Rebus (RBSH) S-1 29 Apr 21 IPO registration Financial data

Document and Entity Information

Document and Entity Information	12 Months Ended
	Dec. 31, 2020
Document and Entity Information [Abstract]
Entity Registrant Name	Inspyr Therapeutics, Inc.
Entity Central Index Key	0001421204
Document Type	S-1
Amendment Flag	false
Entity Filer Category	Non-accelerated Filer
Entity Emerging Growth Company	false
Entity Small Business	true
Entity Incorporation, State or Country Code	DE

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Current assets:
Cash	$ 404	$ 4
Restricted cash	0	19
Total current assets	404	23
Total assets	404	23
Current liabilities:
Accounts payable	2,261	2,269
Accrued expenses	1,940	1,866
Convertible debentures, net of unamortized discount of $488 and $281	1,878	2,826
Derivative liability	6,828	1,785
Total current liabilities	12,907	8,746
Total liabilities	12,907	8,746
Commitments and contingencies (Note 8)	0	0
Stockholders' deficit:
Convertible preferred stock	0	0
Common stock, par value $.0001 per share; 1,000,000,000 shares authorized, 185,625,000 and 623,382 shares issued and outstanding, respectively	19	0
Additional paid-in capital	54,453	51,957
Accumulated deficit	(66,975)	(60,680)
Total stockholders' deficit	(12,503)	(8,723)
Total liabilities and stockholders' deficit	404	23
Series A Preferred Stock [Member]
Stockholders' deficit:
Convertible preferred stock	0	0
Series B Preferred Stock [Member]
Stockholders' deficit:
Convertible preferred stock	0	0
Series C Preferred Stock [Member]
Stockholders' deficit:
Convertible preferred stock	0	0
Series D Preferred Stock [Member]
Stockholders' deficit:
Convertible preferred stock	0	0
Series E Preferred Stock [Member]
Stockholders' deficit:
Convertible preferred stock	0	0
Series F Preferred Stock [Member]
Stockholders' deficit:
Convertible preferred stock	$ 0	$ 0

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Net of unamortized discount, convertible debentures	$ 488	$ 281
Convertible preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Convertible preferred stock, shares authorized	29,978,846	29,978,846
Convertible preferred stock, shares issued	0	0
Convertible preferred stock, shares outstanding
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common stock, shares issued	185,625,000	623,382
Common stock, shares outstanding	185,625,000	623,382
Series A Preferred Stock [Member]
Convertible preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Convertible preferred stock, shares authorized	1,854	1,854
Convertible preferred stock, shares issued	134	134
Convertible preferred stock, shares outstanding	134	134
Series B Preferred Stock [Member]
Convertible preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Convertible preferred stock, shares authorized	1,000	1,000
Convertible preferred stock, shares issued	71	71
Convertible preferred stock, shares outstanding	71	71
Series C Preferred Stock [Member]
Convertible preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Convertible preferred stock, shares authorized	300	300
Convertible preferred stock, shares issued	290	290
Convertible preferred stock, shares outstanding	290	290
Series D Preferred Stock [Member]
Convertible preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Convertible preferred stock, shares authorized	5,000	5,000
Convertible preferred stock, shares issued	5,000	5,000
Convertible preferred stock, shares outstanding	5,000	5,000
Series E Preferred Stock [Member]
Convertible preferred stock, par value (in dollars per share)	$ .0001	$ .0001
Convertible preferred stock, shares authorized	5,000	5,000
Convertible preferred stock, shares issued	5,000	0
Convertible preferred stock, shares outstanding	5,000	0
Series F Preferred Stock [Member]
Convertible preferred stock, par value (in dollars per share)	$ 0.0001	$ .0001
Convertible preferred stock, shares authorized	8,000	8,000
Convertible preferred stock, shares issued	8,000	0
Convertible preferred stock, shares outstanding	8,000	0

CONSOLIDATED STATEMENTS OF LOSS

CONSOLIDATED STATEMENTS OF LOSSES - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Operating expenses:
Research and development	$ 18	$ 44
License termination cost	1,969	0
General and administrative	494	565
Total operating expenses	2,481	609
Loss from operations	(2,481)	(609)
Other income (expense):
Gain (loss) on change in fair value of derivative liability	(3,846)	327
Gain on conversion of debt	334	125
Interest (expense), net	(302)	(777)
Loss before provision for income taxes	(6,295)	(934)
Provision for income taxes	0	0
Net loss	(6,295)	(934)
Deemed dividend	(64)	(54)
Net loss attributable to common shareholders	$ (6,359)	$ (988)
Net loss per common share, basic and diluted	$ (0.14)	$ (4.22)
Weighted average shares outstanding, basic and diluted	43,343,388	234,345

CONSOLIDATED STATEMENT OF STOCK

CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands	Convertible Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]	Total
Balance at beginning at Dec. 31, 2018			$ 51,479	$ (59,746)	$ (8,267)
Balance at beginning (in shares) at Dec. 31, 2018	495	114,508
Sale of preferred stock			5		5
Sale of preferred stock, shares	5,000
Conversion of notes			473		473
Conversion of notes (in shares)		508,874
Net loss				(934)	(934)
Balance at ending at Dec. 31, 2019			51,957	(60,680)	(8,723)
Balance at ending (in shares) at Dec. 31, 2019	5,495	623,382
Sale of preferred stock			5		5
Sale of preferred stock, shares	5,000
Issuance of preferred stock for license termination
Issuance of preferred stock for license termination, shares	8,000
Issuance of common stock for license termination		$ 7	260		267
Issuance of common stock for license termination, shares		65,000,000
Conversion of notes		$ 12	2,231		2,243
Conversion of notes (in shares)		120,001,618
Net loss				(6,295)	(6,295)
Balance at ending at Dec. 31, 2020		$ 19	$ 54,453	$ (66,975)	$ (12,503)
Balance at ending (in shares) at Dec. 31, 2020	18,495	185,625,000

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Cash flows from operating activities:
Net loss	$ (6,295)	$ (934)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	0	36
Common and preferred stock issued for license termination	1,944	0
(Gain) loss on change in fair value of derivative liability	3,846	(327)
Gain on conversion of debt	(334)	(125)
Amortization of debt discount	280	281
Finance cost	20	494
Increase in operating liabilities:
Accounts payable and accrued expenses	165	262
Cash used in operating activities	(374)	(313)
Cash flows from investing activities:
Cash provided by investing activities	0	0
Cash flows from financing activities:
Proceeds from convertible notes	750	0
Proceeds from sale of preferred stock	5	5
Cash provided by financing activities	755	5
Net increase (decrease) in cash and restricted cash	381	(308)
Cash and restricted cash, beginning of year	23	331
Cash and restricted cash, end of year	$ 404	$ 23

BACKGROUND

BACKGROUND	12 Months Ended
	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
BACKGROUND	NOTE 1 – BACKGROUND Inspyr Therapeutics, Inc. (“we”, “us”, “our company”, “our”, “Inspyr” or the “Company”) was formed under the laws of the State of Delaware in November 2003, and has its principal office in Westlake Village, California. We are focused on the research and development of novel targeted precision therapeutics for the treatment of cancer. Our approach utilizes our proprietary delivery technology to better enhance immuno-modulation for improved therapeutic outcomes. Our potential first-in-class immune-oncology lead asset, RT-AR001, an adenosine receptor A2B antagonist, is differentiated by its novel microparticle formulation that allows for better tumor infiltration and enhanced outcomes when administered intra-tumorally. Our patented portfolio of adenosine receptor antagonists provides flexibility to optimize treatment based on the specific targets found in each type of cancer. The adenosine receptor modulators include A 2B antagonists, dual A 2A /A 2B antagonists, and A 2A antagonists that have broad development applicability including indications within immuno-oncology and inflammation. Adenosine is implicated in immunosuppression in the tumor microenvironment. Adenosine receptor antagonists may boost the host immune response against the tumor as a single-agent and in combination with other existing immuno-oncology agents leading to enhanced tumor killing and inhibition of metastasis. Adenosine also has anti-inflammatory properties in the acute and chronic setting. Adenosine receptor antagonists may promote a decreased inflammatory response and can potentially treat a broad range of inflammatory and autoimmune based diseases and conditions (e.g., rheumatoid arthritis, joint injury, Crohn’s disease, psoriasis) as well as improve wound healing and decrease pain. Pursuant to our recent termination of license with Ridgeway Therapeutics, Inc. (“Ridgeway”), we reacquired the rights to certain intellectual property, discussed above, and are currently focusing on a pipeline of small molecule adenosine receptor modulators. In October 2020, pursuant to the cancellation of a license agreement whereby we previously licensed US Patent 9,593,118, we reacquired the exclusive right to such patent that covers both A2B and dual A2A/A2B antagonists. Accordingly, going forward our major focus will be to: (i) further characterization of the anti-cancer activity of our unique pipeline delivery platform containing A2B and dual A2A/A2B antagonists, leading to selection of a clinical candidate or candidates for an Investigative New Drug or IND enabling studies; and (ii) licensing and/or partnering our delivery platform and the A2B and dual A2A/A2B antagonists for further development. Our ability to execute the business plan is contingent upon our ability to raise the necessary funds. During March 2020, we sold approximately $250,000 of debt securities and in October 2020, we sold $500,000 of debt securities for cash. In January 2021, we sold an additional $500,000 of debt securities for cash (see Note 15). We are currently using such funds to maintain our SEC reporting requirements, pay legal accounting and other professional fees, and to retain consultants and other personnel to develop the adenosine A2R antagonists and in preparation for an IND filing related to our unique delivery platform and portfolio of adenosine A2R antagonists for the treatment of certain solid tumors. Should we fail to further raise sufficient funds to execute our business plan, our priority would be to maintain our intellectual property portfolio and seek business development opportunities with potential development partners and/or acquirors. Termination of License Agreement On October 5, 2020, the Company entered into an agreement with Ridgeway Therapeutics, Inc. (“Termination Agreement”) whereby the parties terminated the licensing agreement previously entered into on August 3, 2018 (“Licensing Agreement”), whereby the Company had previously licensed certain technologies related to targeting adenosine receptor antagonists for the treatment of cancer (the “Licensed Assets”). As a result of the Termination Agreement, the Company reacquired full ownership and worldwide rights to all of the Licensed Assets as well as any improvements made thereto. In exchange for entering into the Termination Agreement, the Company issued to Ridgeway: (i) sixty-five million shares (“Common Shares”) of the Company’s common stock, (“Common Stock”), and (ii) 8,000 shares of Series F 0% Convertible Preferred Stock (“Series F Preferred Stock”). Additionally, we have agreed to pay certain expenses and costs of Ridgeway’s aggregating approximately $25,000. The Company has filed a certificate of designation (“COD”) with the Secretary of State of the State of Delaware that contains the rights, preferences, and privileges of the Series F Preferred Stock. Pursuant to the COD, each share of Series F Preferred Stock has a stated value of $10.00 per share and is convertible into Common Stock at any time at the election of the holder. In the aggregate, all of the Series F Preferred Stock issued to Ridgeway is convertible into such number of shares of Common Stock equal to eighty percent (80%) of the issued and outstanding shares of Common Stock, post-conversion, on the conversion date (taking into effect any forward or reverse stock splits or consolidations). The Series F Preferred Stock votes on an as if converted to common stock basis. Additionally, upon the Company’s outstanding Convertible Debentures (as such term is defined in the COD) being terminated, converted, or otherwise extinguished, the Series F Preferred Stock will automatically convert into Common Stock. Pursuant to the Termination Agreement, in the event that the Company is unable to secure equity financing resulting in aggregate gross proceeds to the Company of at least $5,000,000 by October 5, 2023, or in the event that the Company ceases its operations, then the Termination Agreement will be deemed terminated and the Licensing Agreement will be reinstated in exchange for the return of the Common Shares and Series F Preferred Stock. As a result of the issuance of the Common Shares and Series F Preferred Stock, Ridgeway Therapeutics became the owner of approximately 54.14% of the Company’s issued and outstanding Common Stock. Furthermore, by virtue of the issuance of the Series F Preferred Stock, Ridgeway will vote on an as if converted to common stock basis which shall be equal to eighty percent (80%) of the issued and outstanding Common Stock post-conversion. Accordingly, the board of directors of the Company has determined that a change in control of the registrant has occurred. The Company did not have a prior relationship with Ridgeway, or any of its principals, except pursuant to the terms contained in the Termination Agreement and its previous relationship under the Licensing Agreement.

