for the three months ended March 31, 2023, and 2022, as the inclusion of any potential shares would have had an anti-dilutive effect due to the Company generating a loss. Schedule of Earnings Per Share Basic and Diluted 2023 2022 Three Months Ended March 31, 2023 2022 Net loss (numerator) $ (2,550,879 ) (2,774,312 ) Basic and diluted weighted-average number of common shares outstanding (denominator) 12,450,072 12,050,696 Basic and diluted net loss per common share (0.20 ) (0.23 ) The Company has excluded the following dilutive securities from the calculation of fully diluted shares outstanding because the result would have been anti-dilutive: Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share 2023 2022 As of March 31, 2023 2022 Options 1,412,541 1,474,605 Convertible notes and interest 1,409,615 - Unit purchase options and warrants 9,067,665 260,165 Total 11,889,821 1,734,770 Recently Adopted Accounting Pronouncements The Company has reviewed all recently issued, but not yet effective, accounting pronouncements, and does not believe the future adoption of any such pronouncements will have a material impact on its financial condition or the results of its operations.

Liquidity

Liquidity	3 Months Ended
	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Liquidity	Note 2 – Liquidity Historically, the Company has funded its cash and liquidity needs primarily through revenue collection, equity financings, and convertible notes. For the three months ended March 31, 2023, and 2022, the Company incurred a net loss of approximately $ 2.6 2.8 52.3 0.9 0.9 The Company has been dependent on raising capital from debt and equity financings to meet its needs for cash flow used in operating and investing activities. During the first three months of 2023, the Company received net proceeds of approximately $ 2.7 million for the sale of its common stock par value $ 0.0001 0.7 million from the sale of convertible notes. During the first three months of 2022, the Company received proceeds of approximately $ 0.3 Although the Company’s audited financial statements for the year ended December 31, 2022 were prepared under the assumption that it would continue operations as a going concern, the report of the Company’s independent registered public accounting firm that accompanies the Company’s financial statements for the year ended December 31, 2022 contains a going concern qualification in which such firm expressed substantial doubt about the Company’s ability to continue as a going concern, based on the financial statements at that time. Specifically, as noted above, the Company has incurred significant operating losses and the Company expects to continue to incur significant expenses and operating losses as it continues to ramp up the commercialization of INVOcell and develop new INVO Centers. These prior losses and expected future losses have had, and will continue to have, an adverse effect on the Company’s financial condition. If the Company cannot continue as a going concern, its stockholders would likely lose most or all of their investment in the Company.

Variable Interest Entities

Variable Interest Entities	3 Months Ended
	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Variable Interest Entities	Note 3 – Variable Interest Entities Consolidated VIEs Bloom INVO, LLC On June 28, 2021, INVO CTR entered into a limited liability company agreement (the “Bloom Agreement”) with Bloom Fertility, LLC (“Bloom”) to establish a joint venture entity, formed as “Bloom INVO LLC” (the “Georgia JV”), for the purposes of commercializing INVOcell, and the related IVC procedure, through the establishment of an INVO Center (the “Atlanta Clinic”) in the Atlanta, Georgia metropolitan area. In consideration for INVO’s commitment to contribute up to $ 800,000 800 1,200,000 1,200 The responsibilities of Bloom include providing all medical services required for the operation of the Atlanta Clinic. The responsibilities of INVO CTR include providing certain funding to the Georgia JV, lab services quality management, and providing access to and being the exclusive provider of the INVOcell to the Georgia JV. INVO CTR also performs all required, industry specific compliance and accreditation functions, and product documentation for product registration. The Bloom Agreement provides Bloom with a “profits interest” in the Georgia JV and, in connection with such profits interest, states that profits and losses be allocated to its members based on a hypothetical liquidation of the Georgia JV. In such a scenario, liquidation proceeds would be distributed in the following order: (a) to INVO CTR until the difference between its capital contributions and distributions equals $0; (b) to Bloom until its distributions equal 150% The Georgia JV opened to patients on September 7, 2021. The Company determined the Georgia JV is a VIE, and that the Company is its primary beneficiary because the Company has an obligation to absorb losses that are potentially significant and the Company controls the majority of the activities that impact the Georgia JV’s economic performance, specifically control of the INVOcell and lab services quality management. As a result, the Company consolidated the Georgia JV’s results with its own. As of March 31, 2023, the Company invested $ 0.9 capital contributions 0.5 32 0.2 0 Unconsolidated VIEs HRCFG INVO, LLC On March 10, 2021, INVO CTR entered into a limited liability company agreement with HRCFG, LLC (“HRCFG”) to form a joint venture for the purpose of establishing an INVO Center in Birmingham, Alabama. The name of the joint venture entity is HRCFG INVO, LLC (the “Alabama JV”). The Company also provides certain funding to the Alabama JV. Each party owns 50% The Alabama JV opened to patients on August 9, 2021. The Company determined the Alabama JV is a VIE, and that there is no primary beneficiary. As a result, the Company will use the equity method to account for its interest in the Alabama JV. As of March 31, 2023, the Company invested $ 1.6 37 110 18 55 Positib Fertility, S.A. de C.V. On September 24, 2020, INVO CTR entered into a Pre-Incorporation and Shareholders Agreement with Francisco Arredondo, MD PLLC (“Arredondo”) and Security Health LLC, a Texas limited liability company (“Ramirez”, and together with INVO CTR and Arredondo, the “Shareholders”) under which the Shareholders will commercialize the IVC procedure and offer related medical treatments in Mexico. Each party owns one-third of the Mexican incorporated company, Positib Fertility, S.A. de C.V. (the “Mexico JV”). The Mexico JV opened to patients on November 1, 2021. The Company determined the Mexico JV is a VIE, and that there is no primary beneficiary. As a result, the Company will use the equity method to account for its interest in the Mexico JV. As of March 31, 2023, the Company invested $ 0.1 27 49 9 16 The following table summarizes our investments in unconsolidated VIEs: Schedule of Investments in Unconsolidated Variable Interest Entities Carrying Value as of Location Percentage Ownership March 31, 2023 December 31, 2022 HRCFG INVO, LLC Alabama, United States 50 % $ 1,048,872 1,106,905 Positib Fertility, S.A. de C.V. Mexico 33 % 124,705 130,960 Total investment in unconsolidated VIEs $ 1,173,577 1,237,865 Earnings from investments in unconsolidated VIEs were as follows: Schedule of Earnings from Investments in Unconsolidated Variable Interest Entities 2023 2022 Three Months Ended March 31, 2023 2022 HRCFG INVO, LLC $ (18,670 ) $ (54,920 ) Positib Fertility, S.A. de C.V. (9,065 ) (16,197 ) Total earnings from unconsolidated VIEs (27,735 ) (71,117 ) The following tables summarize the combined unaudited financial information of our unconsolidated VIEs: Schedule of Financial Information of Investments in Unconsolidated Variable Interest Entities 2023 2022 Three Months Ended March 31, 2023 2022 Statements of operations: Operating revenue $ 349,326 $ 169,835 Operating expenses (413,866 ) (328,756 ) Net loss (64,540 ) (158,921 ) March 31, 2023 December 31, 2022 Balance sheets: Current assets $ 395,561 261,477 Long-term assets 1,082,606 1,094,490 Current liabilities (466,667 ) (396,619 ) Long-term liabilities (114,824 ) (107,374 ) Net assets $ 896,676 851,974

Agreements and Transactions wit

Agreements and Transactions with VIE’s	3 Months Ended
	Mar. 31, 2023
Agreements And Transactions With Vies
Agreements and Transactions with VIE’s	Note 4 – Agreements and Transactions with VIE’s The Company sells the INVOcell to its consolidated and unconsolidated VIEs and anticipates continuing to do so in the ordinary course of business. All intercompany transactions with consolidated entities are eliminated in the Company’s consolidated financial statements. Per ASC 323-10-35-8 the Company eliminates any sales to an unconsolidated VIE for INVOcell inventory that the VIE still has remaining on the books at period end. The following table summarizes the Company’s transactions with VIEs: Summary of Transaction with Variable Interest Entities 2023 2022 Three Months Ended March 31, 2023 2022 Bloom Invo, LLC INVOcell revenue $ 4,500 $ - Unconsolidated VIEs INVOcell revenue $ 3,000 $ 7,500 The Company had balances with VIEs as follows: Summary of Balances with Variable Interest Entities March 31, 2023 December 31, 2022 Bloom Invo, LLC Accounts receivable $ 18,000 13,500 Notes payable 471,637 468,031 Unconsolidated VIEs Accounts receivable $ 49,310 46,310

