Skye Bioscience (SKYE) 10-Q 11 May 23 2023 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2023	May 10, 2023
Entity Addresses [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
Entity File Number	000-55136
Entity Registrant Name	Skye Bioscience, Inc.
Entity Incorporation, State or Country Code	NV
Entity Tax Identification Number	45-0692882
Entity Address, Address Line One	11250 El Camino Real,
Entity Address, Address Line Two	Suite 100
Entity Address, City or Town	San Diego
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92130
City Area Code	858
Local Phone Number	410-0266
Title of 12(g) Security	Common Stock, par value $0.001
Trading Symbol	SKYE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		971,549,608
Entity Central Index Key	0001516551
Current Fiscal Year End Date	--12-31
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Former Address
Entity Addresses [Line Items]
Entity Address, Address Line One	5910 Pacific Blvd
Entity Address, City or Town	San Diego
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92121

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Current assets
Cash and Cash Equivalents, at Carrying Value	$ 2,668,697	$ 1,244,527
Restricted cash	4,586	4,580
Prepaid expenses	957,593	780,807
Assets held for sale	0	6,432,216
Other current assets	820,012	481,588
Total current assets	4,450,888	8,943,718
Property, plant and equipment, net	77,081	87,854
Operating lease right-of-use asset	50,650	71,191
Other assets	8,309	8,309
Total assets	4,586,928	9,111,072
Current liabilities
Accounts payable	1,224,094	1,669,997
Accounts payable - related parties	104,570	124,901
Accrued interest - related party	0	15,814
Accrued payroll liabilities	792,501	657,734
Insurance premium loan payable	158,576	0
Other current liabilities	801,128	1,422,445
Other current liabilities - related parties	0	95,850
Estimate for legal contingency	6,205,310	6,205,310
Convertible multi-draw credit agreement - related party	0	1,848,375
Operating lease liability, current portion	81,318	78,700
Total current liabilities	9,367,497	12,119,126
Total liabilities	9,367,497	12,119,126
Commitments and contingencies (Note 12)
Stockholders’ deficit
Preferred stock, $0.001 par value; 50,000,000 shares authorized at March 31, 2023 and December 31, 2022; no shares issued and outstanding at March 31, 2023 and December 31, 2022	0	0
Common stock, $0.001 par value; 5,000,000,000 shares authorized at March 31, 2023 and December 31, 2022; 971,549,608 and 913,528,958 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively	971,549	913,528
Additional paid-in-capital	66,153,167	62,816,183
Accumulated deficit	(71,905,285)	(66,737,765)
Total stockholders’ deficit	(4,780,569)	(3,008,054)
Total liabilities and stockholders’ deficit	$ 4,586,928	$ 9,111,072

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	50,000,000	50,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	5,000,000,000	5,000,000,000
Common stock, shares issued (in shares)	971,549,608	913,528,958
Common stock, shares outstanding (in shares)	971,549,608	913,528,958

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Operating expenses
Research and development	$ 1,184,880	$ 1,265,653
General and administrative	1,915,278	1,622,368
Total operating expenses	3,100,158	2,888,021
Operating loss	(3,100,158)	(2,888,021)
Other expense
Change in fair value of derivative liability	(3)	(43,655)
Interest expense	18,399	199,033
Interest income	(24,514)	0
Loss from divestiture of asset	307,086	0
Debt conversion inducement expense	1,383,285	0
Wind-down costs	383,109	0
Total other expense, net	2,067,362	155,378
Loss before income taxes	(5,167,520)	(3,043,399)
Net loss	$ (5,167,520)	$ (3,043,399)
Loss per common share:
Basic (in dollars per share)	$ (0.01)	$ (0.01)
Diluted (in dollars per share)	$ (0.01)	$ (0.01)
Weighted average shares of common stock outstanding used to compute earnings per share:
Basic (in shares)	941,894,609	495,823,445
Diluted (in shares)	941,894,609	495,823,445

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash flows from operating activities:
Net loss	$ (5,167,520)	$ (3,043,399)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	33,174	26,978
Stock-based compensation expense	131,579	137,358
Change in fair value of derivative liability	(3)	(43,655)
Amortization of debt discount	0	154,836
Loss from divestiture of asset	307,086	0
Debt conversion inducement expense	1,383,285	0
Accrued interest conversion expense	(15,952)	0
Foreign currency remeasurement gain	(45,351)	0
Changes in assets and liabilities:
Prepaid expenses	96,668	7,213
Prepaid expenses - related party	0	(35,476)
Other current assets	(258,443)	(52,880)
Accounts payable	(445,903)	(19,160)
Accounts payable - related parties	(20,331)	21,896
Accrued interest - related party	0	43,128
Accrued payroll liabilities	134,767	(107,413)
Operating lease liability	2,618	(19,565)
Other current liabilities	(132,651)	15,264
Other current liabilities - related parties	(95,850)	0