MANAGEMENT'S PLANS TO CONTINUE

MANAGEMENT'S PLANS TO CONTINUE AS A GOING CONCERN	12 Months Ended
	Dec. 31, 2020
Management Plans to Continue as Going Concern [Abstract]
MANAGEMENT'S PLANS TO CONTINUE AS A GOING CONCERN	NOTE 2 – MANAGEMENT’S PLANS TO CONTINUE AS A GOING CONCERN Basis of Presentation The opinion of our independent registered accounting firm on our consolidated financial statements contains explanatory going concern language. We have prepared our consolidated financial statements on the basis that we will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. We have incurred losses from operations since inception, we have a working capital deficit of $12.5 million and we have an accumulated deficit of $67 million as of December 31, 2020. We anticipate incurring additional losses for the foreseeable future until such time, if ever, that we can generate significant sales from our therapeutic product candidates which are currently in development or we enter into cash flow positive business development transactions. To date, we have generated no sales or revenues, have incurred significant losses and expect to incur significant additional losses as we advance our product candidates through development. Consequently, our operations are subject to all the risks inherent in the establishment of a pre-revenue business enterprise as well as those risks associated with a company engaged in the research and development of pharmaceutical compounds. Our cash balances at December 31, 2020 were approximately $404,000, representing 100% of our total assets. We had curtailed substantially all operations in February 2018. Based on our current expected level of operating expenditures, and including approximately $250,000 that we raised in March 2020, $500,000 that we raised in October 2020 and $500,000 that we raised in January 2021 (see Note 15), pursuant to the sale of our senior convertible debentures, we expect to be able to fund our operations into the second quarter of 2022. We will require additional cash to fund and continue our operations beyond that point. This period could be shortened if there are any unanticipated increases in planned spending on development programs or other unforeseen events. We anticipate raising additional funds through collaborative arrangements, licensing agreements, public or private sales of debt or equity securities, or some combination thereof. There is no assurance that any such arrangement will be entered into or that financing will be available when needed in order to allow us to continue our operations, or if available, on terms favorable or acceptable to us. In the event additional financing is not obtained, we may pursue cost cutting measures as well as explore the sale of assets to generate additional funds. If we are required to significantly reduce operating expenses and delay, reduce the scope of, or eliminate any of our development programs or clinical trials, these events could have a material adverse effect on our business, results of operations, and financial condition. These factors raise substantial doubt about our ability to continue as a going concern. The consolidated financial statements do not include any adjustments relating to recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should we be unable to continue as a going concern. Our current cash level raises substantial doubt about our ability to continue as a going concern past the second quarter of 2022. If we do not obtain additional funds by such time, we may no longer be able to continue as a going concern and will cease operation which means that our shareholders will lose their entire investment.

SUMMARY OF CRITICAL ACCOUNTING

SUMMARY OF CRITICAL ACCOUNTING POLICIES AND USE OF ESTIMATES	12 Months Ended
	Dec. 31, 2020
Accounting Policies [Abstract]
SUMMARY OF CRITICAL ACCOUNTING POLICIES AND USE OF ESTIMATES	NOTE 3 – SUMMARY OF CRITICAL ACCOUNTING POLICIES AND USE OF ESTIMATES Principles of Consolidation The consolidated financial statements include the accounts of the parent company, Inspyr Therapeutics, Inc., and its wholly-owned subsidiary, Lewis & Clark Pharmaceuticals, Inc. All significant intercompany accounts and transactions have been eliminated. Reverse Stock Split and Increase in Authorized Shares On June 10, 2020, the Company’s Board of Directors approved a one-for-thirty (1-for-30) reverse stock split of the Company’s common stock (“Reverse Stock Split”). Pursuant to the Reverse Stock Split, the Company filed an amended and restated certificate of incorporation with the Secretary of State of Delaware to effect the Reverse Stock Split effective as of 5:00 p.m. Eastern Time on June 26, 2020 (“Effective Time”). Accordingly, at the Effective Time, each of the Company’s common stock shareholders received one new share of common stock for every thirty shares such shareholder held immediately prior to the Effective Time. The Reverse Stock Split also affected the Company’s outstanding stock options, warrants and other exercisable or convertible instruments and resulted in the shares underlying such instruments being reduced and the exercise price being increased proportionately to the Reverse Stock Split ratio. On September 17, 2019, the Company’s Board of Directors approved a one-for-twenty five (1-for-25) reverse stock split of the Company’s common stock. In furtherance of the Reverse Stock Split, the Company has filed an amended and restated certificate of incorporation with the Secretary of State of Delaware to effect the Reverse Stock Split effective as of 5:00 p.m. Eastern Time on September 30, 2019 (“Effective Time”). Accordingly, at the Effective Time, each of the Company’s common stock shareholders received one new share of common stock for every twenty-five shares such shareholder held immediately prior to the Effective Time. The Reverse Stock Split will also affected the Company’s outstanding stock options, warrants and other exercisable or convertible instruments and resulted in the shares underlying such instruments being reduced and the exercise/conversion price being increased proportionately to the Reverse Stock Split ratio. All share and per share data has been retroactively adjusted in the accompanying consolidated financial statements and footnotes for all periods presented to reflect the effects of the June 26, 2020 and September 30, 2019 amendments. Pursuant to a joint written consent of the board of directors and a majority of the voting power of the Company’s stockholders, the Company’s shareholders approved amending and restated the Company’s Certificate of Incorporation to (i) increase the Company’s authorized Common Stock from 150,000,000 shares to 1,000,000,000 shares and to (ii) increase or decrease (but not below the number of shares of such class outstanding) the number of authorized shares of the class of Common Stock or Preferred Stock by the affirmative vote of the holders of a majority in voting power of the outstanding shares of capital stock of the Company irrespective of the provisions of Section 242(b)(2) of the Delaware General Corporation Law. The Company filed the Amended and Restated Certificate of Incorporation with Delaware’s Secretary of State reflecting the foregoing changes with an effective date and time of November 27, 2020. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying disclosures. Significant estimates include the fair value of derivative instruments, stock-based compensation, recognition of clinical trial costs and other accrued liabilities. Actual results may differ from those estimates. Research and Development Research and development costs are charged to expense as incurred. Our research and development expenses consist primarily of expenditures for toxicology and other studies, manufacturing, clinical trials, compensation and consulting costs. We incurred research and development expenses of $0.02 million and $0.04 million for the years ended December 31, 2020 and 2019, respectively. Cash Equivalents For purposes of the statements of cash flows, we consider all highly liquid debt instruments purchased with a maturity date of three months or less to be cash equivalents. We maintain our cash in bank deposit accounts which, at times, may exceed applicable government mandate insurance limits. We have not experienced any losses in our accounts. We did not have any cash equivalents at December 31, 2020 or 2019. Restricted Cash Restricted cash consisted of funds held in trust for the Company. The use of these funds was restricted to: (i) the payment of professional fees in connection with bringing the Company’s filings current, and (ii) the payment of vendors associated with the issuance and trading of the Company’s securities, such as transfer agent fees and fees payable to the OTCQB and FINRA. There were no restrictions on the use of cash at December 31, 2020. Concentrations of Credit Risk Financial instruments and related items, which potentially subject the Company to concentrations of credit risk, consist primarily of cash and cash equivalents. The Company places its cash and temporary cash investments with credit quality institutions. At times, such investments may exceed applicable government mandated insurance limits. Cash and restricted cash was $0.4 million and $0.02 million at December 31, 2020 and 2019, respectively. As of December 31, 2020 and 2019, there was no cash over the federally insured limit. Intangible Assets Intangible assets consist of licensed technology, patents, and patent applications (see Note 5). The assets associated with licensed technology are recorded at cost and are being amortized on the straight line basis over their estimated useful lives of twelve to seventeen years. Office and Lab Equipment Equipment is stated at cost less accumulated depreciation. Depreciation is calculated on the straight line basis over the estimated useful lives of the assets of three to seven years. Expenditures for repair and maintenance which do not materially extend the useful lives of property and equipment are charged to expense. When property or equipment is sold or otherwise disposed of, the cost and related accumulated depreciation are removed from the respective accounts with the resulting gain or loss reflected in operations. Management periodically reviews the carrying value of its equipment for impairment. Depreciation expense was approximately $0 and $2,000 for the years ended December 31, 2020 and 2019, respectively. Loss per Share Basic loss per share is calculated by dividing net loss and net loss attributable to common shareholders by the weighted average number of common shares outstanding for the period. Basic and diluted loss per share are the same, in that any potential common stock equivalents would have the effect of being anti-dilutive in the computation of net loss per share. The following potentially dilutive securities have been excluded from the computations of weighted average shares outstanding as of December 31, 2020 and 2019, as they would be anti-dilutive: Year Ended December 31, 2020 2019 Shares underlying options outstanding 225 256 Shares underlying warrants outstanding 2,493 3,211 Shares underlying convertible notes outstanding 521,240,282 21,370,656 Shares underlying convertible preferred stock outstanding 749,643,728 263,728 1,270,886,728 21,637,851 Derivative Liability The Company has financial instruments that are considered derivatives or contain embedded features subject to derivative accounting. Embedded derivatives are valued separately from the host instrument and are recognized as derivative liabilities in the Company’s balance sheet. The Company measures these instruments at their estimated fair value and recognizes changes in their estimated fair value in results of operations during the period of change. The Company values its derivative liabilities using the Black-Scholes option valuation model. The resulting liability is valued at each reporting date and the change in the liability is reflected as change in derivative liability in the statement of operations. Fair Value of Financial Instruments Our short-term financial instruments, including cash, accounts payable and other liabilities, consist primarily of instruments with maturities of one year or less when acquired. We believe that the fair values of our current assets and current liabilities approximate their reported carrying amounts. The derivative liabilities consist of our convertible notes and Series F preferred stock with variable conversion features. The Company uses the Black-Scholes option-pricing model to value its derivative liabilities which incorporate the Company’s stock price, volatility, U.S. risk-free interest rate, dividend rate, and estimated life. Fair Value Measurements The U.S. GAAP Valuation Hierarchy establishes a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 inputs are unobservable inputs based on our own assumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The Company has recorded a derivative liability for its convertible notes and preferred stock with variable conversion features as of December 31, 2020 and 2019. The tables below summarize the fair values of our financial liabilities as of December 31, 2020 and 2019 (in thousands): Fair Value at December 31, Fair Value Measurement Using 2020 Level 1 Level 2 Level 3 Convertible notes $ 2,705 — — $ 2,705 Preferred stock 4,123 — — 4,123 Derivative liability $ 6,828 $ — $ — $ 6,828 Fair Value at Fair Value Measurement Using 2019 Level 1 Level 2 Level 3 Derivative liability – convertible notes $ 1,785 $ — $ — $ 1,785 The reconciliation of the derivative liability measured at fair value on a recurring basis using unobservable inputs (Level 3) is as follows (in thousands): Year ended December 31, 2020 2019 Balance at beginning of year $ 1,785 $ 2,134 Additions to derivative instruments 2,465 243 Reclassification on conversion (1,268 ) (265 ) Loss (gain) on change in fair value of derivative liability 3,846 (327 ) Balance at end of year $ 6,828 $ 1,785 Income Taxes Income taxes are accounted for under the asset and liability method. Deferred 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 and operating loss and tax credit carryforwards. 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 operations in the period that includes the enactment date. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income and the reversal of deferred tax liabilities during the period in which the related temporary difference becomes deductible. Stock-Based Compensation We account for our stock-based compensation under ASC 718 “Compensation – Stock Compensation” using the fair value based method. Under this method, compensation cost is measured at the grant date based on the value of the award and is recognized over the shorter of the service period or the vesting period of the stock-based compensation. This guidance establishes standards for the accounting for transactions in which an entity exchanges it equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments. The Company estimates the fair value of each stock option at the grant date by using the Black-Scholes option pricing model. Determining the fair value of stock-based compensation at the grant date under this model requires judgment, including estimating volatility, employee stock option exercise behaviors and forfeiture rates. The assumptions used in calculating the fair value of stock-based compensation represent the Company’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. Through December 31, 2018 we used the fair value method for equity instruments granted to non-employees and used the Black-Scholes model for measuring the fair value of options. The stock based fair value compensation is determined as of the date of the grant or the date at which the performance of the services is completed (measurement date) and is recognized over the vesting periods. On January 1, 2019, the Company adopted ASU 2018-07, which substantially aligns stock-based compensation for employees and non-employees and accounts for non-employee share-based awards in accordance with the measurement and recognition criteria of ASC 718. The Company used the modified prospective method of adoption. There was no cumulative effect of the adoption of ASC 718. Recent Accounting Pronouncements With the exception of those discussed below, there have not been any recent changes in accounting pronouncements and Accounting Standards Update (ASU) issued by the Financial Accounting Standards Board (FASB) during the year ended December 31, 2020 that are of significance or potential significance to the Company. In December 2019, the FASB issued ASU 2019-12, “Simplifying the Accounting for Income Taxes.” This guidance, among other provisions, eliminates certain exceptions to existing guidance related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. This guidance also requires an entity to reflect the effect of an enacted change in tax laws or rates in its effective income tax rate in the first interim period that includes the enactment date of the new legislation, aligning the timing of recognition of the effects from enacted tax law changes on the effective income tax rate with the effects on deferred income tax assets and liabilities. Under existing guidance, an entity recognizes the effects of the enacted tax law change on the effective income tax rate in the period that includes the effective date of the tax law. ASU 2019-12 is effective for interim and annual periods beginning after December 15, 2020, with early adoption permitted. We do not expect that the adoption of this standard will have a material impact on the Company’s consolidated financial statements.