Inventory

Inventory	3 Months Ended
	Mar. 31, 2023
Inventory Disclosure [Abstract]
Inventory	Note 5 – Inventory Components of inventory are: Schedule of Inventory March 31, 2023 December 31, 2022 Raw materials $ 61,251 $ 68,723 Finished goods 209,668 194,879 Total inventory $ 270,919 $ 263,602

Property and Equipment

Property and Equipment	3 Months Ended
	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
Property and Equipment	Note 6 – Property and Equipment The estimated useful lives and accumulated depreciation for equipment are as follows as of March 31, 2023, and December 31, 2022: Schedule of Estimated Useful Lives of Property and Equipment Estimated Useful Life Manufacturing equipment 6 10 Medical equipment 7 10 Office equipment 3 7 Schedule of Property and Equipment March 31, 2023 December 31, 2022 Manufacturing equipment $ 132,513 $ 132,513 Medical equipment 283,065 283,065 Office equipment 77,601 77,601 Leasehold improvements 96,817 96,817 Less: accumulated depreciation (172,354 ) (153,267 ) Total equipment, net $ 417,642 $ 436,729 During the three months ended March 31, 2023, and 2022, the Company recorded depreciation expense of $ 19,087 15,095

Intangible Assets

Intangible Assets	3 Months Ended
	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	Note 7 – Intangible Assets The Company capitalizes the initial expense related to establishing patents by country and then amortizes the expense over the life of the patent, typically 20 years. It then expenses annual filing fees to maintain the patents. The Company regularly reviews the value of its patents in the marketplace in proportion to the expense it must spend to maintain the patent. The Company fully impaired its patents as of December 31, 2022. During the three months ended March 31, 2023, and 2022, the Company recorded amortization expenses related to patents of $ nil 452 The trademarks have an indefinite life and therefore are not amortized. Trademarks are periodically reviewed for impairment whenever circumstances and situations change such that there is an indication that the carrying amounts may not be recoverable. The Company fully impaired its trademarks as of December 31, 2022.

Leases

Leases	3 Months Ended
	Mar. 31, 2023
Leases
Leases	Note 8 – Leases The Company has various operating lease agreements in place for its office and joint ventures. Per FASB’s ASU 2016-02, Leases Topic 842 (“ASU 2016-02”), effective January 1, 2019, the Company is required to report a right-of-use asset and corresponding liability to report the present value of the total lease payments, with appropriate interest calculation. Per the terms of ASU 2016-02, the Company can use its implicit interest rate, if known, or applicable federal rate otherwise. Since the Company’s implicit interest rate was not readily determinable, the Company utilized the applicable federal rate, as of the commencement of the lease. Lease renewal options included in any lease are considered in the lease term if it is reasonably certain the Company will exercise the option to renew. The Company’s operating lease agreements do not contain any material restrictive covenants. As of March 31, 2023, the Company’s lease components included in the consolidated balance sheet were as follows: Schedule of Lease Components Lease component Balance sheet classification March 31, 2023 Assets ROU assets – operating lease Other assets $ 1,750,175 Total ROU assets $ 1,750,175 Liabilities Current operating lease liability Current liabilities $ 234,050 Long-term operating lease liability Other liabilities 1,610,734 Total lease liabilities $ 1,844,784 Future minimum lease payments as of March 31, 2023 were as follows: Schedule of Future Minimum Lease Payments 2023 198,835 2024 251,671 2025 247,960 2026 253,235 2027 and beyond 1,063,010 Total future minimum lease payments $ 2,014,711 Less: Interest (169,927 ) Total operating lease liabilities $ 1,844,784

Notes Payable

Notes Payable	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Notes Payable	Note 9 – Notes Payable Notes payables consisted of the following: Schedule of Notes Payable March 31, 2023 December 31, 2022 Related party demand notes with a 10 10 $ 770,000 $ 770,000 Convertible notes. 10 0.50 410,000 100,000 Convertible debentures. 8 0.52 330,000 - Less debt discount (408,679 ) (107,356 ) Total, net of discount $ 1,101,321 $ 762,644 Related Party Demand Notes In the fourth quarter of 2022, the Company received $ 500,000 through the issuance of five demand notes (the “JAG Notes”) from a related party, JAG Multi Investments LLC (“JAG”). The Company’s CFO is a beneficiary of JAG but does not have any control over JAG’s investment decisions with respect to the Company. The JAG Notes accrue 10% annual interest from the date of issuance. The JAG Notes currently are callable with 10 days prior written notice. At maturity, the Company agreed to pay outstanding principal, a 10% financing fee and accrued interest. In consideration for subscribing to the JAG Note for $ 100,000 350,000 5 0.50 In the fourth quarter of 2022, the Company received $ 200,000 through the issuance of demand promissory notes of which (1) $ 100,000 was received from our chief executive officer, Steven Shum ($ 60,000 on November 29, 2022, $ 15,000 on December 2, 2022, and $ 25,000 on December 13, 2022) and (2) $ 100,000 was received from an entity controlled by our chief financial officer, Andrea Goren ($ 75,000 on November 29, 2022 and $ 25,000 on December 13, 2022). These notes accrue 10% annual interest accrues from the date of issuance. These notes are callable with 10 days prior written notice. At maturity, the Company agreed to pay outstanding principal, a 10% financing fee and accrued interest . The financing fees for all demand notes were recorded as a debt discount and as of March 31, 2023 the Company had fully amortized the discount. For the three months ended March 31, 2023, the Company incurred $ 25,064 Jan and March 2023 Convertible Notes In January and March 2023, the Company issued $ 410,000 310,000 100,000 of demand notes from the fourth quarter of 2022. These convertible notes were issued with fixed conversion prices of $ 0.50 (for the $ 275,000 issued in January 2023) and $ 0.60 (for the $ 135,000 issued in March 2023) and (ii) 5 387,500 shares of the Common Stock at an exercise price of $ 1.00 . The cumulative fair value of the warrants at issuance was $ 132,183 23,162 109,021 Interest on these notes accrues at a rate of ten percent ( 10 December 31, 2023 5,537 All amounts due under these notes are convertible at any time after the issuance date, in whole or in part (subject to rounding for fractional shares), at the option of the holders into the Common Stock at a fixed conversion price for the notes as described above. February 2023 Convertible Debentures On February 3, and February 17, 2023, the Company entered into securities purchase agreements (the “February Purchase Agreements”) with accredited investors (the “February Investors”) for the purchase of (i) convertible debentures of the Company in the aggregate original principal amount of $ 500,000 (the “February Debentures”) for a purchase price of $ 450,000 , (ii) warrants (the “February Warrants”) to purchase 250,000 shares (the “February Warrant Shares”) of Common Stock at an exercise price of $ 0.75 per share, and (iii) 83,333 shares of Common Stock issued as an inducement for issuing the February Debentures. The proceeds, net of placement agent and legal fees, were used for working capital and general corporate purposes. The cumulative fair value of the warrants at issuance was $ 291,207 47,862 299,658 Pursuant to the February Debentures, interest on the February Debentures accrues at a rate of eight percent ( 8 5,600 All amounts due under the February Debentures are convertible at any time after the issuance date, in whole or in part, at the option of the February Investors into Common Stock at an initial price of $ 0.52 The Company may prepay the February Debentures at any time in whole or in part by paying a sum of money equal to 105 While any portion of each February Debenture remains outstanding, if the Company receives cash proceeds of more than $ 2,000,000 (the “Minimum Threshold”) in the aggregate from any source or series of related or unrelated sources, the February Investors shall have the right in their sole discretion to require the Company to immediately apply up to 50 % of all proceeds received by the Company above the Minimum Threshold to repay the outstanding amounts owed under the February Debentures. The Company used $ 383,879 116,121 The February Warrants include anti-dilution protection whereby a subsequent offering priced below the February Warrants’ strike price then in effect would entitle the February Investors to a reduction of such strike price to the price of such subsequent offering and an increase in the February Warrant Shares determined by dividing the dollar amount for which the February Warrants are exercisable by such lower strike price. As a result of the $ 0.63 297,620 0.63

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2023
Related Party Transactions [Abstract]
Related Party Transactions	Note 10 – Related Party Transactions In the fourth quarter of 2022, the Company received $ 700,000 500,000 100,000 100,000 As of March 31, 2023 the Company owed accounts payable to related parties 122,219