Net cash used in operating activities	(4,060,923)	(2,914,875)
Cash flows from investing activities:
Proceeds from asset sale, net of legal expenses	5,532,266	0
Purchase of property and equipment	(1,860)	(1,999)
Net cash provided by (used in) investing activities	5,530,406	(1,999)
Cash flows from financing activities:
Repayment of insurance premium loan payable	(45,307)	(61,230)
Net cash used in financing activities	(45,307)	(59,263)
Net increase (decrease) in cash and restricted cash	1,424,176	(2,976,137)
Cash, cash equivalents and restricted cash, beginning of period	1,249,107	8,987,578
Cash, cash equivalents and restricted cash, end of period	2,673,283	6,011,441
Reconciliation of cash, cash equivalents and restricted cash:
Cash and cash equivalents	2,668,697	6,006,869
Restricted cash	4,586	4,572
Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows	2,673,283	6,011,441
Cash paid during the period for:
Interest	4,275	0
Income taxes	5,141	0
Supplemental disclosures of non-cash financing activities:
Common stock warrant exercises	282,905	0
Conversion of multi-draw credit agreement	1,565,470	0
Conversion of accrued interest due to related party	31,766	0
Financing of insurance premium	203,884	275,537
Release of share liability to additional paid-in-capital	0	13,000
Prefunded Warrants
Cash flows from financing activities:
Proceeds from pre-funded warrant exercises	$ 0	$ 1,967

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ (DEFICIT) EQUITY (UNAUDITED) - USD ($)	Total	Common Stock Warrants	Prefunded Warrants	Common Stock	Common Stock Common Stock Warrants	Common Stock Prefunded Warrants	Additional Paid-In Capital	Additional Paid-In Capital Common Stock Warrants	Additional Paid-In Capital Prefunded Warrants	Accumulated Deficit
Beginning balance (in shares) at Dec. 31, 2021				476,108,445
Beginning balance at Dec. 31, 2021	$ 5,864,166			$ 476,108			$ 52,644,221			$ (47,256,163)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense (in shares)				150,000
Stock-based compensation expense	150,358			$ 150			150,208
Exercise warrant (in shares)						19,666,667
Exercise warrant			$ 1,967			$ 19,667			$ (17,700)
Net loss	(3,043,399)									(3,043,399)
Ending balance (in shares) at Mar. 31, 2022				495,925,112
Ending balance at Mar. 31, 2022	2,973,092			$ 495,925			52,776,729			(50,299,562)
Beginning balance (in shares) at Dec. 31, 2022				913,528,958
Beginning balance at Dec. 31, 2022	(3,008,054)			$ 913,528			62,816,183			(66,737,765)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense (in shares)				0
Stock-based compensation expense	131,579			$ 0			131,579
Exercise warrant (in shares)					16,641,486
Exercise warrant		$ 282,905			$ 16,642			$ 266,263
Stock issued during period, shares, conversion of convertible securities				41,379,164
Conversion of multi-draw credit agreement - related party and accrued interest	2,980,521			$ 41,379			2,939,142
Net loss	(5,167,520)									(5,167,520)
Ending balance (in shares) at Mar. 31, 2023				971,549,608
Ending balance at Mar. 31, 2023	$ (4,780,569)			$ 971,549			$ 66,153,167			$ (71,905,285)

Nature of Operations and Busine

Nature of Operations and Business Activities	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Nature of Operations and Business Activities	Nature of Operations and Business Activities Nature of Operations Skye Bioscience, Inc. (the “Company”) was incorporated in Nevada on March 16, 2011. The Company is a clinical stage pharmaceutical company focused on the discovery, development and commercialization of a novel class of cannabinoid derivatives to modulate the endocannabinoid system, which has been shown to play a vital role in overall human health and, notably, in multiple ocular indications. We are developing novel cannabinoid derivatives through our own research efforts and multiple license agreements. On May 11, 2022, the Company entered into an Arrangement Agreement, as amended on June 14, 2022, July 15, 2022 and October 14, 2022 (the “Arrangement Agreement”) with Emerald Health Therapeutics, Inc., a corporation existing under the laws of the Province of British Columbia, Canada (“EHT”), pursuant to a plan of arrangement under the Business Corporations Act (British Columbia) (the “Acquisition”) (Note 3). On November 10, 2022, the Company completed the Acquisition. Each share of EHT common stock outstanding immediately prior to the effective time of the Acquisition was transferred to the Company in exchange for 1.95 shares of Company common stock (the “Exchange Ratio”). In addition, on November 10, 2022, EHT entered into a share purchase agreement with a third party for the sale of EHT's subsidiary, Verdélite Sciences, Inc. for an aggregate purchase price of $9,385,064, subject to certain adjustments (the "Verdélite SPA"). The sale of Verdélite Sciences, Inc. closed on February 9, 2023 and completes the divestiture of EHT's most significant former operating assets (Note 3). As of March 31, 2023, the Company has devoted substantially all its efforts to securing product