SUPPLEMENTAL CASH FLOW INFORMAT

SUPPLEMENTAL CASH FLOW INFORMATION	12 Months Ended
	Dec. 31, 2020
Supplemental Cash Flow Information [Abstract]
SUPPLEMENTAL CASH FLOW INFORMATION	NOTE 4 – SUPPLEMENTAL CASH FLOW INFORMATION The following table contains additional information for the periods reported (in thousands). Year Ended December 31, 2020 2019 Non-cash financial activities: Common stock issued on conversion of notes payable and derivative liability $ 2,243 $ 473 Debentures converted to common stock 1,310 331 Derivative liability extinguished upon conversion of notes payable 1,268 265 Derivative liability issued 2,465 243 Accounts payable paid through issuance of debentures 100 — There was no cash paid for interest and income taxes for the years ended December 31, 2020 and 2019.

INTELLECTUAL PROPERTY

INTELLECTUAL PROPERTY	12 Months Ended
	Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
INTELLECTUAL PROPERTY	NOTE 5 – INTELLECTUAL PROPERTY We solely own or have exclusive licenses to all of our patents and patent applications. Between 2008 and 2011, we entered into license and assignment agreements with Johns Hopkins University (JHU), the University of Copenhagen (UC) and certain co-inventors (Assignee Co-Founders), in which we paid $212,000 in cash and common stock. As a result of these payments and pursuant to the agreements, we acquired worldwide, exclusive, fully paid up rights in know-how, pre-clinical data, development data and certain patent portfolios that relate to, and form the basis of, our technology. Under these agreements, we are not required to make any other future payments, including fees or other reimbursements, milestones, or royalties, to JHU, UC, or the Assignee Co-Founders. Amortization expense recorded during the year ended December 31, 2019 was approximately $33,000. Intangibles have been fully amortized at December 31, 2019.

ACCRUED EXPENSES

ACCRUED EXPENSES	12 Months Ended
	Dec. 31, 2020
Accrued Liabilities, Current [Abstract]
ACCRUED EXPENSES	NOTE 6 – ACCRUED EXPENSES Accrued expenses consist of the following (in thousands): December 31, 2020 2019 Accrued compensation and benefits $ 1,326 $ 1,326 Accrued research and development 233 233 Accrued other 381 307 Total accrued expenses $ 1,940 $ 1,866

DERIVATIVE LIABILITY

DERIVATIVE LIABILITY	12 Months Ended
	Dec. 31, 2020
Derivative Instruments and Hedging Activities Disclosure [Abstract]
DERIVATIVE LIABILITY	NOTE 7 – DERIVATIVE LIABILITY We account for equity-linked financial instruments, such as our convertible preferred stock, convertible debentures and our common stock warrants as either equity instruments or derivative liabilities depending on the specific terms of the respective agreement. Equity-linked financial instruments are accounted for as derivative liabilities, in accordance with ASC Topic 815 – Derivatives and Hedging, if the instrument allows for cash settlement or issuance of a variable number of shares. We classify derivative liabilities on the balance sheet at fair value, and changes in fair value during the periods presented in the statement of operations, which is revalued at each balance sheet date subsequent to the initial issuance of the stock warrant. We have issued convertible debentures and preferred stock which contain variable conversion features, anti-dilution protection and other conversion price adjustment provisions. As a result, the Company assessed its outstanding equity-linked financial instruments and concluded that the convertible notes and preferred stock are subject to derivative accounting. The fair value of the conversion feature is classified as a liability in the consolidated financial statements, with the change in fair value during the periods presented recorded in the consolidated statement of losses. During the years ended December 31, 2020 and 2019, we recorded loss of approximately $3.8 million and gain of approximately $0.3 million, respectively, related to the change in fair value of the derivative liabilities during the periods. For purpose of determining the fair market value of the derivative liability, the Company used Black Scholes option valuation model. The significant assumptions used in the Black Scholes valuations of the derivatives at December 31, 2020 are as follows: 2020 Volatility 343% - 367 % Expected term (years) 3 - 12 months Risk-free interest rate 0.09% – 0.095 % Dividend yield None As of December 31, 2020 and 2019, the derivative liability recognized in the financial statements was approximately $6.8 million and $1.8 million, respectively.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	12 Months Ended
	Dec. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 8 – COMMITMENTS AND CONTINGENCIES Operating Leases Inspyr currently does not have any ongoing leases for office space. It has availability to office space on an as needed basis. Its employees work on a remote basis. There was no rent expense for the years ended December 31, 2020 and 2019, respectively. Legal Matters The Company is subject at times to legal proceedings and claims, which arise in the ordinary course of its business. Although occasional adverse decisions or settlements may occur, the Company believes that the final disposition of such matters should not have a material adverse effect on its financial position, results of operations or liquidity. COVID-19 Uncertainty On March 11, 2020, the World Health Organization declared a pandemic related to the rapidly spreading coronavirus (COVID-19) outbreak, which has led to a global health emergency. The extent of the public-health impact of the outbreak is currently unknown and rapidly evolving, and the related health crisis could adversely affect the global economy, resulting in an economic downturn. Any disruption of the Company’s facilities or those of our suppliers could likely adversely impact the Company’s operations. At this time, there is significant uncertainty relating to the potential effect of the novel coronavirus on our business.

CAPITAL STOCK AND STOCKHOLDERS'

CAPITAL STOCK AND STOCKHOLDERS' EQUITY	12 Months Ended
	Dec. 31, 2020
Stockholders' Equity Note [Abstract]
CAPITAL STOCK AND STOCKHOLDERS' DEFICIT	NOTE 9 – CAPITAL STOCK AND STOCKHOLDERS’ EQUITY Preferred Stock As of December 31, 2020, there were outstanding 133.8 shares of Series A Preferred Stock, 71 shares of Series B Preferred Stock, 290.4 shares of Series C Preferred Stock, 5,000 shares of Series D Preferred Stock, 5,000 shares of Series E Preferred Stock and 8,000 shares of Series F Preferred Stock. On October 6, 2020, the Company has filed a certificate of designation (“COD”) with the Secretary of State of the State of Delaware that contains the rights, preferences, and privileges of the Series F Preferred Stock. Pursuant to the COD, each share of Series F Preferred Stock has a stated value of $10.00 per share and is convertible into Common Stock at any time at the election of the holder. We issued all 8,000 shares of the Series F stock to Ridgeway Therapeutics, Inc. in connection with the Termination Agreement described in Note 1. In the aggregate, all of the Series F Preferred Stock issued to Ridgeway is convertible into such number of shares of Common Stock equal to eighty percent (80%) of the issued and outstanding shares of Common Stock, post-conversion, on the conversion date (taking into effect any forward or reverse stock splits or consolidations). The Series F Preferred Stock votes on an as if converted to common stock basis. Additionally, upon the Company’s outstanding Convertible Debentures (as such term is defined in the COD) being terminated, converted, or otherwise extinguished, the Series F Preferred Stock will automatically convert into Common Stock. On May 2, 2020, we sold 5,000 shares of Series E 0% Convertible Preferred Stock to an accredited investor at a price per share of $1.00 for aggregate gross proceeds of $5,000. Each share of Series E Preferred Stock has stated value of $1.00. The Series E Preferred Stock is convertible, at any time after the Original Issue Date at the option of the Holder into that number of shares of Common Stock (Subject to the limitations set forth in Section 6(d) of the certificate of designation of the Series E Preferred Stock), determined by dividing the stated value by the then in effect conversion price. As of December 31, 2020, the conversion price is $0.30 per share. With respect to a vote of stockholders to approve a reverse split of the Common Stock to occur no later than December 31, 2022 only, each share of Series E Preferred Stock held by a holder, as such, is entitled to 100,000 votes. On any matter presented to the stockholders of the Company for their action or consideration at any meeting of stockholders of the Company (or by written consent of stockholders in lieu of meeting), each holder of outstanding shares of Series E Preferred Stock shall be entitled to cast the number of votes equal to the number of whole shares of Common Stock into which the shares of Series E Preferred Stock held by such holder are convertible as of the record date for determining stockholders entitled to vote on such matter. Except as provided by law or by the other provisions of the certificate of incorporation, holders of the Series E Preferred Stock shall vote together with the holders of Common Stock as a single class. During December 2018, we designated 5,000 shares of preferred stock as Series D 0% Convertible Preferred Stock (the “Series D Preferred Stock”). Each share of Preferred Stock has a par value of $0.0001 per share and a stated value equal to $1.00 (the “Stated Value”). During January 2019, we issued the 5,000 shares of Series D Convertible Preferred Stock for proceeds of $5,000. Each share of Series D Preferred Stock shall be convertible, at any time and from time to time from and after the Original Issue Date at the option of the Holder thereof, into that number of shares of Common Stock (subject to the limitations set forth in Section 6(d)) determined by dividing the Stated Value of such share of Series D Preferred Stock by the Conversion Price. As of December 31, 2020, the Conversion Price is $3.75 per share of Series D Preferred Stock. With respect to a vote of stockholders to approve a reverse split of the Common Stock to occur no later than December 31, 2019, only, each share of Series D Preferred Stock held by a Holder, as such, was entitled to 30,001 votes. On any matter presented to the stockholders of the Corporation for their action or consideration at any meeting of stockholders of the Corporation (or by written consent of stockholders in lieu of meeting), each holder of outstanding shares of Series D Preferred Stock shall be entitled to cast the number of votes equal to the number of whole shares of Common Stock into which the shares of Series D Preferred Stock held by such holder are convertible as of the record date for determining stockholders entitled to vote on such matter. Except as provided by law or by the other provisions of the certificate of incorporation, holders of the Series D Preferred Stock shall vote together with the holders of Common Stock as a single class. In December 2015, we issued 1,853 shares of our Series A 0% Convertible Preferred Stock (the “Series A Preferred Stock”), with a stated value of $1,000 per share and the common shares are issuable pursuant to conversion of the Series A Preferred Stock at a conversion price of $397.50 per share as of December 31, 2020, subject to a 9.99% beneficial ownership limitation and subject to adjustment pursuant to stock splits and dividends. The Series A Preferred Stock was subject to adjustment pursuant to anti-dilution protection for subsequent equity sales for a period of 18 months from the effective date of the registration statement registering the shares underlying the Series A Preferred Stock, or until July 29, 2017. In December 2016, we issued 1,000 shares of our Series B 0% Convertible Preferred Stock (the “Series B Preferred Stock”), with a stated value of $1,000 per share and the common shares are issuable pursuant to conversion of the Series B Preferred Stock at a conversion price of $0.01 per share as of December 31, 2020, subject to beneficial ownership limitations and subject to adjustment pursuant to stock splits and dividends, and subject to adjustment pursuant to anti-dilution protection for subsequent equity sales and other conversion price adjustments. In March and April 2017, we issued 290.43148 shares of Series C 0% Convertible Preferred Stock (the “Series C Preferred Stock”). The Series C Preferred Stock has a stated value of $1,000 and common shares are issuable pursuant to conversion of the Series C Preferred Stock at a conversion price of $15.00 per share for 200 shares of series C preferred stock and a conversion price of $7.50 per shares for 90.43418 shares of our Series C preferred stock as of December 31, 2020, subject to certain beneficial ownership limitations and subject to adjustment pursuant to stock splits and dividends, and pursuant to anti-dilution protection for subsequent equity sales for a period of twelve (12) months from the issuance of the Series C Preferred Stock. As a result of past equity financings and conversions of debentures, the conversion prices of (i) our Series A Preferred Stock has been reduced to $397.50 per share at December 31, 2020, (ii) our Series B Preferred Stock has been reduced to $0.01 per share at December 31, 2020, (iii) 200 shares of our Series C preferred stock has been reduced to $15.00 per share at December 31, 2020, (iv) 90.43418 shares of our Series C Preferred Stock has been reduced to $0.25 per share at December 31, 2019. As a result of the reductions of the conversion prices of our preferred stock, we have recorded a deemed dividend of approximately $64,000 and $54,000 during the years ended December 31, 2020 and 2019, respectively. Common Stock Increase in Authorized Shares Pursuant to a joint written consent of the board of directors and a majority of the voting power of the Company’s stockholders, the Company’s shareholders approved amending and restated the Company’s Certificate of Incorporation to (i) increase the Company’s authorized Common Stock from 150,000,000 shares to 1,000,000,000 shares and to (ii) increase or decrease (but not below the number of shares of such class outstanding) the number of authorized shares of the class of Common Stock or Preferred Stock by the affirmative vote of the holders of a majority in voting power of the outstanding shares of capital stock of the Company irrespective of the provisions of Section 242(b)(2) of the Delaware General Corporation Law. The Company filed the Amended and Restated Certificate of Incorporation with Delaware’s Secretary of State reflecting the foregoing changes with an effective date and time of November 27, 2020. Reverse Stock Splits On June 10, 2020, the Company’s Board of Directors approved a one-for-thirty (1-for-30) reverse stock split of the Company’s common stock (“Reverse Stock Split”). Pursuant to the Reverse Stock Split, the Company filed an amended and restated certificate of incorporation with the Secretary of State of Delaware to effect the Reverse Stock Split effective as of 5:00 p.m. Eastern Time on June 26, 2020 (“Effective Time”). Accordingly, at the Effective Time, each of the Company’s common stock shareholders received one new share of common stock for every thirty shares such shareholder held immediately prior to the Effective Time. The Reverse Stock Split also affected the Company’s outstanding stock options, warrants and other exercisable or convertible instruments and resulted in the shares underlying such instruments being reduced and the exercise price being increased proportionately to the Reverse Stock Split ratio. On September 17, 2019, the Company’s Board of Directors approved a one-for-twenty five (1-for-25) reverse stock split of the Company’s common stock. In furtherance of the Reverse Stock Split, the Company has filed an amended and restated certificate of incorporation with the Secretary of State of Delaware to effect the Reverse Stock Split effective as of 5:00 p.m. Eastern Time on September 30, 2019 (“Effective Time”). Accordingly, at the Effective Time, each of the Company’s common stock shareholders received one new share of common stock for every twenty-five shares such shareholder held immediately prior to the Effective Time. The Reverse Stock Split will also affected the Company’s outstanding stock options, warrants and other exercisable or convertible instruments and resulted in the shares underlying such instruments being reduced and the exercise/conversion price being increased proportionately to the Reverse Stock Split ratio. All share and per share data has been retroactively adjusted in the accompanying consolidated financial statements and footnotes for all periods presented to reflect the effects of the June 26, 2020 and September 30, 2019 amendments. Common Stock Activity In October 2020, we issued 65,000,000 shares of common stock with a fair value of $266,500 in connection with the Ridgeway Termination Agreement (see Note 1). During the year ended December 31, 2020, we issued a total of 120,001,618 shares of common stock, valued at $2,243,628, upon the conversion of $1,310,068 principal amount of our convertible debentures. We recorded gain on conversion of debt of $334,206 during the year ended December 31, 2020. During the year ended December 31, 2019, we issued a total of 508,874 shares of common stock, valued at $471,583, upon the conversion of $331,415 principal amount of our convertible debentures. We recorded gain on conversion of debt of $125,089 during the year ended December 31, 2019.