Stockholders_ Equity

Stockholders’ Equity	3 Months Ended
	Mar. 31, 2023
Equity [Abstract]
Stockholders’ Equity	Note 11 – Stockholders’ Equity February 2023 Equity Purchase Agreement On February 3, 2023, the Company entered into an equity purchase agreement (the “ELOC”) and registration rights agreement (the “ELOC RRA”) with an accredited investor (the “Feb 3 Investor”) pursuant to which the Company has the right, but not the obligation, to direct the Feb 3 Investor to purchase up to $ 10.0 (i) in a minimum amount of not less than $25,000 and (ii) in a maximum amount of up to the lesser of (a) $750,000 or (b) 200% of the Company’s average daily trading value of the Common Stock. Also on February 3, 2023, the Company issued to the Feb 3 Investor 150,000 The obligation of the Feb 3 Investor to purchase shares of Common Stock pursuant to the ELOC ends on the earlier of (i) the date on which the purchases under the ELOC equal the Maximum Commitment Amount, (ii) 24 months after the date of the ELOC (February 3, 2025), (iii) written notice of termination by the Company, (iv) the date that the ELOC RRA is no longer effective after its initial effective date, or (v) the date that the Company commences a voluntary case or any person or entity commences a proceeding against the Company pursuant to or within the meaning of federal or state bankruptcy law, a custodian is appointed for the Company or for all or substantially all of its property, or the Company makes a general assignment for the benefit of its creditors (the “Commitment Period”). During the Commitment Period, the price that Feb 3 Investor will pay to purchase the shares of Common Stock that it is obligated to purchase under the ELOC shall be 97% of the “market price,” which is defined as the lesser of (i) the lowest closing price of our Common Stock during the 7 trading day-period following the clearance date associated with the applicable put notice from the Company or (ii) the lowest closing bid price of the Common Stock on the principal trading market for the Common Stock (currently, the Nasdaq Capital Market) on the trading day immediately preceding a put date. March 2023 Registered Direct Offering On March 23, 2023, INVO entered into a securities purchase agreement (the “March Purchase Agreement”) with a certain institutional investor, pursuant to which the Company agreed to issue and sell to such investor (i) in a registered direct offering (the “RD Offering”), 1,380,000 2,300,000 0.01 5,520,000 0.63 The March Warrant (and the shares of Common Stock issuable upon the exercise of the March Warrant) was not registered under the Securities Act and was offered pursuant to an exemption from the registration requirements of the Securities Act provided in Section 4(a)(2) of the Securities Act and Rule 506(b) promulgated thereunder. The March Warrant is immediately exercisable upon issuance, will expire eight years from the date of issuance, and in certain circumstances may be exercised on a cashless basis. On March 27, 2023, the Company closed the RD Offering and March Warrant Placement, raising gross proceeds of approximately $ 3 million before deducting placement agent fees and other offering expenses payable by the Company. In the event the March Warrant is fully exercised for cash, the Company would receive additional gross proceeds of approximately $ 3.5 million. Under the March Purchase Agreement, the Company may use a portion of the net proceeds of the offering to (a) repay February Debentures, and (b) to pay the down payment for Wisconsin Fertility acquisition. The remainder of the net proceeds will be used for working capital, capital expenditures, and other general corporate purposes. The Company used $ 383,879 Under the March Purchase Agreement, the Company is required within 30 days of the closing date of the March Warrant Placement to file a registration statement on Form S-1 (the “Resale Registration Statement”) registering the resale of the shares of Common Stock issuable upon the exercise of the March Warrant. The Company is required to use commercially reasonable efforts to cause such registration to become effective within 75 days of the closing date of the offering (or 120 days if the registration statement is subject to a full review by the SEC), and to keep the Resale Registration Statement effective at all times until no shares of Common Stock remain exercisable under the March Warrant. In addition, pursuant to certain “lock-up” agreements, our officers and directors have agreed, for a period of 180 days from the date of the RD Offering and March Warrant Placement, not to engage in any of the following, whether directly or indirectly, without the consent of the March Purchase Agreement investor: offer to sell, sell, contract to sell pledge, grant, lend, or otherwise transfer or dispose of our common stock or any securities convertible into or exercisable or exchangeable for Common Stock (the “Lock-Up Securities”); enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Lock-Up Securities; make any demand for or exercise any right or cause to be filed a registration statement, including any amendments thereto, with respect to the registration of any Lock-Up Securities; enter into any transaction, swap, hedge, or other arrangement relating to any Lock-Up Securities subject to customary exceptions; or publicly disclose the intention to do any of the foregoing. Three Months Ended March 31, 2023 During the three months ended March 31, 2023, the Company issued 69,798 110,000 46,503 56,900 During the three months ended March 31, 2023, the Company issued 5,938 shares of Common Stock upon the exercise of options. The Company received proceeds of $ 2,376 . In February 2023, the Company issued 83,333 shares of Common Stock with a fair value of $ 56,313 In February 2023, the Company 150,000 shares of Common Stock in connection with the ELOC with a fair value of $ 93,000 In March 2023, the Company issued 1,380,000 2.7

Equity-Based Compensation

Equity-Based Compensation	3 Months Ended
	Mar. 31, 2023
Equity [Abstract]
Equity-Based Compensation	Note 12 – Equity-Based Compensation Equity Incentive Plans In October 2019, the Company adopted the 2019 Plan. Under the 2019 Plan, the Company’s board of directors is authorized to grant stock options to purchase Common Stock, restricted stock units, and restricted shares of Common Stock to its employees, directors, and consultants. The 2019 Plan initially provided for the issuance of 500,000 A provision in the 2019 Plan provides for an automatic annual increase equal to 6% of the total number of shares of Common Stock outstanding on December 31 of the preceding calendar year 729,957 2,500,000 Options granted under the 2019 Plan generally have a life of 3 10 three-year The following table sets forth the activity of the options to purchase Common Stock under the 2019 Plan. Schedule of Stock Options Activity Number of Shares Weighted Average Exercise Price Aggregate Intrinsic Value Outstanding as of December 31, 2022 1,297,006 $ 3.40 $ - Granted 144,606 0.62 3,904 Exercised 5,938 0.40 1,419 Canceled 23,133 3.95 - Balance as of March 31, 2023 1,412,541 3.14 18,038 Exercisable as of March 31, 2023 1,068,911 3.84 18,038 The fair value of each option granted is estimated as of the grant date using the Black-Scholes option pricing model with the following assumptions: Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions Three months ended March 31, 2023 2022 Risk-free interest rate range 3.6 3.63 % 1.6 1.9 % Expected life of option-years 5 5.25 5.75 Expected stock price volatility 114.5 114.9 % 110.4 113.2 % Expected dividend yield - % - % The risk-free interest rate is based on U.S. Treasury interest rates, the terms of which are consistent with the expected life of the stock options. Expected volatility is based upon the average historical volatility of the Common Stock over the period commensurate with the expected term of the related instrument. The expected life and estimated post-employment termination behavior is based upon historical experience of homogeneous groups, executives and non-executives, within the Company. The Company does not currently pay dividends on its Common Stock, nor does it expect to do so in the foreseeable future. Schedule of Share Based Payments Arrangements Options Exercised and Options Vested Total Intrinsic Value of Options Exercised Total Fair Value of Options Vested Year ended December 31, 2022 $ - $ 1,616,401 Three months ended March 31, 2023 $ 1,419 $ 594,966 For the three months ended March 31, 2023, the weighted average grant date fair value of options granted was $ 0.52 1 Restricted Stock and Restricted Stock Units In the three months ended March 31, 2023, the Company granted 124,131 one year The following table summarizes the Company’s restricted stock awards activity under the 2019 Plan during the three months ended March 31, 2023: Schedule of Aggregate Restricted Stock Awards and Restricted Stock Unit Activity Number of Unvested Shares Weighted Average Grant Date Fair Value Aggregate Value of Shares Balance as of December 31, 2022 70,667 $ 0.42 $ 29,949 Granted 124,131 0.53 65,367 Vested 179,798 1.35 242,185 Forfeitures - - - Balance as of March 31, 2023 15,000 1.18 17,764