licenses, carrying out its own research and development, preparing for and conducting clinical trials, building infrastructure and raising capital. The Company has not yet realized revenue from its planned principal operations and is a number of years away from potentially being able to do so. Liquidity and Going Concern The Company has incurred operating losses and negative cash flows from operations since inception and as of March 31, 2023, had a working capital deficit of $4,916,609 and an accumulated deficit of $71,905,285. As of March 31, 2023, the Company had unrestricted cash in the amount of $2,668,697. For the three months ended March 31, 2023 and 2022, the Company incurred losses from operations of $3,100,158 and $2,888,021, respectively. For the three months ended March 31, 2023 and 2022, the Company incurred net losses of $5,167,520 and $3,043,399, respectively. The Company expects to continue to incur significant losses through the end of 2023 and expects to incur significant losses and negative cash flows from operations in the future. The Company’s continued existence is dependent on its ability to raise sufficient additional funding to cover operating expenses and to carry out its research and development activities. During the three months ended March 31, 2023, management has implemented cost cutting measures to extend its cash runway while searching for additional financing. These measures have included the deferral of payments to employees, the postponement of certain nonclinical studies, a hold on non-essential travel and hiring, and the deferral of certain operational contracts. Based on the Company’s expected cash requirements, without obtaining additional funding by the second half of 2023, it will not have enough funds to continue clinical studies. These conditions, including the uncertainty of our ability to successfully resolve our litigation with Cunning (as described below), give rise to substantial doubt as to the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. During the quarter ended March 31, 2023, the Company met its operational funding requirements by closing on the Verdélite SPA, which provided the Company with a gross proceeds of $5,532,266, net of legal costs and advisory fees at closing. In 2023, the Company will continue with the liquidation of EHT's assets, including initiating a search to find a buyer for Avalite Sciences, Inc. ("AVI") and explore additional financing options. However, the Company cannot provide any assurances that such additional funds will be available on reasonable terms, or at all. If the Company raises additional funds by issuing equity securities, dilution to existing stockholders would result. Further, in January 2023, the Company was subject to an unfavorable outcome in a lawsuit with a former employee which resulted in the recognition of an estimated legal contingency of $6,205,310. The Company strongly believes that this case was incorrectly decided as to liability, the amount of compensatory damages, and the appropriateness and amount of punitive damages. The Company intends to vigorously challenge the verdict in the trial court and appeal and pursue reimbursement under its existing insurance policies. However, the outcome of the litigation and the amount recoverable under its existing insurance policies, if any, is inherently uncertain (Note 12). The legal contingency that we recorded in connection with the jury verdict has had a significant negative effect on our business, including our ability to obtain funding. If we are unable to reduce the verdict prior to the rendering of a final judgment by the court or to reach a reasonable settlement with Ms. Cunning, we would be liable to pay substantial damages in excess of our liquid assets. On February 16, 2023, Emerald Health Sciences ("Sciences"), a related party (Note 11) exercised all of its outstanding warrants and agreed to offset the remaining principal balance plus accrued interest outstanding under the Amended and Restated Multi-Draw Credit Agreement (the “Amended Credit Agreement”) by the aggregate exercise price of $282,905 before converting the remaining balance of the Amended Credit Agreement in the amount of $1,597,236 (See Notes 5 & 6). As of March 31, 2023, Sciences has no outstanding warrants or debt with the Company. It is possible that the Company may encounter issues relating to supply chain inefficiencies, a lack of production or laboratory resources, global economic and political conditions, pandemics or cyberattacks that could cause business disruptions and clinical trial delays which will need to be managed in the future. The factors to take into account in going concern judgements and financial projections include travel bans, restrictions, government assistance and potential sources of replacement financing, financial health of service providers and the general economy. The Company does not believe that inflation has had a material impact on its operating results