STOCK OPTIONS

STOCK OPTIONS	12 Months Ended
	Dec. 31, 2020
Share-based Payment Arrangement [Abstract]
STOCK OPTIONS	NOTE 10 – STOCK OPTIONS Deferred Compensation Plan In July of 2011, we adopted Executive Deferred Compensation Plan (the Deferred Plan). The Deferred Plan is intended to comply with the requirements of Section 409A of the Internal Revenue Code of 1986, as amended (the Code). The Deferred Plan is intended to be an unfunded “top hat” plan which is maintained primarily to provide deferred compensation benefits for a select group of our “management or highly compensated employees” within the meaning of Sections 201, 301, and 401 of the Employee Retirement Income Security Act of 1974, as amended (ERISA), and to therefore be exempt from the provisions of Parts 2, 3, and 4 of Title I of ERISA. The Deferred Plan is intended to help build a supplemental source of savings and retirement income through pre-tax deferrals of eligible compensation, which may include cash, option and stock bonus awards, discretionary cash, option and stock awards and/or any other payments which may be designated by the Deferred Plan administrator, as eligible, for deferral under the Deferred Plan from time to time. As administered, the Deferred Plan is used to defer compensation of stock awards granted under our other equity compensation plans and does not by its terms approve any grants or awards. Inspyr’s Compensation Plans The Company’s 2007 Equity Compensation Plan (2007 Plan), 2009 Executive Compensation Plan (2009 Plan), 2017 Equity Compensation Plan (2017 Plan), and the Inducement Award Stock Option Plan (Inducement Plan) (together, the Plans) provide for the awarding of stock grants, nonqualified and incentive stock options, restricted stock units, performance units or other stock-based awards to officers, directors, employees and consultants of the Company. The purpose of the Plans is to advance the interests of Inspyr and our stockholders by attracting, retaining and rewarding persons performing services for us and to motivate such persons to contribute to our growth and profitability. Our Plans are administered by a committee of non-employee directors (the Committee). The Committee determines: who shall be granted awards; the vesting periods; the exercise price; and any other terms deemed appropriate for any award. Our 2007 Plan is administered by our board or any of its committees. The purposes of the 2007 Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees, Directors and Consultants, and to promote the success of our business. The issuance of awards under our 2007 Plan is at the discretion of the administrator, which has the authority to determine the persons to whom any awards shall be granted and the terms, conditions and restrictions applicable to any award. Under our 2007 Plan, we may grant stock options, restricted stock, stock appreciation rights, restricted stock units, performance units, performance shares and other stock based awards. Our 2007 Plan authorizes the issuance of up to 67 shares of common stock for the foregoing awards per fiscal year with an aggregate of 267 shares of common stock available for issuance under the 2007 Plan. As of December 31, 2020, we have granted awards under the 2007 Plan equal to approximately 241 shares of our common stock, and 202 shares have been cancelled or forfeited. Accordingly, there are 228 shares of common stock available for future awards under the 2007 Plan. In the event of a change in control, awards under the 2007 Plan will become fully vested unless such awards are assumed or substituted by the successor corporation. Our 2009 Plan, as amended is administered by our Board or any of its committees. The purpose of our 2009 Plan is to advance the interests of the Company and our stockholders by attracting, retaining and rewarding persons performing services for us and to motivate such persons to contribute to our growth and profitability. The issuance of awards under our 2009 Plan is at the discretion of the administrator, which has the authority to determine the persons to whom any awards shall be granted and the terms, conditions and restrictions applicable to any award. Under our 2009 Plan, we may grant stock options, restricted stock, stock appreciation rights, restricted stock units, performance units, performance shares and other stock-based awards. As of December 31, 2020, our 2009 Plan authorizes the issuance of up to 267 shares of our common stock for the foregoing awards, and we have granted awards under the plan equal to approximately 220 common shares, and 184 shares have been cancelled or forfeited. Accordingly, there are 231 shares of common stock available for future awards under the 2009 Plan. Our Inducement Plan is administered by our board or our compensation committee. The Plan is intended to be used in connection with the recruiting and inducement of senior management and employees. The issuance of wards under the Inducement Plan is at the discretion of the administrator which has the authority to determine the persons to whom any awards shall be granted and the terms, conditions and restrictions applicable to any award. The Company did not seek approval of the Plan by our stockholders. Pursuant to the Inducement Plan, the Company may grant stock options for up to a total of 400 shares of common stock to new employees of the Company. As of December 31, 2020, 282 grants have been made pursuant to the Plan, and 130 shares have been cancelled or forfeited. Accordingly, there are 248 shares of common stock available for future awards under the Inducement Plan. Our 2017 Plan is administered by our Board or any of its committees. The purpose of our 2017 Plan is to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to employees, directors and consultants, and to promote the success of the Company’s business. The issuance of awards under our 2017 Plan is at the discretion of the administrator, which has the authority to determine the persons to whom any awards shall be granted and the terms, conditions and restrictions applicable to any award. Under our 2017 Plan, we may grant stock options, restricted stock, stock appreciation rights, restricted stock units, performance units, performance shares and other stock-based awards. As of December 31, 2020, our 2017 Plan authorizes the issuance of up to 2,667 shares of our common stock for the foregoing awards, and we have not granted any awards under the plan. Accordingly, there are 2,667 shares of common stock available for future awards under the 2017 Plan. The Company has not recorded any stock-based compensation expense related to the issuance of stock option awards during the years ended December 31, 2020 and 2019. As of December 31, 2020, there was no unrecognized compensation cost related to non-vested stock options. The following table summarizes stock option activity for the years ended December 31, 2020 and 2019: Number of shares Weighted- average exercise price Weighted- average remaining contractual term (in years) Outstanding at December 31, 2018 438 $ 4,710 Granted — $ — Forfeited (175 ) $ 6,807 Outstanding at December 31, 2019 263 $ 3,281 2.9 Granted — $ — Forfeited (38 ) $ 12,327 Outstanding at December 31, 2020 225 $ 1,793 2.4 Exercisable at December 31, 2020 225 $ 1,793 2.4 No options were issued or exercised during the years ended December 31, 2020 and 2019. The options had no intrinsic value at December 31, 2020.

WARRANTS

WARRANTS	12 Months Ended
	Dec. 31, 2020
Warrants [Abstract]
WARRANTS	NOTE 11 – WARRANTS Transactions involving our warrants are summarized as follows: Number of Weighted- Weighted- Outstanding at December 31, 2018 3,375 $ 2,370 Granted — $ — Forfeited (140 ) $ 27,147 Outstanding at December 31, 2019 3,235 $ 1,289 1.8 Granted — $ — Forfeited (742 ) $ 5,673 Outstanding at December 31, 2020 2,493 $ 15.99 1.0 Exercisable at December 31, 2020 2,493 $ 15.99 1.0 No warrants were issued or exercised during the years ended December 31, 2020 and 2019. The warrants had no intrinsic value at December 31, 2020. As a result of recent equity financings and conversions of debentures, the exercise prices of the warrants issued in conjunction with our Series B preferred stock have been reduced to $0.30 and the warrants issued in conjunction with our Series C preferred stock have also been reduced to $7.50 - $15.00 at December 31, 2020. The following table summarizes outstanding common stock purchase warrants as of December 31, 2020: Number of Weighted- Expiration Issued to consultants 10 $ 3,263 August 2023 Issued pursuant to 2016 financings 1,958 $ 0.30 December 2021 Issued pursuant to 2017 financings 525 $ 12.67 March 2022 through April 2022 2,493