Unit Purchase Options and Warra

Unit Purchase Options and Warrants	3 Months Ended
	Mar. 31, 2023
Unit Purchase Options And Warrants
Unit Purchase Options and Warrants	Note 13 – Unit Purchase Options and Warrants The following table sets forth the activity of unit purchase options: Schedule of Unit Purchase Stock Options Activity Number of Unit Purchase Options Weighted Average Exercise Price Aggregate Intrinsic Value Outstanding as of December 31, 2022 $ 92,893 $ 3.20 $ - Granted - - - Exercised - - - Canceled - - - Balance as of March 31, 2023 $ 92,893 $ 3.20 $ - The following table sets forth the activity of warrants: Schedule of Warrants Activity Number of Warrants Weighted Average Exercise Price Aggregate Intrinsic Value Outstanding as of December 31, 2022 517,272 $ 1.51 $ - Granted 8,457,500 0.63 92,293 Exercised - - - Canceled - - - Balance as of March 31, 2023 9,067,665 $ 0.70 $ 140,943

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Income Taxes	Note 14 – Income Taxes The Company uses the asset and liability method to account for income taxes. Under this method, deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. If a carryforward exists, the Company decides as to whether the carryforward will be utilized in the future. Currently, a valuation allowance is established for all deferred tax assets and carryforwards as their recoverability is deemed to be uncertain. If the Company’s expectations for future operating results at the federal or at the state jurisdiction level vary from actual results due to changes in healthcare regulations, general economic conditions, or other factors, it may need to adjust the valuation allowance, for all or a portion of the Company’s deferred tax assets. The Company’s income tax expense in future periods will be reduced or increased to the extent of offsetting decreases or increases, respectively, in the Company’s valuation allowance in the period when the change in circumstances occurs. These changes could have a significant impact on the Company’s future earnings. Income tax expense was $ 0 0 0

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 15 – Commitments and Contingencies Insurance The Company’s insurance coverage is carried with third-party insurers and includes: (i) general liability insurance covering third-party exposures; (ii) statutory workers’ compensation insurance; (iv) excess liability insurance above the established primary limits for general liability and automobile liability insurance; (v) property insurance, which covers the replacement value of real and personal property and includes business interruption; and (vi) insurance covering our directors and officers for acts related to our business activities. All coverage is subject to certain limits and deductibles, the terms and conditions of which are common for companies with similar types of operations. Legal Matters The Company is not currently subject to any material legal proceedings; however, it could be subject to legal proceedings and claims from time to time in the ordinary course of its business, or legal proceedings it considered immaterial may in the future become material. Regardless of the outcome, litigation can, among other things, be time consuming and expensive to resolve, and can divert management resources.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2023
Subsequent Events [Abstract]
Subsequent Events	Note 16 – Subsequent Events On May 10, 2023, the partnership agreement between the Company and Lyfe Medical I, LLC was terminated by mutual agreement. On May 12, 2023 the joint venture agreement between the Company and Ginekaliks Dooel Skopje was terminated by mutual agreement.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Description of Business	Description of Business INVO Bioscience, Inc. (“INVO” or the “Company”) is a commercial-stage fertility company dedicated to expanding the assisted reproductive technology (“ART”) marketplace by making fertility care accessible and inclusive to people around the world. The Company’s primary mission is to implement new medical technologies aimed at increasing the availability of affordable, high-quality, patient-centered fertility care. The Company’s flagship product is INVOcell, a revolutionary medical device that, in a procedure referred to as “IVC” (intravaginal culture), allows fertilization and early embryo development to take place in vivo in vitro
Basis of Presentation	Basis of Presentation The accompanying consolidated financial statements present on a consolidated basis the accounts of the Company and its wholly owned subsidiaries and controlled affiliates. The Company presents noncontrolling interest within the equity section of its consolidated balance sheets and the amount of consolidated net income (loss) that is attributable to the Company and to the noncontrolling interest in its consolidated statement of operations. All significant intercompany accounts and transactions have been eliminated in consolidation. The Company uses the equity method of accounting when it owns an interest in an entity whereby it can exert significant influence over but cannot control the entity’s operations. The preparation of the Company’s consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. The Company considers events or transactions that have occurred after the consolidated balance sheet date of March 31, 2023, but prior to the filing of the consolidated financial statements with the SEC in this Quarterly Report on Form 10-Q, to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure, as applicable. Subsequent events have been evaluated through the date of the filing of this Quarterly Report on Form 10-Q.
Business Segments	Business Segments The Company operates in one
Variable Interest Entities	Variable Interest Entities The Company’s consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and variable interest entities (“VIE”), where the Company is the primary beneficiary under the provisions of ASC 810, Consolidation (“ASC 810”). A VIE must be consolidated by its primary beneficiary when, along with its affiliates and agents, the primary beneficiary has both: (i) the power to direct the activities that most significantly impact the VIE’s economic performance; and (ii) the obligation to absorb losses or the right to receive the benefits of the VIE that could potentially be significant to the VIE. The Company reconsiders whether an entity is still a VIE only upon certain triggering events and continually assesses its consolidated VIEs to determine if it continues to be the primary beneficiary. See “Note 3 – Variable Interest Entities” for additional information on the Company’s VIEs.
Equity Method Investments	Equity Method Investments Investments in unconsolidated affiliates, which the Company exerts significant influence but does not control or otherwise consolidate, are accounted for using the equity method. Equity method investments are initially recorded at cost. These investments are included in investment in joint ventures in the accompanying consolidated balance sheets. The Company’s share of the profits and losses from these investments is reported in loss from equity method joint venture in the accompanying consolidated statements of operations. The Company monitors its investments for other-than-temporary impairment by considering factors such as current economic and market conditions and the operating performance of the investees and records reductions in carrying values when necessary.
Use of Estimates	Use of Estimates In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents For financial statement presentation purposes, the Company considers time deposits, certificates of deposit and all highly liquid investments with original maturities of three months or less to be cash and cash equivalents. At times, cash and cash equivalents balances exceed amounts insured by the Federal Deposit Insurance Corporation.
Inventory	Inventory Inventories consist of raw materials, work in process and finished goods and are stated at the lower of cost or net realizable value, using the first-in, first-out method as a cost flow method.
Property and Equipment	Property and Equipment The Company records property and equipment at cost. Property and equipment is depreciated using the straight-line method over the estimated economic lives of the assets, which are from 3 10
Long- Lived Assets	Long- Lived Assets Long-lived assets and certain identifiable assets related to those assets are periodically reviewed for impairment whenever circumstances and situations change such that there is an indication that the carrying amounts may not be recoverable. If the non-discounted future cash flows of the asset are less than their carrying amount, their carrying amounts are reduced to fair value and an impairment loss recognized. There was no
Fair Value of Financial Instruments	Fair Value of Financial Instruments ASC 825-10-50, “Disclosures about Fair Value of Financial Instruments,” requires disclosure of the fair value of certain financial instruments. The carrying value of cash and cash equivalents, accounts payable and borrowings, as reflected in the balance sheets, approximate fair value because of the short-term maturity of these instruments. Effective January 1, 2008, the Company adopted ASC 820-10, “Fair Value Measurements”, which provides a framework for measuring fair value under GAAP. ASC 820-10 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820-10 requires that valuation techniques maximize the use of observable inputs and minimize the use of unobservable inputs.
Income Taxes	Income Taxes The Company is subject to income taxes in the United States and its domestic tax liabilities are subject to the allocation of expenses in multiple state jurisdictions. The Company uses the asset and liability method to account for income taxes. Under this method, deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The recoverability of deferred tax assets is evaluated by assessing the adequacy of future expected taxable income from all sources, including taxable income in prior carryback years, reversal of taxable temporary differences, forecasted operating earnings and available tax planning strategies. To the extent the Company does not consider it more-likely-than-not that a deferred tax asset will be recovered, a valuation allowance is established.
Concentration of Credit Risk	Concentration of Credit Risk Cash includes amounts deposited in financial institutions in excess of insurable Federal Deposit Insurance Corporation (“FDIC”) limits. As of March 31, 2023, the Company had cash balances in excess of FDIC limits.
Revenue Recognition	Revenue Recognition The Company recognizes revenue on arrangements in accordance with ASC 606, Revenue from Contracts with Customers (“ASC 606”). The core principle of ASC 606 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services ASC 606 requires companies to assess their contracts to determine the timing and amount of revenue to recognize under the new revenue standard. The model has a five-step approach: 1. Identify the contract with the customer. 2. Identify the performance obligations in the contract. 3. Determine the total transaction price. 4. Allocate the total transaction price to each performance obligation in the contract. 5. Recognize as revenue when (or as) each performance obligation is satisfied. Revenue generated from the sale of INVOcell is typically recognized at the time the product is shipped, at which time the title passes to the customer, and there are no further performance obligations. Revenue generated from clinical and lab services related at the Company’s affiliated INVO Centers is typically recognized at the time the service is performed.
Stock Based Compensation	Stock Based Compensation The Company accounts for stock-based compensation under the provisions of Accounting Standards Codification (“ASC”) subtopic 718-10, Compensation (“ASC 718-10”). This statement requires the Company to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. That cost is recognized over the period in which the employee is required to provide service or based on performance goals in exchange for the award, which is usually the vesting period.
Loss Per Share	Loss Per Share Basic loss per share calculations are computed by dividing net loss by the weighted-average number of common shares outstanding. Diluted earnings per share are computed similar to basic earnings per share except that the denominator is increased to include potentially dilutive securities. The Company’s diluted loss per share is the same as the basic loss per share for the three months ended March 31, 2023, and 2022, as the inclusion of any potential shares would have had an anti-dilutive effect due to the Company generating a loss. Schedule of Earnings Per Share Basic and Diluted 2023 2022 Three Months Ended March 31, 2023 2022 Net loss (numerator) $ (2,550,879 ) (2,774,312 ) Basic and diluted weighted-average number of common shares outstanding (denominator) 12,450,072 12,050,696 Basic and diluted net loss per common share (0.20 ) (0.23 ) The Company has excluded the following dilutive securities from the calculation of fully diluted shares outstanding because the result would have been anti-dilutive: Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share 2023 2022 As of March 31, 2023 2022 Options 1,412,541 1,474,605 Convertible notes and interest 1,409,615 - Unit purchase options and warrants 9,067,665 260,165 Total 11,889,821 1,734,770
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements The Company has reviewed all recently issued, but not yet effective, accounting pronouncements, and does not believe the future adoption of any such pronouncements will have a material impact on its financial condition or the results of its operations.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Schedule of Earnings Per Share Basic and Diluted	Schedule of Earnings Per Share Basic and Diluted 2023 2022 Three Months Ended March 31, 2023 2022 Net loss (numerator) $ (2,550,879 ) (2,774,312 ) Basic and diluted weighted-average number of common shares outstanding (denominator) 12,450,072 12,050,696 Basic and diluted net loss per common share (0.20 ) (0.23 )
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	The Company has excluded the following dilutive securities from the calculation of fully diluted shares outstanding because the result would have been anti-dilutive: Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share 2023 2022 As of March 31, 2023 2022 Options 1,412,541 1,474,605 Convertible notes and interest 1,409,615 - Unit purchase options and warrants 9,067,665 260,165 Total 11,889,821 1,734,770