during the periods presented. However, inflation, led by supply chain constraints, federal stimulus funding, increases to household savings, and the sudden macroeconomic shift in activity levels arising from the loosening or removal of many government restrictions and the broader availability of COVID-19 vaccines has had and may continue to have an impact on general and administrative costs such as professional fees, employee costs and travel costs, and may in the future adversely affect the Company's operating results. In addition, increased inflation has had and may continue to have an effect on interest rates. Increased interest rates may adversely affect the terms under which we can obtain, any potential additional funding. Notably, the Company relies on third party manufacturers to produce its product candidates. The manufacturing of SBI-100 OE is conducted in the United States and Europe. Formulation of the eye drop for clinical trials is being conducted in Europe and relies on regulatory-accepted excipients that can be sourced from countries outside the United States. Since the COVID-19 pandemic, global supply chain disruptions have become more common and the Company may encounter future issues related to sourcing materials that are part of the eye drop formulation or manufacturing process, as well as impacting volunteer and/or patient recruitment in Australia for clinical studies. The location of the Phase 1 clinical trial site is in Australia and since the COVID-19 outbreak in that country, multiple cities have experienced health emergency lockdowns which have had a negative impact on the conduct and timelines of the clinical studies. After considering the plans to alleviate substantial doubt, management has concluded that there is substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. The accompanying Condensed Consolidated Financial Statements do not include any adjustments that might result from the outcome of this uncertainty.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Basis of Presentation In the opinion of management, the accompanying Unaudited Interim Condensed Consolidated Financial Statements have been prepared on a consistent basis with the Company’s Audited Consolidated Financial Statements as of and for the year ended December 31, 2022, and include all adjustments, consisting of only normal recurring adjustments, necessary to fairly state the information set forth herein. The Condensed Consolidated Financial Statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) and therefore, omit certain information and footnote disclosures necessary to present the financial statements in accordance with generally accepted accounting principles in the United States (“GAAP”). The results of operations for the three months ended March 31, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or any future periods. The Condensed Consolidated Balance Sheet as of December 31, 2022 was derived from the Company’s audited financial statements as of December 31, 2022, which are included in the Company’s Annual Report on Form 10-K filed with the SEC on March 31, 2023. The Unaudited Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q should be read in conjunction with the Audited Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, which includes a broader discussion of the Company’s business and the risks inherent therein. Certain reclassifications have been made to the amounts in prior periods to conform to the current period’s presentation. Assets Held for Sale On November 10, 2022, the Company completed the Acquisition of EHT in accordance with the Arrangement Agreement. At the time of the Acquisition there were arrangements in place to sell the acquired assets and liabilities that comprised of two of EHT's subsidiaries, Emerald Health Therapeutics Canada, Inc. ("EHTC") and Verdélite Sciences, Inc. ("VDL"). As a result, EHTC and VDL were considered held for sale since the Acquisition and the Company has classified the associated assets of VDL as held for sale on the Condensed Consolidated Balance Sheets and the period costs related to both EHTC and VDL have been presented as wind-down costs in the Consolidated Statements of Operations. EHTC was divested on December 28, 2022 and VDL was divested on February 9, 2023 (see Note 3). Subsequent to March 31, 2023 the Board approved a plan to pursue the sale of the real-estate held by AVI, which is substantially the only asset held by AVI. The asset will be classified as held for sale on the Condensed Consolidated Balance Sheets in subsequent periods until sold. Refer to Note 13 for further information. Assets that meet the held for sale criteria are held for sale and reported at the lower of their carrying value or their fair value, less estimated costs to sell. Changes in fair value are recorded as a gain or loss in the results of operations but not to exceed the original carrying value. Derecognition of Nonfinancial Assets The Company generally accounts for sales of nonfinancial assets that are outside the scope of our ordinary activities under ASC 610-20, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets . Pursuant to ASC 610-20, the Company applies the guidance in ASC 606 to determine if a contract exists, identify the distinct nonfinancial assets, and determine when control transfers and, therefore, when to derecognize the nonfinancial asset. Additionally, the Company applies the measurement principles of ASC 606 to determine the amount of consideration, if any, to include in the calculation of the gain or loss for the sale of the nonfinancial asset. Refer to Note 3 for further information. Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries SKYE Bioscience Australia, EHT, AVI, VDL, EHTC, and Nemus Sub. All intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of the Condensed Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements and the reported amounts of income and expense during the reporting period. Actual results could differ from those estimates. The most significant accounting estimates inherent in the preparation of the Company’s financial statements include estimates and judgements as to the appropriate carrying values of equity instruments, debt with embedded features, estimates related to the Company's estimation of the percentage of completion under its research and development contracts, contingent legal liabilities, fair value of assets acquired in the acquisition, and the valuation of stock based compensation awards, which are not readily apparent from other sources. Risks and Uncertainties The Company’s operations are subject to a number of risks and uncertainties, including but not limited to, changes in the general economy, the size and growth of the potential markets for any of the Company’s product candidates, uncertainties related to the current global environment, including economic factors such as inflation, and risks related to the global supply chain disruptions (Note 1), risks related to operating primarily in a virtual environment, results of research and development activities, uncertainties surrounding regulatory developments in the United States, Canada, the European Union, and Australia and the Company’s ability to attract new funding. As noted above, in January 2023, the Company was subject to an unfavorable outcome in a lawsuit with a former employee which resulted in the recognition of an estimated legal contingency of $6,205,310. The Company intends to vigorously challenge the verdict in the trial court and appeal and pursue reimbursement under its existing insurance policies. However, the outcome of the litigation and the amount recoverable under its existing insurance policies, if any, is inherently uncertain (Note 12). Furthermore, the uncertainty as to the resolution of the litigation could limit our ability to raise new capital from investors to operate our business. Stock-Based Compensation Expense Stock-based compensation expense is estimated at the grant date based on the fair value of the award, and the fair value is recognized as expense ratably over the vesting period with forfeitures accounted for as they occur. Upon the exercise of stock option awards, the Company's policy is to issue new shares of its common stock. The Company uses the Black-Scholes valuation method for estimating the grant date fair value of stock options using the following assumptions: • Volatility - Expected volatility is estimated using the historical stock price performance over the expected term of the award. • Expected term - The expected term is based on a simplified method which defines the life as the weighted average of the contractual term of the options and the vesting period for each award. • Risk-free rate - The risk-free interest rate for the expected term of the option is based on the average market rate on U.S. Treasury securities in effect during the period in which the awards were granted. • Dividends - The dividend yield assumption is based on the Company’s history and expectation of paying no dividends in the foreseeable future. The Company accounts for liability-classified stock option awards (“liability options”) under ASC 718 - Compensation - Stock Compensation (“ASC 718”), under which the Company accounts for its awards containing other conditions as liability classified instruments. Liability options are initially recognized at fair value in stock-compensation expense and subsequently re-measured to their fair values at each reporting date with changes in the fair value recognized in share-based compensation expense or additional paid-in capital upon settlement or cancellation. Loss Per Common Share The Company applies ASC No. 260, Earnings per Share in calculating its basic and diluted loss per common share. Basic loss per common share is computed by dividing net loss available to common stockholders by the weighted-average number of shares of common stock outstanding for the period. Diluted