CONVERTIBLE DEBENTURES AND NOTE

CONVERTIBLE DEBENTURES AND NOTES	12 Months Ended
	Dec. 31, 2020
Debt Disclosure [Abstract]
CONVERTIBLE DEBENTURES AND NOTES	NOTE 12 – CONVERTIBLE DEBENTURES AND NOTES Extension of Outstanding Debentures until December 31, 2020 Effective March 6, 2020, Sabby Healthcare Master Fund, Ltd and Sabby Volatility Warrant Master Fund, Ltd. waived certain events of default under debentures and notes issued in our December 2018 note offering, July 2018 debenture offering and September 2017 debenture offering (collectively, the “Debenture Offerings”) and extended the maturity date of such debentures until July 16, 2020. Effective July 16, 2020 the maturity dates of all of the debentures was extended to December 31, 2020. Effective December 31, 2020, the maturity date of all debentures that matured during 2020 were extended to June 30, 2021. Conversion Price Adjustment Agreement On November 25, 2020, the Company entered into a conversion price adjustment agreement (the “Agreement”) with Sabby Healthcare Master Fund, Ltd. and Sabby Volatility Warrant Master Fund, Ltd. (collectively, “Sabby”). Pursuant to the Agreement, approximately $2.4 million in outstanding senior convertible debentures held by Sabby were amended such that their conversion prices into common stock of the Company are equal to the lesser of (i) $0.33 and (ii) 85% of the lowest volume-weighted average price during the five trading days immediately prior to the date of conversion. October 2020 Debentures On October 23, 2020, the Company sold an aggregate of $600,000 of senior convertible debentures (“Debentures”) for (i) $500,000 in cash and (ii) $100,000 in cancellation of outstanding indebtedness to existing accredited and institutional investors (the “Investors”) of the Company. The Debentures (i) are non-interest bearing, (ii) have a maturity date of October 23, 2021, (iii) are convertible into shares of common stock (“Common Stock”) of the Company at the election of the Investors at any time, subject to a beneficial ownership limitation of 9.99%, and (iv) have a conversion price equal to the lesser of (i) $0.33 and (ii) 85% of the lowest volume-weighted average price during the five trading days immediately prior to the date of conversion. The Debentures also contain provisions providing for an adjustment in the event of stock splits or dividends, and fundamental transactions. The Investors also have the right to participate in subsequent rights offerings and pro rata distributions. Additionally, the Debentures contain anti-dilution protection in the event of subsequent equity sales at a price that is lower than the then applicable conversion price until such time that the Debentures are no longer outstanding. Additionally, the Company has the option to redeem some or all of the Debentures for cash upon notice of twenty (20) trading days provided certain conditions are met by the Company as more fully described in the Debentures. Without the approval of the Debenture holders holding at least 67% of the then outstanding principal amount of the Debentures, the Company may not (i) amend its charter documents in any manner that adversely affects the rights of any Investor, (ii) repay or repurchase or acquire shares of its Common Stock, (iii) repay, repurchase, or acquire certain indebtedness, or (iv) pay cash dividends or distributions on any equity securities of the Company. We recorded an initial derivative liability of $619,627 related to the fair value of the derivative liability associated with the debentures. We recorded debt discount of $600,000, which will be amortized to interest expense over the term of the debentures, and we charged $19,627 to interest expense upon issue. We have amortized $112,500 of discount to interest expense at December 31, 2020. March 2020 Debentures On March 6, 2020, the Company sold an aggregate of $250,000 of senior convertible debentures (the “March 2020 Debentures”) for cash to existing accredited institutional investors of the Company (the “March 2020 Offering”). The March 2020 Debentures issued (i) are non-interest bearing, (ii) have a maturity date of July 16, 2020 and (iii) are convertible into shares of common stock of the Company at the election of the Investor at any time, subject to a beneficial ownership limitation of 9.99%. The March Debentures have a conversion price equal to the lesser of (i) $0.33 and (ii) 85% of the lowest volume-weighted average price during the five trading days immediately prior to the date of conversion. The maturity date of the debentures has been extended to June 30, 2021. The March 2020 Debentures also contain provisions providing for an adjustment in the event of stock splits or dividends, and fundamental transactions. The investors will also have the right to participate in subsequent rights offerings and pro rata distributions. Additionally, the March 2020 Debentures contain anti-dilution protection in the event of subsequent equity sales at a price that is lower than the then applicable conversion price until such time that the March 2020 Debentures are no longer outstanding. Additionally, the Company has the option to redeem some or all of the March 2020 Debentures for cash upon notice of twenty (20) trading days provided certain conditions are met by the Company as more fully described in the debentures. Furthermore, without the approval of the debenture holders holding at least 67% of the then outstanding principal amount of the March Debentures, the Company may not (i) amend its charter documents in any manner that adversely affects the rights of any investor, (ii) repay or repurchase or acquire shares of its common stock, (iii) repay, repurchase, or acquire certain indebtedness, or (iv) pay cash dividends or distributions on any equity securities of the Company. We recorded debt discount of $167,080 related to the fair value of the derivative liability associated with the debentures at the date of issuance. This discount has been fully amortized to interest expense at December 31, 2020. November 2019 Debentures Sabby Volatility Warrant Master Fund, Ltd. has paid certain of our accounts payable in the amount of $26,235. We issued $26,235 in new debentures with substantially the same terms as those issued in our Debenture Offerings. The debentures were issued in November 2019. The debentures originally matured November 20, 2020. The maturity date of the debentures has been extended to June 30, 2021. October 2019 Debentures Effective September 30 2019, Sabby Healthcare Master Fund, Ltd and Sabby Volatility Warrant Master Fund, Ltd. waived certain events of default under debentures and notes issued in our Debenture Offerings and extended the maturity date of such debentures until March 31, 2020 in exchange for the issuance of $96,000 in new debentures with substantially the same terms as those issued in our Debenture Offerings. The debentures were issued in October 2019. The debentures originally matured on October 1, 2020. The maturity date of the debentures has been extended to June 30, 2021. July 2019 Debentures On July 16, 2019, we entered into securities purchase agreements with certain institutional investors. Pursuant to the securities purchase agreement, we issued an aggregate of $154,000 of senior convertible debentures (the “July 2019 Debentures”) in exchange for the extension of the maturity date of our December 2018 convertible notes and certain of our July 2018 and September 2017 convertible debentures, and the waiver of certain default provisions of our July 2018 and September 2017 convertible debentures. We charged $154,000 to finance cost at the date of issuance. The July 2019 Debentures (i) are non-interest bearing, (ii) have a maturity date one (1) year from the date of issuance and (iii) are convertible into shares of our common stock at the election of the investor at any time, subject to a beneficial ownership limitation of 4.99% which may be increased to 9.99% by the investor upon 61 days’ notice. The July 2019 Debentures have a conversion price equal to the lesser of (i) $0.33 and (ii) 85% of the lowest volume-weighted average price during the five trading days immediately prior to the date of conversion. The July 2019 Debentures also contain provisions providing for an adjustment in the event of stock splits or dividends, and fundamental transactions. The investors will also have the right to participate in subsequent rights offerings and pro rata distributions. Additionally, the July 2019 Debentures contain anti-dilution protection in the event of subsequent equity sales at a price that is lower than the then applicable conversion price until such time that the July 2019 Debentures are no longer outstanding. Additionally, the Company has the option to redeem some or all of the July 2019 Debentures for cash upon notice of twenty (20) trading days provided certain conditions are met by the Company as more fully described in the July 2019 Debentures. The maturity date of the debentures has been extended to June 30, 2021. Furthermore, without the approval of the Investors holding at least 67% of the then outstanding principal amount of the July 2019 Debentures, the Company may not (i) amend its charter documents in any manner that adversely affects the rights of any Investor, (ii) repay or repurchase or acquire shares of its Common Stock, (iii) repay, repurchase, or acquire certain indebtedness, or (iv) pay cash dividends or distributions on any equity securities of the Company. The Company is also obligated under the Securities Purchase Agreement to pay investors, as partial liquidated damages, a fee of 2.0% of each Investor’s initial principal amount of such Investor’s July 2019 Debenture in cash upon our failure to have current public information available beginning six (6) months after the issuance date of the Debentures. December 2018 Debentures On December 13, 2018 we issued an aggregate of $25,000 in convertible promissory notes (“Notes”) for cash proceeds of $25,000. The Notes will mature on the earlier of (i) June 30, 2019 or (ii) such time as we raise capital in exchange for the sale of securities (“Maturity Date”) and bear interest at 10% per year, payable on the Maturity Date. Pursuant to the terms of the Notes, the Notes may be converted into shares of common stock upon an Event of Default (as such term is defined in the Notes) or upon the Maturity Date at the election of the holder at a price per share equal to 75% of the lowest trade price of our common stock on the trading day immediately prior to the date such exchange is exercised by the holder. The maturity date of the debentures has been extended to June 30, 2021. July 2018 Debentures On July 3, 2018, we entered into securities purchase agreements with certain institutional investors. Pursuant to the securities purchase agreement, we sold an aggregate of $515,000 of senior convertible debentures (“July 2018 Debentures”) consisting of $500,000 in cash and the cancellation of $15,000 of obligations of the Company. Pursuant to the terms of the securities purchase agreement, we issued $515,000 in principal amount of July 2018 Debentures. The July 2018 Debentures have substantially the same terms as the July 2019 Debentures. The maturity date of the debentures has been extended to June 30, 2021. September 2017 Debentures On September 12, 2017 we entered into an exchange agreement (“Exchange Agreement”) with certain holders of our Series A 0% Convertible Preferred Stock (“Series A Shares”) and Series B 0% Convertible Preferred Stock (“Series B Shares”). Pursuant to the terms of the Exchange Agreement, we issued to the investors approximately $2.5 million in principal amount of senior convertible debentures (the “September 2017 Debentures”) in exchange for 1,614.8125 Series A Shares with a stated value of approximately $1.6 million and 890 Series B Shares with a stated value of approximately $0.9 million. On September 12, 2017, we sold an aggregate of $320,000 of our September 2017 Debentures. The sale consisted of $250,000 in cash and the cancellation of $70,000 of obligations of the Company. The September 2017 Debentures have substantially the same terms as the July 2019 Debentures. The maturity date of the debentures has been extended to June 30, 2021. As a result of a buy-in failure to deliver certain shares pursuant to a debenture conversion, the Company incurred penalties of $24,551, as provided for in the debenture; such amount reduced the gain on our conversion of debt during the year ended December 31, 2020.

LICENSE TERMINATION COST

LICENSE TERMINATION COST	12 Months Ended
	Dec. 31, 2020
Notes to Financial Statements
LICENSE TERMINATION COST	NOTE 13 — LICENSE TERMINATION COST As described in Note 1, on October 5, 2020, we entered into an agreement with Ridgeway Therapeutics, Inc. whereby the parties terminated the Licensing Agreement previously entered into on August 3, 2018. In exchange for entering into the Termination Agreement, the Company issued to Ridgeway 65 million shares of common stock and 8,000 shares of Series F 0% Convertible Preferred Stock Additionally, we have agreed to pay certain expenses and costs of Ridgeway’s aggregating approximately $25,000. We valued the 65 million shares of common stock at $266,500, based on the fair value of the stock on the date of the agreement, which has been charged to license termination cost. Additionally, since the Series F preferred stock contains a variable conversion feature, we recorded a derivative value associated with the preferred stock of $1,677,901, which has been charged to license termination cost.

INCOME TAXES

INCOME TAXES	12 Months Ended
	Dec. 31, 2020
Income Tax Disclosure [Abstract]
INCOME TAXES	NOTE 14 — INCOME TAXES The Company had, subject to limitation, $42 million of net operating loss carryforwards at December 31, 2020, of which $39.9 million will expire at various dates through 2037. In addition, the Company has research and development tax credits of approximately $458,000 at December 31, 2020 available to offset future taxable income, which will expire from 2028 through 2037. We have provided a 100% valuation allowance for the deferred tax benefits resulting from the net operating loss carryover and our tax credits due to our lack of earnings history. In addressing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences are deductible. The valuation allowance increased by approximately $226,000 and $241,000 for the years ended December 31, 2020 and 2019, respectively. Significant components of deferred tax assets and liabilities are as follows (in thousands): 2020 2019 Deferred tax assets: Net operating loss carryover $ 9,064 $ 8,838 Stock-based compensation 1,920 1,920 Accrued compensation 334 334 Other 30 30 Tax credits 458 458 Total deferred tax assets 11,806 11,580 Less: valuation allowance (11,806 ) (11,580 ) Net deferred tax assets $ — $ — The actual tax benefit differs from the expected tax benefit for the years ended December 31, 2020 and 2019 (computed by applying the U.S. Federal Corporate tax rate of 21% to income before taxes) are as follows: 2020 2019 Statutory federal income tax rate (21.0 )% (21.0 )% State income taxes, net of federal benefits (7.0 )% (7.0 )% Non-deductible items 24.4 % 2.2 % Valuation allowance 3.6 % 25.8 % Effective income tax rate — % — % The Company’s tax returns for the previous three years remain open for audit by the respective tax jurisdictions.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	12 Months Ended
	Dec. 31, 2020
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 15 – SUBSEQUENT EVENTS On January 12, 2021, we sold $500,000 of senior convertible debentures (“Debenture”) for (i) $500,000 for cash to an existing institutional investor (the “Investor”) of the Company. The Debenture (i) is non-interest bearing, (ii) has a maturity date of January 12, 2022, (iii) is convertible into shares of common stock (“Common Stock”) of the Company at the election of the Investor at any time, subject to a beneficial ownership limitation of 9.99%, and (iv) has a conversion price equal to the lesser of $0.33 and 85% of the lowest Volume Weighted Average Price (VWAP) during the five (5) Trading Days immediately prior to the conversion date , The Debenture also contains provisions providing for an adjustment in the event of stock splits or dividends, and fundamental transactions. The Investor also has the right to participate in subsequent rights offerings and pro rata distributions. Additionally, the Debentures contains anti-dilution protection in the event of subsequent equity sales at a price that is lower than the then applicable conversion price until such time that the Debenture is no longer outstanding. Additionally, the Company has the option to redeem some or all of the Debenture for cash upon notice of twenty (20) trading days provided certain conditions are met by the Company as more fully described in the Debenture. During 2021 we issued 318,664,776 shares of common stock upon conversion of $1,964,500 principal amount of our convertible debentures. On March 1, 2021, we entered into a settlement and release agreement with Claire Thom, one of our independent directors for the settlement of past due director fees and the mutual release of all claims. Pursuant to the agreement, Dr. Thom agreed to waive $204,500 in outstanding director fees in exchange for the following: (i) the payment of $40,000 (of which $20,000 was paid in November 2020 and $20,000 in February 2021) and (ii) immediately prior to the announcement that the Company has received approval from the FDA to commence its first Phase 1 clinical trial after March 1, 2021, a common stock purchase option with a Black Scholes’ value of $40,000, having an exercise price equal to the closing price on the day preceding the announcement, and a term of 10 years. We also agreed to amend our non-employee director compensation policy such that on April 1, 2021 each director will be entitled to receive a quarterly Board fee of $5,000 in cash. On March 1, 2021, we entered into a settlement and release agreement with Scott Ogilvie, one of our independent directors for the settlement of all past due director fees and the mutual release of all claims. Pursuant to the agreement, Mr. Ogilvie agreed to waive $231,167 in outstanding director fees in exchange for the following: (i) the payment of $60,000 (of which $30,000 was paid in November 2020 and $30,000 in February 2021) and (ii) immediately prior to the announcement that the Company has received approval from the FDA to commence its first Phase 1 clinical trial after March 1, 2021, a common stock purchase option with a Black Scholes’ value of $40,000, having an exercise price equal to the closing price on the day preceding the announcement, and a term of 10 years. We also agreed to amend our non-employee director compensation policy such that on April 1, 2021 each director will be entitled to receive a quarterly Board fee of $5,000 in cash.