Variable Interest Entities (Tab

Variable Interest Entities (Tables)	3 Months Ended
	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of Investments in Unconsolidated Variable Interest Entities	The following table summarizes our investments in unconsolidated VIEs: Schedule of Investments in Unconsolidated Variable Interest Entities Carrying Value as of Location Percentage Ownership March 31, 2023 December 31, 2022 HRCFG INVO, LLC Alabama, United States 50 % $ 1,048,872 1,106,905 Positib Fertility, S.A. de C.V. Mexico 33 % 124,705 130,960 Total investment in unconsolidated VIEs $ 1,173,577 1,237,865
Schedule of Earnings from Investments in Unconsolidated Variable Interest Entities	Earnings from investments in unconsolidated VIEs were as follows: Schedule of Earnings from Investments in Unconsolidated Variable Interest Entities 2023 2022 Three Months Ended March 31, 2023 2022 HRCFG INVO, LLC $ (18,670 ) $ (54,920 ) Positib Fertility, S.A. de C.V. (9,065 ) (16,197 ) Total earnings from unconsolidated VIEs (27,735 ) (71,117 )
Schedule of Financial Information of Investments in Unconsolidated Variable Interest Entities	The following tables summarize the combined unaudited financial information of our unconsolidated VIEs: Schedule of Financial Information of Investments in Unconsolidated Variable Interest Entities 2023 2022 Three Months Ended March 31, 2023 2022 Statements of operations: Operating revenue $ 349,326 $ 169,835 Operating expenses (413,866 ) (328,756 ) Net loss (64,540 ) (158,921 ) March 31, 2023 December 31, 2022 Balance sheets: Current assets $ 395,561 261,477 Long-term assets 1,082,606 1,094,490 Current liabilities (466,667 ) (396,619 ) Long-term liabilities (114,824 ) (107,374 ) Net assets $ 896,676 851,974

Agreements and Transactions w_2

Agreements and Transactions with VIE’s (Tables)	3 Months Ended
	Mar. 31, 2023
Agreements And Transactions With Vies
Summary of Transaction with Variable Interest Entities	The following table summarizes the Company’s transactions with VIEs: Summary of Transaction with Variable Interest Entities 2023 2022 Three Months Ended March 31, 2023 2022 Bloom Invo, LLC INVOcell revenue $ 4,500 $ - Unconsolidated VIEs INVOcell revenue $ 3,000 $ 7,500
Summary of Balances with Variable Interest Entities	The Company had balances with VIEs as follows: Summary of Balances with Variable Interest Entities March 31, 2023 December 31, 2022 Bloom Invo, LLC Accounts receivable $ 18,000 13,500 Notes payable 471,637 468,031 Unconsolidated VIEs Accounts receivable $ 49,310 46,310

Inventory (Tables)

Inventory (Tables)	3 Months Ended
	Mar. 31, 2023
Inventory Disclosure [Abstract]
Schedule of Inventory	Components of inventory are: Schedule of Inventory March 31, 2023 December 31, 2022 Raw materials $ 61,251 $ 68,723 Finished goods 209,668 194,879 Total inventory $ 270,919 $ 263,602

Property and Equipment (Tables)

Property and Equipment (Tables)	3 Months Ended
	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
Schedule of Estimated Useful Lives of Property and Equipment	The estimated useful lives and accumulated depreciation for equipment are as follows as of March 31, 2023, and December 31, 2022: Schedule of Estimated Useful Lives of Property and Equipment Estimated Useful Life Manufacturing equipment 6 10 Medical equipment 7 10 Office equipment 3 7
Schedule of Property and Equipment	Schedule of Property and Equipment March 31, 2023 December 31, 2022 Manufacturing equipment $ 132,513 $ 132,513 Medical equipment 283,065 283,065 Office equipment 77,601 77,601 Leasehold improvements 96,817 96,817 Less: accumulated depreciation (172,354 ) (153,267 ) Total equipment, net $ 417,642 $ 436,729

Leases (Tables)

Leases (Tables)	3 Months Ended
	Mar. 31, 2023
Leases
Schedule of Lease Components	As of March 31, 2023, the Company’s lease components included in the consolidated balance sheet were as follows: Schedule of Lease Components Lease component Balance sheet classification March 31, 2023 Assets ROU assets – operating lease Other assets $ 1,750,175 Total ROU assets $ 1,750,175 Liabilities Current operating lease liability Current liabilities $ 234,050 Long-term operating lease liability Other liabilities 1,610,734 Total lease liabilities $ 1,844,784
Schedule of Future Minimum Lease Payments	Future minimum lease payments as of March 31, 2023 were as follows: Schedule of Future Minimum Lease Payments 2023 198,835 2024 251,671 2025 247,960 2026 253,235 2027 and beyond 1,063,010 Total future minimum lease payments $ 2,014,711 Less: Interest (169,927 ) Total operating lease liabilities $ 1,844,784

Notes Payable (Tables)

Notes Payable (Tables)	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Schedule of Notes Payable	Notes payables consisted of the following: Schedule of Notes Payable March 31, 2023 December 31, 2022 Related party demand notes with a 10 10 $ 770,000 $ 770,000 Convertible notes. 10 0.50 410,000 100,000 Convertible debentures. 8 0.52 330,000 - Less debt discount (408,679 ) (107,356 ) Total, net of discount $ 1,101,321 $ 762,644