SUMMARY OF CRITICAL ACCOUNTIN_2

SUMMARY OF CRITICAL ACCOUNTING POLICIES AND USE OF ESTIMATES (Policies)	12 Months Ended
	Dec. 31, 2020
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation The consolidated financial statements include the accounts of the parent company, Inspyr Therapeutics, Inc., and its wholly-owned subsidiary, Lewis & Clark Pharmaceuticals, Inc. All significant intercompany accounts and transactions have been eliminated.
Reverse Stock Split and Increase in Authorized Shares	Reverse Stock Split and Increase in Authorized Shares On June 10, 2020, the Company’s Board of Directors approved a one-for-thirty (1-for-30) reverse stock split of the Company’s common stock (“Reverse Stock Split”). Pursuant to the Reverse Stock Split, the Company filed an amended and restated certificate of incorporation with the Secretary of State of Delaware to effect the Reverse Stock Split effective as of 5:00 p.m. Eastern Time on June 26, 2020 (“Effective Time”). Accordingly, at the Effective Time, each of the Company’s common stock shareholders received one new share of common stock for every thirty shares such shareholder held immediately prior to the Effective Time. The Reverse Stock Split also affected the Company’s outstanding stock options, warrants and other exercisable or convertible instruments and resulted in the shares underlying such instruments being reduced and the exercise price being increased proportionately to the Reverse Stock Split ratio. On September 17, 2019, the Company’s Board of Directors approved a one-for-twenty five (1-for-25) reverse stock split of the Company’s common stock. In furtherance of the Reverse Stock Split, the Company has filed an amended and restated certificate of incorporation with the Secretary of State of Delaware to effect the Reverse Stock Split effective as of 5:00 p.m. Eastern Time on September 30, 2019 (“Effective Time”). Accordingly, at the Effective Time, each of the Company’s common stock shareholders received one new share of common stock for every twenty-five shares such shareholder held immediately prior to the Effective Time. The Reverse Stock Split will also affected the Company’s outstanding stock options, warrants and other exercisable or convertible instruments and resulted in the shares underlying such instruments being reduced and the exercise/conversion price being increased proportionately to the Reverse Stock Split ratio. All share and per share data has been retroactively adjusted in the accompanying consolidated financial statements and footnotes for all periods presented to reflect the effects of the June 26, 2020 and September 30, 2019 amendments. Pursuant to a joint written consent of the board of directors and a majority of the voting power of the Company’s stockholders, the Company’s shareholders approved amending and restated the Company’s Certificate of Incorporation to (i) increase the Company’s authorized Common Stock from 150,000,000 shares to 1,000,000,000 shares and to (ii) increase or decrease (but not below the number of shares of such class outstanding) the number of authorized shares of the class of Common Stock or Preferred Stock by the affirmative vote of the holders of a majority in voting power of the outstanding shares of capital stock of the Company irrespective of the provisions of Section 242(b)(2) of the Delaware General Corporation Law. The Company filed the Amended and Restated Certificate of Incorporation with Delaware’s Secretary of State reflecting the foregoing changes with an effective date and time of November 27, 2020.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying disclosures. Significant estimates include the fair value of derivative instruments, stock-based compensation, recognition of clinical trial costs and other accrued liabilities. Actual results may differ from those estimates.
Research and Development	Research and Development Research and development costs are charged to expense as incurred. Our research and development expenses consist primarily of expenditures for toxicology and other studies, manufacturing, clinical trials, compensation and consulting costs. We incurred research and development expenses of $0.02 million and $0.04 million for the years ended December 31, 2020 and 2019, respectively.
Cash Equivalents	Cash Equivalents For purposes of the statements of cash flows, we consider all highly liquid debt instruments purchased with a maturity date of three months or less to be cash equivalents. We maintain our cash in bank deposit accounts which, at times, may exceed applicable government mandate insurance limits. We have not experienced any losses in our accounts. We did not have any cash equivalents at December 31, 2020 or 2019.
Restricted Cash	Restricted Cash Restricted cash consisted of funds held in trust for the Company. The use of these funds was restricted to: (i) the payment of professional fees in connection with bringing the Company’s filings current, and (ii) the payment of vendors associated with the issuance and trading of the Company’s securities, such as transfer agent fees and fees payable to the OTCQB and FINRA. There were no restrictions on the use of cash at December 31, 2020.
Concentrations of Credit Risk	Concentrations of Credit Risk Financial instruments and related items, which potentially subject the Company to concentrations of credit risk, consist primarily of cash and cash equivalents. The Company places its cash and temporary cash investments with credit quality institutions. At times, such investments may exceed applicable government mandated insurance limits. Cash and restricted cash was $0.4 million and $0.02 million at December 31, 2020 and 2019, respectively. As of December 31, 2020 and 2019, there was no cash over the federally insured limit.
Intangible Assets	Intangible Assets Intangible assets consist of licensed technology, patents, and patent applications (see Note 5). The assets associated with licensed technology are recorded at cost and are being amortized on the straight line basis over their estimated useful lives of twelve to seventeen years.
Office and Lab Equipment	Office and Lab Equipment Equipment is stated at cost less accumulated depreciation. Depreciation is calculated on the straight line basis over the estimated useful lives of the assets of three to seven years. Expenditures for repair and maintenance which do not materially extend the useful lives of property and equipment are charged to expense. When property or equipment is sold or otherwise disposed of, the cost and related accumulated depreciation are removed from the respective accounts with the resulting gain or loss reflected in operations. Management periodically reviews the carrying value of its equipment for impairment. Depreciation expense was approximately $0 and $2,000 for the years ended December 31, 2020 and 2019, respectively.
Loss per Share	Loss per Share Basic loss per share is calculated by dividing net loss and net loss attributable to common shareholders by the weighted average number of common shares outstanding for the period. Basic and diluted loss per share are the same, in that any potential common stock equivalents would have the effect of being anti-dilutive in the computation of net loss per share. The following potentially dilutive securities have been excluded from the computations of weighted average shares outstanding as of December 31, 2020 and 2019, as they would be anti-dilutive: Year Ended December 31, 2020 2019 Shares underlying options outstanding 225 256 Shares underlying warrants outstanding 2,493 3,211 Shares underlying convertible notes outstanding 521,240,282 21,370,656 Shares underlying convertible preferred stock outstanding 749,643,728 263,728 1,270,886,728 21,637,851
Derivative Liability	Derivative Liability The Company has financial instruments that are considered derivatives or contain embedded features subject to derivative accounting. Embedded derivatives are valued separately from the host instrument and are recognized as derivative liabilities in the Company’s balance sheet. The Company measures these instruments at their estimated fair value and recognizes changes in their estimated fair value in results of operations during the period of change. The Company values its derivative liabilities using the Black-Scholes option valuation model. The resulting liability is valued at each reporting date and the change in the liability is reflected as change in derivative liability in the statement of operations.
Fair Value of Financial Instruments	Fair Value of Financial Instruments Our short-term financial instruments, including cash, accounts payable and other liabilities, consist primarily of instruments with maturities of one year or less when acquired. We believe that the fair values of our current assets and current liabilities approximate their reported carrying amounts. The derivative liabilities consist of our convertible notes and Series F preferred stock with variable conversion features. The Company uses the Black-Scholes option-pricing model to value its derivative liabilities which incorporate the Company’s stock price, volatility, U.S. risk-free interest rate, dividend rate, and estimated life.
Fair Value Measurements	Fair Value Measurements The U.S. GAAP Valuation Hierarchy establishes a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 inputs are unobservable inputs based on our own assumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The Company has recorded a derivative liability for its convertible notes and preferred stock with variable conversion features as of December 31, 2020 and 2019. The tables below summarize the fair values of our financial liabilities as of December 31, 2020 and 2019 (in thousands): Fair Value at December 31, Fair Value Measurement Using 2020 Level 1 Level 2 Level 3 Convertible notes $ 2,705 — — $ 2,705 Preferred stock 4,123 — — 4,123 Derivative liability $ 6,828 $ — $ — $ 6,828 Fair Value at Fair Value Measurement Using 2019 Level 1 Level 2 Level 3 Derivative liability – convertible notes $ 1,785 $ — $ — $ 1,785 The reconciliation of the derivative liability measured at fair value on a recurring basis using unobservable inputs (Level 3) is as follows (in thousands): Year ended December 31, 2020 2019 Balance at beginning of year $ 1,785 $ 2,134 Additions to derivative instruments 2,465 243 Reclassification on conversion (1,268 ) (265 ) Loss (gain) on change in fair value of derivative liability 3,846 (327 ) Balance at end of year $ 6,828 $ 1,785
Income Taxes	Income Taxes Income taxes are accounted for under the asset and liability method. Deferred 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 and operating loss and tax credit carryforwards. 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 operations in the period that includes the enactment date. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income and the reversal of deferred tax liabilities during the period in which the related temporary difference becomes deductible.
Stock-Based Compensation	Stock-Based Compensation We account for our stock-based compensation under ASC 718 “Compensation – Stock Compensation” using the fair value based method. Under this method, compensation cost is measured at the grant date based on the value of the award and is recognized over the shorter of the service period or the vesting period of the stock-based compensation. This guidance establishes standards for the accounting for transactions in which an entity exchanges it equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments. The Company estimates the fair value of each stock option at the grant date by using the Black-Scholes option pricing model. Determining the fair value of stock-based compensation at the grant date under this model requires judgment, including estimating volatility, employee stock option exercise behaviors and forfeiture rates. The assumptions used in calculating the fair value of stock-based compensation represent the Company’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. Through December 31, 2018 we used the fair value method for equity instruments granted to non-employees and used the Black-Scholes model for measuring the fair value of options. The stock based fair value compensation is determined as of the date of the grant or the date at which the performance of the services is completed (measurement date) and is recognized over the vesting periods. On January 1, 2019, the Company adopted ASU 2018-07, which substantially aligns stock-based compensation for employees and non-employees and accounts for non-employee share-based awards in accordance with the measurement and recognition criteria of ASC 718. The Company used the modified prospective method of adoption. There was no cumulative effect of the adoption of ASC 718.
Recent Accounting Pronouncements	Recent Accounting Pronouncements With the exception of those discussed below, there have not been any recent changes in accounting pronouncements and Accounting Standards Update (ASU) issued by the Financial Accounting Standards Board (FASB) during the year ended December 31, 2020 that are of significance or potential significance to the Company. In December 2019, the FASB issued ASU 2019-12, “Simplifying the Accounting for Income Taxes.” This guidance, among other provisions, eliminates certain exceptions to existing guidance related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. This guidance also requires an entity to reflect the effect of an enacted change in tax laws or rates in its effective income tax rate in the first interim period that includes the enactment date of the new legislation, aligning the timing of recognition of the effects from enacted tax law changes on the effective income tax rate with the effects on deferred income tax assets and liabilities. Under existing guidance, an entity recognizes the effects of the enacted tax law change on the effective income tax rate in the period that includes the effective date of the tax law. ASU 2019-12 is effective for interim and annual periods beginning after December 15, 2020, with early adoption permitted. We do not expect that the adoption of this standard will have a material impact on the Company’s consolidated financial statements.

SUMMARY OF CRITICAL ACCOUNTIN_3

SUMMARY OF CRITICAL ACCOUNTING POLICIES AND USE OF ESTIMATES (Tables)	12 Months Ended
	Dec. 31, 2020
Accounting Policies [Abstract]
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	The following potentially dilutive securities have been excluded from the computations of weighted average shares outstanding as of December 31, 2020 and 2019, as they would be anti-dilutive: Year Ended December 31, 2020 2019 Shares underlying options outstanding 225 256 Shares underlying warrants outstanding 2,493 3,211 Shares underlying convertible notes outstanding 521,240,282 21,370,656 Shares underlying convertible preferred stock outstanding 749,643,728 263,728 1,270,886,728 21,637,851
Schedule of fair values of financial liabilities	The tables below summarize the fair values of our financial liabilities as of December 31, 2020 and 2019 (in thousands): Fair Value at December 31, Fair Value Measurement Using 2020 Level 1 Level 2 Level 3 Convertible notes $ 2,705 — — $ 2,705 Preferred stock 4,123 — — 4,123 Derivative liability $ 6,828 $ — $ — $ 6,828 Fair Value at Fair Value Measurement Using 2019 Level 1 Level 2 Level 3 Derivative liability – convertible notes $ 1,785 $ — $ — $ 1,785
Schedule of derivative liability measured at fair value on a recurring basis using unobservable inputs (Level 3)	The reconciliation of the derivative liability measured at fair value on a recurring basis using unobservable inputs (Level 3) is as follows (in thousands): Year ended December 31, 2020 2019 Balance at beginning of year $ 1,785 $ 2,134 Additions to derivative instruments 2,465 243 Reclassification on conversion (1,268 ) (265 ) Loss (gain) on change in fair value of derivative liability 3,846 (327 ) Balance at end of year $ 6,828 $ 1,785

SUPPLEMENTAL CASH FLOW INFORM_2

SUPPLEMENTAL CASH FLOW INFORMATION (Tables)	12 Months Ended
	Dec. 31, 2020
Supplemental Cash Flow Information [Abstract]
Schedule of additional information of cash flow	The following table contains additional information for the periods reported (in thousands). Year Ended December 31, 2020 2019 Non-cash financial activities: Common stock issued on conversion of notes payable and derivative liability $ 2,243 $ 473 Debentures converted to common stock 1,310 331 Derivative liability extinguished upon conversion of notes payable 1,268 265 Derivative liability issued 2,465 243 Accounts payable paid through issuance of debentures 100 —

ACCRUED EXPENSES (Tables)

ACCRUED EXPENSES (Tables)	12 Months Ended
	Dec. 31, 2020
Accrued Liabilities, Current [Abstract]
Schedule of accrued expenses	Accrued expenses consist of the following (in thousands): December 31, 2020 2019 Accrued compensation and benefits $ 1,326 $ 1,326 Accrued research and development 233 233 Accrued other 381 307 Total accrued expenses $ 1,940 $ 1,866

DERIVATIVE LIABILITY (Tables)

DERIVATIVE LIABILITY (Tables)	12 Months Ended
	Dec. 31, 2020
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule of black scholes valuations of derivatives	The significant assumptions used in the Black Scholes valuations of the derivatives at December 31, 2020 are as follows: 2020 Volatility 343% - 367 % Expected term (years) 3 - 12 months Risk-free interest rate 0.09% – 0.095 % Dividend yield None

STOCK OPTIONS (Tables)

STOCK OPTIONS (Tables)	12 Months Ended
	Dec. 31, 2020
Share-based Payment Arrangement [Abstract]
Schedule of stock option activity	The following table summarizes stock option activity for the years ended December 31, 2020 and 2019: Number of shares Weighted- average exercise price Weighted- average remaining contractual term (in years) Outstanding at December 31, 2018 438 $ 4,710 Granted — $ — Forfeited (175 ) $ 6,807 Outstanding at December 31, 2019 263 $ 3,281 2.9 Granted — $ — Forfeited (38 ) $ 12,327 Outstanding at December 31, 2020 225 $ 1,793 2.4 Exercisable at December 31, 2020 225 $ 1,793 2.4

WARRANTS (Tables)

WARRANTS (Tables)	12 Months Ended
	Dec. 31, 2020
Warrants [Abstract]
Schedule of transactions involving of warrants	Transactions involving our warrants are summarized as follows: Number of Weighted- Weighted- Outstanding at December 31, 2018 3,375 $ 2,370 Granted — $ — Forfeited (140 ) $ 27,147 Outstanding at December 31, 2019 3,235 $ 1,289 1.8 Granted — $ — Forfeited (742 ) $ 5,673 Outstanding at December 31, 2020 2,493 $ 15.99 1.0 Exercisable at December 31, 2020 2,493 $ 15.99 1.0
Schedule of outstanding common stock purchase warrants	The following table summarizes outstanding common stock purchase warrants as of December 31, 2020: Number of Weighted- Expiration Issued to consultants 10 $ 3,263 August 2023 Issued pursuant to 2016 financings 1,958 $ 0.30 December 2021 Issued pursuant to 2017 financings 525 $ 12.67 March 2022 through April 2022 2,493

INCOME TAXES (Tables)

INCOME TAXES (Tables)	12 Months Ended
	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Schedule of deferred tax assets and liabilities	Significant components of deferred tax assets and liabilities are as follows (in thousands): 2020 2019 Deferred tax assets: Net operating loss carryover $ 9,064 $ 8,838 Stock-based compensation 1,920 1,920 Accrued compensation 334 334 Other 30 30 Tax credits 458 458 Total deferred tax assets 11,806 11,580 Less: valuation allowance (11,806 ) (11,580 ) Net deferred tax assets $ — $ —
Schedule of actual tax benefit differs from the expected tax benefit	The actual tax benefit differs from the expected tax benefit for the years ended December 31, 2020 and 2019 (computed by applying the U.S. Federal Corporate tax rate of 21% to income before taxes) are as follows: 2020 2019 Statutory federal income tax rate (21.0 )% (21.0 )% State income taxes, net of federal benefits (7.0 )% (7.0 )% Non-deductible items 24.4 % 2.2 % Valuation allowance 3.6 % 25.8 % Effective income tax rate — % — %

BACKGROUND (Details Narrative)

BACKGROUND (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Jan. 31, 2021	Oct. 31, 2020	Mar. 31, 2020
Debt securities sold				$ 250
Proceeds from equity financing	$ 5,000
Payment for expenses and costs	$ 25
Percentage of issued and outstanding shares of commonstock	54.14%
Intellectual Property [Member]
Description of cancellation of a license agreement	In October 2020, pursuant to the cancellation of a license agreement whereby we previously licensed US Patent 9,593,118, we reacquired the exclusive right to such patent that covers both A2B and dual A2A/A2B antagonists. Accordingly, going forward our major focus will be to: (i) further characterization of the anti-cancer activity of our unique pipeline delivery platform containing A2B and dual A2A/A2B antagonists, leading to selection of a clinical candidate or candidates for an Investigative New Drug or IND enabling studies; and (ii) licensing and/or partnering our delivery platform and the A2B and dual A2A/A2B antagonists for further development.
Cash [Member]
Debt securities sold		$ 500	$ 500

MANAGEMENT_S PLANS TO CONTINUE

MANAGEMENT’S PLANS TO CONTINUE AS A GOING CONCERN (Details Narrative) - USD ($) $ in Thousands	Jan. 31, 2021	Dec. 31, 2020	Oct. 31, 2020	Mar. 31, 2020	Dec. 31, 2019
Management Plans to Continue as Going Concern [Abstract]
Accumulated deficit		$ (66,975)			$ (60,680)
Cash and cash equivalents and restricted cash balances		$ 404
Percentage of total assets		100.00%
Amount raised	$ 500		$ 500	$ 250
Working capital deficit		$ (12,500)

SUMMARY OF CRITICAL ACCOUNTIN_4

SUMMARY OF CRITICAL ACCOUNTING POLICIES AND USE OF ESTIMATES (Details) - shares	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Shares underlying, outstanding	1,270,886,728	21,637,851
Warrant [Member]
Shares underlying, outstanding	2,493	3,211
Shares underlying convertible preferred stock outstanding [Member]
Shares underlying, outstanding	749,643,728	263,728
Convertible debentures [Member]
Shares underlying, outstanding	521,240,282	21,370,656
Employee Stock Option [Member]
Shares underlying, outstanding	225	256

SUMMARY OF CRITICAL ACCOUNTIN_5

SUMMARY OF CRITICAL ACCOUNTING POLICIES AND USE OF ESTIMATES (Details 1) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Convertible notes	$ 2,705
Preferred stock	4,123
Derivative liability	6,828	$ 1,785
Fair Value, Inputs, Level 1 [Member]
Convertible notes	0
Preferred stock	0
Derivative liability	0	0
Fair Value, Inputs, Level 2 [Member]
Convertible notes	0
Preferred stock	0
Derivative liability	0	0
Fair Value, Inputs, Level 3 [Member]
Convertible notes	2,705
Preferred stock	4,123
Derivative liability	$ 6,828	$ 1,785

SUMMARY OF CRITICAL ACCOUNTIN_6

SUMMARY OF CRITICAL ACCOUNTING POLICIES AND USE OF ESTIMATES (Details 2) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Accounting Policies [Abstract]
Balance at beginning of year	$ 1,785	$ 2,134
Additions to derivative instruments	2,465	243
Reclassification on conversion	(1,268)	(265)
Loss (gain) on change in fair value of derivative liability	3,846	(327)
Balance at end of year	$ 6,828	$ 1,785

SUMMARY OF CRITICAL ACCOUNTIN_7

SUMMARY OF CRITICAL ACCOUNTING POLICIES AND USE OF ESTIMATES (Details Narrative) - USD ($) $ in Thousands	Jun. 10, 2020	Sep. 17, 2019	Dec. 31, 2020	Dec. 31, 2019	Nov. 27, 2020	Nov. 26, 2020
Accounting Policies [Abstract]
Research and development			$ 18	$ 44
Cash equivalents			0	0
Restricted Cash			0
Cash and restricted cash			400	20
Depreciation expense			$ 0	$ 2
Reverse stock split	The Company’s Board of Directors approved a one-for-thirty (1-for-30) reverse stock split of the Company’s common stock	The Company’s Board of Directors approved a one-for-twenty five (1-for-25) reverse stock split of the Company’s common stock
Common stock shares authorized			1,000,000,000	1,000,000,000	1,000,000,000	150,000,000
Restricted cash			$ 0	$ 19

SUPPLEMENTAL CASH FLOW INFORM_3

SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Non-cash financing activities:
Common stock issued on conversion of notes payable and derivative liability	$ 2,243	$ 473
Debentures converted to common stock	1,310	331
Derivative liability extinguished upon conversion of notes payable	1,268	265
Derivative liability issued	2,465	243
Accounts payable paid through issuance of debentures	$ 100	$ 0

INTELLECTUAL PROPERTY (Details

INTELLECTUAL PROPERTY (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Payments in cash and common stock	$ 212
Amortization expense		$ 33

ACCRUED EXPENSES (Details)

ACCRUED EXPENSES (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Accrued Liabilities, Current [Abstract]
Accrued compensation and benefits	$ 1,326	$ 1,326
Accrued research and development	233	233
Accrued other	381	307
Total accrued expenses	$ 1,940	$ 1,866

DERIVATIVE LIABILITY (Details)

DERIVATIVE LIABILITY (Details)	Dec. 31, 2020
Measurement Input, Price Volatility [Member] | Minimum [Member]
Derivative liability measurement input	343.00%
Measurement Input, Price Volatility [Member] | Maximum [Member]
Derivative liability measurement input	367.00%
Measurement Input, Risk Free Interest Rate [Member] | Minimum [Member]
Derivative liability measurement input	0.09%
Measurement Input, Risk Free Interest Rate [Member] | Maximum [Member]
Derivative liability measurement input	0.095%
Measurement Input, Expected Dividend Rate [Member]
Derivative liability measurement input
Measurement Input, Expected Term [Member] | Minimum [Member]
Derivative liability term	3 months
Measurement Input, Expected Term [Member] | Maximum [Member]
Derivative liability term	12 months

DERIVATIVE LIABILITY (Details N

DERIVATIVE LIABILITY (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Gain on change in fair value of the derivative liability	$ 3,800	$ 300
Derivative Liability	$ 6,800	$ 1,800