Equity-Based Compensation (Tabl

Equity-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2023
Equity [Abstract]
Schedule of Stock Options Activity	The following table sets forth the activity of the options to purchase Common Stock under the 2019 Plan. Schedule of Stock Options Activity Number of Shares Weighted Average Exercise Price Aggregate Intrinsic Value Outstanding as of December 31, 2022 1,297,006 $ 3.40 $ - Granted 144,606 0.62 3,904 Exercised 5,938 0.40 1,419 Canceled 23,133 3.95 - Balance as of March 31, 2023 1,412,541 3.14 18,038 Exercisable as of March 31, 2023 1,068,911 3.84 18,038
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions	The fair value of each option granted is estimated as of the grant date using the Black-Scholes option pricing model with the following assumptions: Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions Three months ended March 31, 2023 2022 Risk-free interest rate range 3.6 3.63 % 1.6 1.9 % Expected life of option-years 5 5.25 5.75 Expected stock price volatility 114.5 114.9 % 110.4 113.2 % Expected dividend yield - % - %
Schedule of Share Based Payments Arrangements Options Exercised and Options Vested	Schedule of Share Based Payments Arrangements Options Exercised and Options Vested Total Intrinsic Value of Options Exercised Total Fair Value of Options Vested Year ended December 31, 2022 $ - $ 1,616,401 Three months ended March 31, 2023 $ 1,419 $ 594,966
Schedule of Aggregate Restricted Stock Awards and Restricted Stock Unit Activity	The following table summarizes the Company’s restricted stock awards activity under the 2019 Plan during the three months ended March 31, 2023: Schedule of Aggregate Restricted Stock Awards and Restricted Stock Unit Activity Number of Unvested Shares Weighted Average Grant Date Fair Value Aggregate Value of Shares Balance as of December 31, 2022 70,667 $ 0.42 $ 29,949 Granted 124,131 0.53 65,367 Vested 179,798 1.35 242,185 Forfeitures - - - Balance as of March 31, 2023 15,000 1.18 17,764

Unit Purchase Options and War_2

Unit Purchase Options and Warrants (Tables)	3 Months Ended
	Mar. 31, 2023
Unit Purchase Options And Warrants
Schedule of Unit Purchase Stock Options Activity	The following table sets forth the activity of unit purchase options: Schedule of Unit Purchase Stock Options Activity Number of Unit Purchase Options Weighted Average Exercise Price Aggregate Intrinsic Value Outstanding as of December 31, 2022 $ 92,893 $ 3.20 $ - Granted - - - Exercised - - - Canceled - - - Balance as of March 31, 2023 $ 92,893 $ 3.20 $ -
Schedule of Warrants Activity	The following table sets forth the activity of warrants: Schedule of Warrants Activity Number of Warrants Weighted Average Exercise Price Aggregate Intrinsic Value Outstanding as of December 31, 2022 517,272 $ 1.51 $ - Granted 8,457,500 0.63 92,293 Exercised - - - Canceled - - - Balance as of March 31, 2023 9,067,665 $ 0.70 $ 140,943

Schedule of Earnings Per Share

Schedule of Earnings Per Share Basic and Diluted (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Accounting Policies [Abstract]
Net loss (numerator)	$ (2,550,879)	$ (2,774,312)
Basic and diluted weighted-average number of common shares outstanding (denominator)	12,450,072	12,050,696
Basic and diluted net loss per common share	$ (0.20)	$ (0.23)

Schedule of Antidilutive Securi

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	11,889,821	1,734,770
Equity Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	1,412,541	1,474,605
Convertible Notes and Interest [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	1,409,615
Unit Purchase Option And Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	9,067,665	260,165

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details Narrative)	3 Months Ended
	Mar. 31, 2023 USD ($) Segment	Mar. 31, 2022 USD ($)
Property, Plant and Equipment [Line Items]
Number of operating segment | Segment	1
Impairment of intangible assets | $	$ 0	$ 0
Minimum [Member]
Property, Plant and Equipment [Line Items]
Property plant and equipment estimated useful life	3 years
Maximum [Member]
Property, Plant and Equipment [Line Items]
Property plant and equipment estimated useful life	10 years

Liquidity (Details Narrative)

Liquidity (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net income loss	$ 2,550,879	$ 2,774,312
Accumulated deficit	52,334,412		$ 49,783,533
Net income loss related to non cash expenses	900,000	900,000
Proceeds from sale of common stock	$ 2,708,642	$ 315,000
Common stock per share	$ 0.0001		$ 0.0001
Proceeds from Issuance of Convertible Preferred Stock	$ 700,000

Schedule of Investments in Unco

Schedule of Investments in Unconsolidated Variable Interest Entities (Details) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Investment in unconsolidated variable interest entities	$ 1,173,577	$ 1,237,865
HRCFG INVO, LLC [Member]
Ownership percentage	50%
Investment in unconsolidated variable interest entities	$ 1,048,872	1,106,905
Positib Fertility S.A. de C.V. [Member]
Ownership percentage	33%
Investment in unconsolidated variable interest entities	$ 124,705	$ 130,960

Schedule of Earnings from Inves

Schedule of Earnings from Investments in Unconsolidated Variable Interest Entities (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Total earnings from unconsolidated VIEs	$ (27,735)	$ (71,117)
HRCFG INVO, LLC [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Total earnings from unconsolidated VIEs	(18,670)	(54,920)
Positib Fertility S.A. de C.V. [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Total earnings from unconsolidated VIEs	$ (9,065)	$ (16,197)

Schedule of Financial Informati

Schedule of Financial Information of Investments in Unconsolidated Variable Interest Entities (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Operating revenue	$ (2,306,420)	$ (2,700,938)
Net loss	(2,550,879)	(2,774,312)
Current assets	2,809,762		$ 621,087
Current liabilities	(4,450,007)		(3,409,424)
Variable Interest Entity, Primary Beneficiary [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Operating revenue	349,326	169,835
Operating expenses	(413,866)	(328,756)
Net loss	(64,540)	$ (158,921)
Current assets	395,561		261,477
Long-term assets	1,082,606		1,094,490
Current liabilities	(466,667)		(396,619)
Long-term liabilities	(114,824)		(107,374)
Net assets	$ 896,676		$ 851,974

Variable Interest Entities (Det

Variable Interest Entities (Details Narrative) - USD ($)			3 Months Ended
	Jun. 28, 2021	Mar. 10, 2021	Mar. 31, 2023	Mar. 31, 2022
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Variable interest entity ownership, percentage	150%
Financing Receivable, after Allowance for Credit Loss, Related and Nonrelated Party Status [Extensible Enumeration]			Related Party [Member]
Net loss			$ (2,550,879)	$ (2,774,312)
Georgia JV [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Investment			900,000
Notes receivable related parties			500,000
Net loss			32,000	200,000
Minority interest			0
Alabama JV [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Investment			1,600,000
Net loss			37,000	110,000
Loss from equity investment			18,000	55,000
Mexico JV [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Investment			100,000
Net loss			27,000	49,000
Loss from equity investment			$ 9,000	$ 16,000
Bloom INVO LLC [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Variable interest entity commitment contribution	$ 1,200,000
Variable interest entity units issued	1,200
Bloom INVO LLC [Member] | Bloom Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Variable interest entity commitment contribution	$ 800,000
Variable interest entity units issued	800
Alabama JV [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Variable interest entity ownership, percentage		50%

Summary of Transaction with Var

Summary of Transaction with Variable Interest Entities (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Bloom INVO LLC [Member]
INVOcell revenue	$ 4,500
Variable Interest Entity, Not Primary Beneficiary [Member]
INVOcell revenue	$ 3,000	$ 7,500

Summary of Balances with Variab

Summary of Balances with Variable Interest Entities (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Notes payable	$ 1,101,321	$ 762,644
Bloom INVO LLC [Member]
Accounts receivable	18,000	13,500
Notes payable	471,637	468,031
Variable Interest Entity, Not Primary Beneficiary [Member]
Accounts receivable	$ 49,310	$ 46,310

Schedule of Inventory (Details)

Schedule of Inventory (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Raw materials	$ 61,251	$ 68,723
Finished goods	209,668	194,879
Total inventory	$ 270,919	$ 263,602

Schedule of Estimated Useful Li

Schedule of Estimated Useful Lives of Property and Equipment (Details)	Mar. 31, 2023
Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Minimum [Member] | Manufacturing Equipment [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	6 years
Minimum [Member] | Medical Equipment [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	7 years
Minimum [Member] | Office Equipment [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	10 years
Maximum [Member] | Manufacturing Equipment [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	10 years
Maximum [Member] | Medical Equipment [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	10 years
Maximum [Member] | Office Equipment [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	7 years