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Rental expenses	$ 0	$ 0

CAPITAL STOCK AND STOCKHOLDERS_

CAPITAL STOCK AND STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)	Oct. 06, 2020	Jun. 10, 2020	May 02, 2020	Sep. 17, 2019	Oct. 31, 2020	Jan. 31, 2019	Apr. 30, 2017	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2016	Dec. 31, 2015	Nov. 27, 2020	Nov. 26, 2020	Dec. 31, 2018
Stock issued during period, shares								65,000,000
Value of number of shares issued								$ 266,500
Preferred stock, outstanding
Preferred stock, shares authorized								29,978,846	29,978,846
Common stock, shares authorized								1,000,000,000	1,000,000,000			1,000,000,000	150,000,000
Reverse stock split, description		The Company’s Board of Directors approved a one-for-thirty (1-for-30) reverse stock split of the Company’s common stock		The Company’s Board of Directors approved a one-for-twenty five (1-for-25) reverse stock split of the Company’s common stock
Equity financings and conversions of debentures, description								As a result of past equity financings and conversions of debentures, the conversion prices of (i) our Series A Preferred Stock has been reduced to $397.50 per share at December 31, 2020, (ii) our Series B Preferred Stock has been reduced to $0.01 per share at December 31, 2020, (iii) 200 shares of our Series C preferred stock has been reduced to $15.00 per share at December 31, 2020, (iv) 90.43418 shares of our Series C Preferred Stock has been reduced to $0.25 per share at December 31, 2019.
Deemed dividends								$ 64,000	$ 54,000
Shares issued for termination, value								5,000	5,000
Debt conversion, amount								1,310,000	331,000
Gain on conversion of debt								$ 334,000	$ 125,000
Ridgeway Termination Agreement [Member]
Shares issued for termination, shares					65,000,000
Shares issued for termination, value					$ 266,500
Common Stock [Member]
Debt conversion, shares issued								120,001,618	508,874
Debt conversion, amount								$ 2,243,628	$ 471,583
Gain on conversion of debt								334,206	125,089
Common Stock [Member] | Principal [Member]
Debt conversion, amount								$ 1,310,068	$ 331,415
Series C 0% Convertible Preferred Stock [Member]
Stock issued during period, shares							290.43148
Conversion price							$ 15
Conversion price, description								Series C Preferred Stock at a conversion price of $15.00 per share for 200 shares of series C preferred stock and a conversion price of $7.50 per shares for 90.43418 shares
Preferred stock, stated value							$ 1,000
Subsequent equity sales period							12 months
Series D Preferred Stock [Member]
Conversion price								$ 3.75
Preferred stock, outstanding								5,000	5,000
Preferred stock, shares authorized								5,000	5,000					5,000
Preferred stock, par value														$ 0.0001
Preferred stock, stated value														$ 1
Preferred stock, voting right								Each share of Series D Preferred Stock held by a Holder, as such, was entitled to 30,001 votes.
Series A 0% Convertible Preferred Stock [Member]
Stock issued during period, shares											1,853
Conversion price								$ 397.50
Preferred stock, stated value											$ 1,000
Beneficial ownership limitation percentage											9.99%
Subsequent equity sales period											18 months
Series B 0% Convertible Preferred Stock [Member]
Stock issued during period, shares										1,000
Conversion price								$ 0.01
Preferred stock, stated value										$ 1,000
Series B Preferred Stock [Member]
Preferred stock, outstanding								71	71
Preferred stock, shares authorized								1,000	1,000
Series C Preferred Stock [Member]
Preferred stock, outstanding								290	290
Preferred stock, shares authorized								300	300
Series A Preferred Stock [Member]
Preferred stock, outstanding								134	134
Preferred stock, shares authorized								1,854	1,854
Series E Preferred Stock [Member]
Conversion price								$ 0.30
Preferred stock, outstanding								5,000	0
Preferred stock, shares authorized								5,000	5,000
Preferred stock, voting right								Each share of Series E Preferred Stock held by a holder, as such, is entitled to 100,000 votes
Series F Preferred Stock [Member]
Preferred stock, outstanding								8,000	0
Preferred stock, shares authorized								8,000	8,000
Preferred stock, stated value	$ 10
Series F Preferred Stock [Member] | Ridgeway Therapeutics, Inc [Member]
Stock issued during period, shares	8,000
Series E 0% Convertible Preferred Stock [Member]
Preferred stock, stated value			$ 1
Sale of stock, shares			5,000
Sale of stock value			$ 5,000
Sale of stock, price per share			$ 1
Series D Convertible Preferred Stock [Member]
Stock issued during period, shares						5,000
Value of number of shares issued						$ 5,000

STOCK OPTIONS (Details)

STOCK OPTIONS (Details) - Employee Stock Option [Member] - $ / shares	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Number of shares
Outstanding at beginning	263	438
Granted
Forfeited	(38)	(175)
Outstanding at ending	225	263
Exercisable at ending	225
Weighted-average exercise price
Outstanding at beginning	$ 3,281	$ 4,710
Granted
Forfeited	12,327	6,807
Outstanding at ending	1,793	$ 3,281
Exercisable at ending	$ 1,793
Weighted-average remaining contractual term (in years)
Outstanding at ending	2 years 4 months 24 days	2 years 10 months 25 days
Exercisable at ending	2 years 4 months 24 days

STOCK OPTIONS (Details Narrativ

STOCK OPTIONS (Details Narrative)	12 Months Ended
	Dec. 31, 2020shares
2009 Executive Compensation Plan [Member]
Number of shares authorized	267
Number of shares granted	220
Number of shares forfited	184
Number of shares available for future issuence	231
Inducement Award Stock Option Plan [Member]
Maximum grants under plan	400
Number of shares granted	282
Number of shares forfited	130
Number of shares available for future issuence	248
2007 Executive Compensation Plan [Member]
Maximum annual grants	67
2007 Executive Compensation Plan [Member] | Common Stock [Member]
Number of shares granted	241
Number of shares forfited	202
Number of shares available for future issuence	228
2017 Equity Compensation Plan [Member]
Maximum grants under plan	2,667
Number of shares available for future issuence	2,667

WARRANTS (Details)

WARRANTS (Details) - Warrant [Member] - $ / shares	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Number of shares
Outstanding at beginning	3,235	3,375
Granted
Forfeited	(742)	(140)
Outstanding at ending	2,493	3,235
Exercisable at ending	2,493
Weighted-average exercise price
Outstanding at beginning	$ 1,289	$ 2,370
Granted
Forfeited	5,673	27,147
Outstanding at ending	15.99	$ 1,289
Exercisable at ending	$ 15.99
Outstanding at ending	1 year	1 year 9 months 18 days
Exercisable at ending	1 year

WARRANTS (Details 1)

WARRANTS (Details 1) - Warrant [Member]	12 Months Ended
	Dec. 31, 2020$ / sharesshares
Number of shares	2,493
Consultant [Member]
Number of shares	10
Weighted Average Exercise price | $ / shares	$ 3,263
Expiration date ending	2023-08
Financing 2016 [Member]
Number of shares	1,958
Weighted Average Exercise price | $ / shares	$ 0.30
Expiration date ending	2021-12
Financings 2017 [Member]
Number of shares	525
Weighted Average Exercise price | $ / shares	$ 12.67
Expiration date beginning	2022-03
Expiration date ending	2022-04

WARRANTS (Details Narrative)

WARRANTS (Details Narrative)	Dec. 31, 2020$ / shares
Series B Preferred Stock [Member]
Exercise price of warrants	$ 0.30
Minimum [Member] | Series C Preferred Stock [Member]
Exercise price of warrants	7.50
Maximum [Member] | Series C Preferred Stock [Member]
Exercise price of warrants	$ 15

CONVERTIBLE DEBENTURES AND NO_2

CONVERTIBLE DEBENTURES AND NOTES (Details Narrative) - USD ($)	Mar. 06, 2020	Dec. 13, 2018	Jul. 03, 2018	Sep. 12, 2017	Nov. 25, 2020	Oct. 23, 2020	Jul. 16, 2019	Jul. 31, 2018	Dec. 31, 2020	Dec. 31, 2019
Debt issued									$ 1,310,000	$ 331,000
Principal amount of senior convertible debentures									2,705,000
Stated value of the preferred shares									0	0
Derivative liability									6,800,000	1,800,000
Debt discount									488,000	$ 281,000
Convertible promissory notes [Member]
Principal amount		$ 25,000
Proceeds from debt		$ 25,000
Maturity date		Jun. 30, 2019
Bear interest rate		10.00%
Lowest trade price		75.00%
Extended Maturity [Member]
Maturity date								Jun. 30, 2021
Extended Maturity [Member] | Convertible promissory notes [Member]
Maturity date		Jun. 30, 2021
October 2019 Debentures [Member]
Debt issued									$ 96,000
Sabby Volatility Warrant Master Fund, Ltd. [Member]
Maturity date									Nov. 20, 2020
Debt issued									$ 26,235
Accounts payable									$ 26,235
Sabby Volatility Warrant Master Fund, Ltd. [Member] | Extended Maturity [Member]
Maturity date									Jun. 30, 2021
Exchange Agreement [Member] | Investors [Member]
Principal amount of senior convertible debentures				$ 2,500,000
Series B 0% Convertible Preferred Stock [Member]
Preferred shares exchanged				890
Stated value of the preferred shares				$ 900,000
Series A 0% Convertible Preferred Stock [Member]
Preferred shares exchanged				1,615
Stated value of the preferred shares				$ 1,600,000
October 2020 Debentures [Member]
Cash received						$ 500,000
Principal amount						$ 600,000
Maturity date						Oct. 23, 2021
Cancellation amount						$ 100,000
Conversion price, description						Conversion price equal to the lesser of (i) $0.33 and (ii) 85% of the lowest volume-weighted average price during the five trading days immediately prior to the date of conversion.
Percentage of outstanding debentures						67.00%
Beneficial ownership limitation percentage						9.99%
Derivative liability									$ 619,627
Debt discount									600,000
Interest expense									19,627
Amortization of debt discount									112,500
March 2020 Debentures [Member]
Principal amount	$ 250,000
Maturity date	Jun. 30, 2021
Conversion price, description	Debentures have a conversion price equal to the lesser of (i) $0.33 and (ii) 85% of the lowest volume-weighted average price during the five trading days immediately prior to the date of conversion.
Percentage of outstanding debentures	67.00%
Beneficial ownership limitation percentage	9.99%
Debt discount									167,080
Interest expense									$ 167,080
Securities purchase agreement [Member]
Cash received			$ 500,000
Principal amount			515,000
Cancellation amount			$ 15,000
Conversion price, description							Debentures have a conversion price equal to the lesser of (i) $0.33 and (ii) 85% of the lowest volume-weighted average price during the five trading days immediately prior to the date of conversion.
Percentage of outstanding debentures							67.00%
Beneficial ownership limitation percentage							9.99%
Mature date description							On July 16, 2019, we entered into securities purchase agreements with certain institutional investors. Pursuant to the securities purchase agreement, we issued an aggregate of $154,000 of senior convertible debentures (the “July 2019 Debentures”) in exchange for the extension of the maturity date of our December 2018 convertible notes and certain of our July 2018 and September 2017 convertible debentures, and the waiver of certain default provisions of our July 2018 and September 2017 convertible debentures. We charged $154,000 to finance cost at the date of issuance.
Finance cost charge							$ 154,000
Exchange Agreement [Member]
Cash received				250,000
Principal amount				320,000
Cancellation amount				70,000
Debt penalties				$ 24,551
Exchange Agreement [Member] | Extended Maturity [Member]
Maturity date				Jun. 30, 2021
Agreement [Member]
Lowest trade price					85.00%
Principal amount of senior convertible debentures					$ 2,400,000

LICENSE TERMINATION COST (Detai

LICENSE TERMINATION COST (Details Narrative)	12 Months Ended
	Dec. 31, 2020USD ($)shares
Notes to Financial Statements
Termination of license agreement, description	The Company issued to Ridgeway 65 million shares of common stock and 8,000 shares of Series F 0% Convertible Preferred Stock Additionally, we have agreed to pay certain expenses and costs of Ridgeway’s aggregating approximately $25,000.
Preferred stock derivative value	$ 1,677,901
Common stock shares issued, value	$ 266,500
Common stock shares issued, shares | shares	65,000,000

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Deferred tax assets:
Net operating loss carryover	$ 9,064	$ 8,838
Stock-based compensation	1,920	1,920
Accrued compensation	334	334
Other	30	30
Tax credits	458	458
Total deferred tax assets	11,806	11,580
Less: valuation allowance	(11,806)	(11,580)
Net deferred tax assets	$ 0	$ 0

INCOME TAXES (Details 1)

INCOME TAXES (Details 1)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Statutory federal income tax rate	(21.00%)	(21.00%)
State income taxes, net of federal benefit	(7.00%)	(7.00%)
Non-deductible items	24.40%	(2.20%)
Valuation allowance	3.60%	25.80%
Effective income tax rate	0.00%	0.00%

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Net operating loss carryforwards	$ 4,200,000
Net operating loss carryforwards expire amount	$ 39,900
Expiration period	Expire at various dates through 2037.
Research and development tax credits	$ 458	$ 458
Expiration period for tax credit	Expire from 2028 through 2037
Increased in valuation allowance	$ 226	$ 241
Federal income tax rate	21.00%	21.00%

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - USD ($)	Jan. 12, 2021	Mar. 01, 2021	Dec. 31, 2020	Dec. 31, 2019
Debentures converted to common stock			$ 1,310,000	$ 331,000
Subsequent Event [Member] | Senior Convertible debentures [Member]
Principal amount	$ 500,000
Number of common shares issued upon conversion of debentures	318,664,776
Debentures converted to common stock	$ 1,964,500
Subsequent Event [Member] | Convertible debentures [Member]
Description of convertible debentures	The Debenture (i) is non-interest bearing, (ii) has a maturity date of January 12, 2022, (iii) is convertible into shares of common stock (“Common Stock”) of the Company at the election of the Investor at any time, subject to a beneficial ownership limitation of 9.99%, and (iv) has a conversion price equal to the lesser of $0.33 and 85% of the lowest Volume Weighted Average Price (VWAP) during the five (5) Trading Days immediately prior to the conversion date
Subsequent Event [Member] | Investors [Member] | Cash [Member]
Debt securities	$ 500,000
Subsequent Event [Member] | Claire Thom [Member]
Directors fees waive		$ 204,500
Subsequent Event [Member] | Scott Ogilvie [Member]
Directors fees waive		$ 231,167