Schedule of Property and Equipm

Schedule of Property and Equipment (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Less: accumulated depreciation	$ (172,354)	$ (153,267)
Total equipment, net	417,642	436,729
Manufacturing Equipment [Member]
Property, Plant and Equipment [Line Items]
Leasehold improvements	132,513	132,513
Medical Equipment [Member]
Property, Plant and Equipment [Line Items]
Leasehold improvements	283,065	283,065
Office Equipment [Member]
Property, Plant and Equipment [Line Items]
Leasehold improvements	77,601	77,601
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Leasehold improvements	$ 96,817	$ 96,817

Property and Equipment (Details

Property and Equipment (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 19,087	$ 15,095

Intangible Assets (Details Narr

Intangible Assets (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of intangible assets		$ 452

Schedule of Lease Components (D

Schedule of Lease Components (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Assets
ROU assets – operating lease	$ 1,750,175	$ 1,808,034
Total ROU assets	1,750,175
Liabilities
Current operating lease liability	234,050	231,604
Long-term operating lease liability	1,610,734	$ 1,669,954
Total lease liabilities	$ 1,844,784

Schedule of Future Minimum Leas

Schedule of Future Minimum Lease Payments (Details)	Mar. 31, 2023 USD ($)
Leases
2023	$ 198,835
2024	251,671
2025	247,960
2026	253,235
2027 and beyond	1,063,010
Total future minimum lease payments	2,014,711
Less: Interest	(169,927)
Total operating lease liabilities	$ 1,844,784

Schedule of Notes Payable (Deta

Schedule of Notes Payable (Details) (Parenthetical)	Mar. 31, 2023 $ / shares
Debt Disclosure [Abstract]
Financing fee related party demand notes percentage	10%
Annual interest related party demand notes percentage	10%
Annual interest related party demand conversion price	$ 0.50
Annual interest related party demand notes percentage	8%
Interest related party demand conversion price	$ 0.52

Schedule of Notes Payable (De_2

Schedule of Notes Payable (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Short-Term Debt [Line Items]
Less debt discount	$ (408,679)	$ (107,356)
Total, net of discount	1,101,321	762,644
Related Party Demand Notes [Member]
Short-Term Debt [Line Items]
Related party demand notes	770,000	770,000
Demand Notes [Member]
Short-Term Debt [Line Items]
Related party demand notes	410,000	100,000
Convertible Debentures [Member]
Short-Term Debt [Line Items]
Related party demand notes	$ 330,000

Notes Payable (Details Narrativ

Notes Payable (Details Narrative) - USD ($)

1 Months Ended

3 Months Ended

May 15, 2023

Feb. 17, 2023

Feb. 03, 2023

Dec. 29, 2022

Dec. 13, 2022

Dec. 02, 2022

Nov. 29, 2022

Mar. 31, 2023

Jan. 31, 2023

Mar. 31, 2023

Dec. 31, 2022

Mar. 31, 2022

Short-Term Debt [Line Items]

Warrant purchase of common stock, shares

350,000

Share price

$ 0.52

$ 0.52

Proceeds from Convertible Debt

$ 410,000

$ 410,000

$ 200,000

Debt Instrument, Description

These notes accrue 10% annual interest accrues from the date of issuance. These notes are callable with 10 days prior written notice. At maturity, the Company agreed to pay outstanding principal, a 10% financing fee and accrued interest

Cash and conversion of debt

$ 310,000

Debt Instrument, Convertible, Conversion Price

$ 0.60

$ 0.60

Conversion of Stock, Shares Issued

387,500

Amortization of debt discount

$ 178,380

Debt instrument interest rate stated percentage

10%

10%

Maturity date

Dec. 31, 2023

Principal amount to be redeemed

8%

8%

Percentage of debentures outstanding

50%

50%

February Purchase Agreement [Member]

Short-Term Debt [Line Items]

Share price

$ 450,000

$ 450,000

Proceeds from registered direct offering

$ 2,000,000

$ 2,000,000

Registered Direct Offering [Member]

Short-Term Debt [Line Items]

Proceeds from registered direct offering

$ 383,879

383,879

February Debentures [Member]

Short-Term Debt [Line Items]

Proceeds from registered direct offering

$ 383,879

February Debentures [Member] | Subsequent Event [Member]

Short-Term Debt [Line Items]

Repayments of debt outstanding

$ 116,121

Convertible Debt [Member]

Short-Term Debt [Line Items]

Interest costs incurred

$ 5,537

Note Warrants [Member]

Short-Term Debt [Line Items]

Debt instrument term

5 years

Jan And March 2023 Convertible Notes [Member]

Short-Term Debt [Line Items]

Recoginzed amount of debt discount

$ 132,183

Amortization of debt discount

23,162

Remaining balance of debt discount

109,021

February Debentures [Member]

Short-Term Debt [Line Items]

Interest costs incurred

5,600

Principal amount to be redeemed

105%

105%

February Debentures [Member] | February Purchase Agreement [Member]

Short-Term Debt [Line Items]

Debt Instrument, Face Amount

$ 500,000

$ 500,000

February Warrant [Member]

Short-Term Debt [Line Items]

Warrants to purchase shares

250,000

250,000

Warrant strike price

$ 0.63

$ 0.63

February Commitment Shares [Member]

Short-Term Debt [Line Items]

Warrants to purchase shares

83,333

83,333

February 2023 Convertible Notes [Member]

Short-Term Debt [Line Items]

Recoginzed amount of debt discount

291,207

Amortization of debt discount

47,862

Remaining balance of debt discount

$ 299,658

March Warrant [Member]

Short-Term Debt [Line Items]

Warrant strike price

$ 0.63

$ 0.63

February Investors [Member]

Short-Term Debt [Line Items]

Warrants to purchase shares

297,620

297,620

Common Stock [Member]

Short-Term Debt [Line Items]

Share price

$ 1

$ 1

Proceeds from Convertible Debt

$ 275,000

$ 135,000

100,000

Debt Instrument, Convertible, Conversion Price

$ 0.50

$ 0.50

Warrant strike price

$ 0.75

$ 0.75

Chief Executive Officer [Member]

Short-Term Debt [Line Items]

Proceeds from Convertible Debt

$ 25,000

$ 15,000

$ 60,000

100,000

Chief Financial Officer [Member]

Short-Term Debt [Line Items]

Proceeds from Convertible Debt

$ 25,000

$ 75,000

100,000

Interest costs incurred

$ 25,064

JAG Multi Investments LLC [Member]

Short-Term Debt [Line Items]

Proceeds from issuance of demand notes, related party

$ 100,000

$ 500,000

Interest rate percentage description

The JAG Notes accrue 10% annual interest from the date of issuance. The JAG Notes currently are callable with 10 days prior written notice. At maturity, the Company agreed to pay outstanding principal, a 10% financing fee and accrued interest.

Warrants exercises term

5 years

Share price

$ 0.50

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	3 Months Ended
	Dec. 31, 2022	Mar. 31, 2023
Related Party Transaction [Line Items]
Accounts Payable, Related and Nonrelated Party Status [Extensible Enumeration]		Related Party [Member]
Related Party [Member]
Related Party Transaction [Line Items]
Accounts payable related parties		$ 122,219
JAC Multi Investments LLC [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt	$ 700,000
JAG [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt	500,000
Chief Executive Officer [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt	100,000
Andrea Goren [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt	$ 100,000

Stockholders_ Equity (Details N

Stockholders’ Equity (Details Narrative) - USD ($)					1 Months Ended	3 Months Ended
	Mar. 27, 2023	Mar. 23, 2023	Feb. 17, 2023	Feb. 03, 2023	Feb. 28, 2023	Mar. 31, 2023	Mar. 31, 2022
Accumulated Other Comprehensive Income (Loss) [Line Items]
Purchase of shares of common stock description				(i) in a minimum amount of not less than $25,000 and (ii) in a maximum amount of up to the lesser of (a) $750,000 or (b) 200% of the Company’s average daily trading value of the Common Stock.
Number of common stock upon exercise of options						5,938
Stock issued during period value						$ 149,900	$ 66,850
Proceeds from options exercised						2,376
Number of new stock issued during the period value						2,708,642	315,000
Proceeds from sale of common stock						$ 2,708,642	$ 315,000
Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of new stock issued during the period						1,380,000	94,623
Exercise price			$ 0.75	$ 0.75
Number of common stock upon exercise of options						5,938
Stock issued during period shares						260,000	21,500
Stock issued during period value						$ 26	$ 2
Number of new stock issued during the period value						$ 138	$ 9
Employees and Directors [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of common stock upon exercise of options						5,938
Employees and Directors [Member] | 2019 Stock Incentive Plan [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock issued during period shares						69,798
Stock issued during period value						$ 46,503
Consultant [Member] | 2019 Stock Incentive Plan [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock issued during period shares						110,000
Stock issued during period value						$ 56,900
February Investors [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of new stock issued during the period				150,000
Pre-Funded Warrants purchase			297,620	297,620
Equity Purchase Agreement [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Proceeds from sale of shares				$ 10,000,000
Number of new stock issued during the period					150,000
Number of new stock issued during the period value					$ 93,000
March Purchase Agreement [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of new stock issued during the period		1,380,000
Pre-Funded Warrants purchase		2,300,000
Exercise price		$ 0.01
Number of common stock upon exercise of options		5,520,000
Exercise price		$ 0.63
Proceeds from Issuance Initial Public Offering	$ 3,000,000
Additional gross proceeds from warrants exercises		$ 3,500,000
February Debentures [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of new stock issued during the period					83,333
Proceeds to repay portion of february debentures				383,879
Number of new stock issued during the period value					$ 56,313
Registered Direct Offering [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Proceeds to repay portion of february debentures			$ 383,879	$ 383,879
Proceeds from sale of common stock	$ 2,700,000
Registered Direct Offering [Member] | Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of new stock issued during the period	1,380,000

Schedule of Stock Options Activ

Schedule of Stock Options Activity (Details)	3 Months Ended
	Mar. 31, 2023 USD ($) $ / shares shares
Equity [Abstract]
Number of shares, options outstanding, beginning balance | shares	1,297,006
Weighted average exercise price, outstanding, beginning balance | $ / shares	$ 3.40
Aggregate intrinsic value, outstanding, beginning balance | $
Number of shares, options outstanding, granted | shares	144,606
Weighted average exercise price, options outstanding, granted | $ / shares	$ 0.62
Share-based compensation arrangement by share-based payment award, options, exercises in period, intrinsic value | $	$ 3,904
Number of shares, options outstanding, exercised | shares	5,938
Weighted average exercise price, options outstanding, exercised | $ / shares	$ 0.40
Share-based compensation arrangement by share-based payment award, options, exercises in period, intrinsic value | $	$ 1,419
Number of shares, options outstanding, canceled | shares	23,133
Weighted average exercise price, outstanding, canceled | $ / shares	$ 3.95
Number of shares, options outstanding, ending balance | shares	1,412,541
Weighted average exercise price, outstanding, ending balance | $ / shares	$ 3.14
Aggregate intrinsic value, outstanding, ending balance | $	$ 18,038
Number of shares, options exercisable, ending balance | shares	1,068,911
Weighted average exercise price, options exercisable, ending balance | $ / shares	$ 3.84
Aggregate intrinsic value, options exercisable, ending balance | $	$ 18,038

Schedule of Share-Based Payment

Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions (Details)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Risk-free interest rate range, minimum	3.60%	1.60%
Risk-free interest rate range, maximum	3.63%	1.90%
Expected stock price volatility, minimum	114.50%	110.40%
Expected stock price volatility, maximum	114.90%	113.20%
Expected dividend yield
Minimum [Member]
Expected life of option-years	5 years	5 years 3 months
Maximum [Member]
Expected life of option-years		5 years 9 months

Schedule of Share Based Payment

Schedule of Share Based Payments Arrangements Options Exercised and Options Vested (Details) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Equity [Abstract]
Total intrinsic value of options exercised	$ 1,419
Total fair value of options vested	$ 594,966	$ 1,616,401

Schedule of Aggregate Restricte

Schedule of Aggregate Restricted Stock Awards and Restricted Stock Unit Activity (Details) - Restricted Stock [Member] - 2019 Stock Incentive Plan [Member]	3 Months Ended
	Mar. 31, 2023 USD ($) $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of unvested shares, beginning balance | shares	70,667
Weighted averag exercise price, beginning balance | $ / shares	$ 0.42
Aggregate value of unvested shares, beginning balance | $	$ 29,949
Number of unvested shares, granted | shares	124,131
Weighted average exercise price, granted | $ / shares	$ 0.53
Aggregate value of unvested shares, granted | $	$ 65,367
Number of unvested shares, vested | shares	179,798
Weighted average exercise price, vested | $ / shares	$ 1.35
Aggregate value of unvested shares, vested | $	$ 242,185
Number of unvested shares, forfeitures | shares
Weighted average exercise price, forfeitures | $ / shares
Aggregate value of unvested shares, forfeitures | $
Number of unvested shares, ending balance | shares	15,000
Weighted average exercise price, ending balance | $ / shares	$ 1.18
Aggregate value of unvested shares, ending balance | $	$ 17,764

Equity-Based Compensation (Deta

Equity-Based Compensation (Details Narrative) - $ / shares	3 Months Ended
	Mar. 31, 2023	Jan. 31, 2023	Oct. 31, 2019
Share-Based Payment Arrangement [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Weighted average grant date fair value of options granted	$ 0.52
Weighted average remaining service period	1 year
Restricted Stock [Member] | Employees, Directors and Consultants [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation vesting period	1 year
Restricted stock shares, gross	124,131
2019 Stock Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based compensation, number of shares authorized		2,500,000	500,000
Share-based compensation, description	A provision in the 2019 Plan provides for an automatic annual increase equal to 6% of the total number of shares of Common Stock outstanding on December 31 of the preceding calendar year
Share-based compensation number of shares, grant		729,957
Share based compensation vesting period	3 years
2019 Stock Incentive Plan [Member] | Minimum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options life	3 years
2019 Stock Incentive Plan [Member] | Maximum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options life	10 years

Schedule of Unit Purchase Stock

Schedule of Unit Purchase Stock Options Activity (Details)	3 Months Ended
	Mar. 31, 2023 USD ($) $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares, options outstanding, beginning balance | shares	1,297,006
Weighted average exercise price, outstanding, beginning balance	$ 3.40
Aggregate intrinsic value, outstanding, beginning balance | $
Number of unit purchase options, granted | shares	144,606
Weighted average exercise price, granted	$ 0.62
Number of common stock upon exercise of options | shares	5,938
Weighted average exercise price, exercised	$ 0.40
Aggregate intrinsic value, exercised | $	$ 1,419
Number of unit purchase options, canceled | shares	23,133
Weighted average exercise price, canceled	$ 3.95
Number of shares, options outstanding, ending balance | shares	1,412,541
Weighted average exercise price, outstanding, ending balance	$ 3.14
Aggregate intrinsic value, outstanding, ending balance | $	$ 18,038
Unit Purchase Options [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares, options outstanding, beginning balance | shares	92,893
Weighted average exercise price, outstanding, beginning balance	$ 3.20
Aggregate intrinsic value, outstanding, beginning balance | $
Number of unit purchase options, granted | shares
Weighted average exercise price, granted
Aggregate intrinsic value, granted
Number of common stock upon exercise of options | shares
Weighted average exercise price, exercised
Aggregate intrinsic value, exercised | $
Number of unit purchase options, canceled | shares
Weighted average exercise price, canceled
Aggregate intrinsic value, canceled
Number of shares, options outstanding, ending balance | shares	92,893
Weighted average exercise price, outstanding, ending balance	$ 3.20
Aggregate intrinsic value, outstanding, ending balance | $

Schedule of Warrants Activity (

Schedule of Warrants Activity (Details)	3 Months Ended
	Mar. 31, 2023 USD ($) $ / shares shares
Unit Purchase Options And Warrants
Number of warrants, outstanding, beginning balance | shares	517,272
Weighted average exercise price, outstanding, beginning balance | $ / shares	$ 1.51
Aggregate intrinsic value, outstanding, beginning balance | $
Number of warrants, granted | shares	8,457,500
Weighted average exercise price, granted | $ / shares	$ 0.63
Aggregate intrinsic value, granted | $	$ 92,293
Number of warrants, exercised | shares
Weighted average exercise price, exercised | $ / shares
Aggregate intrinsic value, exercised | $
Number of warrants, canceled | shares
Weighted average exercise price, canceled | $ / shares
Aggregate intrinsic value, canceled | $
Number of warrants, outstanding, ending balance | shares	9,067,665
Weighted average exercise price, outstanding, ending balance | $ / shares	$ 0.70
Aggregate intrinsic value, outstanding, ending balance | $	$ 140,943

Income Taxes (Details Narrative

Income Taxes (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income Tax Disclosure [Abstract]
Income tax expense	$ 0	$ 0
Income tax rate	0%