loss per share of common stock is computed by giving effect to all potential common stock equivalents outstanding for the period determined using the treasury stock method. For purposes of this calculation, options to purchase common stock, restricted stock subject to vesting, warrants to purchase common stock and common shares underlying convertible debt instruments are considered to be common stock equivalents. In periods with a reported net loss, such common stock equivalents are excluded from the calculation of diluted net loss per share of common stock if their effect is anti-dilutive. For additional information regarding the loss per share (see Note 9) Government Assistance The Company adopted ASU 2021-10 Government Assistance on January 1, 2022. The Company accounts for the tax rebates received from the Australian Taxation Office ("ATO") under such guidance. The Company accounts for the rebates that it receives under the AusIndustry research and development tax incentive program under the income recognition model of IAS 20. Under this model, when there is reasonable assurance that the rebate will be received, the Company recognizes the income from the tax rebate as an offset to research and development expense during the period which the benefit applies to the research and development costs incurred. The Company did not receive any tax rebates under the AusIndustry incentive program during the three months ended March 31, 2023 and March 31, 2022 related to incentives earned in the prior year. As of March 31, 2023 and December 31, 2022, the Company recognized $356,785 and $179,687, respectively, in other current assets in its Condensed Consolidated Balance Sheets. Commitments and Contingencies The Company follows ASC 440 & ASC 450, subtopic 450-20 to report accounting for contingencies and commitments respectively. Certain conditions may exist as of the date the financial statements are issued, which may result in a loss to the Company, but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or un-asserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or un-asserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potentially material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. Based upon information available at this time, management believes that the current litigation matter related to the Cunning lawsuit will have a material adverse effect on the Company’s consolidated financial position, results of operations and cash flows. Refer to Note 12 - Commitments and Contingencies for additional information. Recent Accounting Pronouncements Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . This ASU amends the guidance on convertible instruments and the derivatives scope exception for contracts in an entity’s own equity and improves and amends the related EPS guidance for both Subtopics. The ASU will be effective for annual reporting periods beginning after December 15, 2023 and interim periods within those annual periods and early adoption is permitted in fiscal periods ending after December 15, 2020. Upon implementation, the Company may use either a modified retrospective or full retrospective method of adoption. The adoption of ASU 2020-06 will likely impact the way the Company calculates its (loss) earnings per share, result in expanded disclosures around convertible instruments and remove the requirement to assess and record beneficial conversion features. The Company currently plans to adopt the provisions of this ASU on the effective date.

Acquisition of Emerald Health T

Acquisition of Emerald Health Therapeutics, Inc.	3 Months Ended
	Mar. 31, 2023
Business Combination and Asset Acquisition [Abstract]
Acquisition of Emerald Health Therapeutics, Inc.	Acquisition of Emerald Health Therapeutics, Inc. On May 11, 2022, the Company entered into the Arrangement Agreement, as amended on June 14, 2022, July 15, 2022 and October 14, 2022 with EHT, pursuant to a plan of arrangement under the Business Corporations Act (British Columbia). The Acquisition was consummated on November 10, 2022 (the "Closing Date"). The primary purpose of the Acquisition was to utilize EHT's remaining cash and cash equivalents and liquidate the primary real estate asset owned by EHT in order to fund the Company's operations. EHT is currently in the final stages of its realization process to wind down all prior operations and liquidate substantially all of its remaining assets, including AVI (Note 13). As of March 31, 2023, the Company has divested both of EHT's former operating entities and are in the process of resolving legacy tax matters with the Canadian tax authorities. In negotiating the Exchange Ratio, the Company performed a review of EHT's assets and the costs expected to wind down operations. The remaining wind-down costs consist primarily of legal fees related to divesting of EHT’s assets and post-closing general corporate matters, other professional fees for accounting and tax, tax payments, insurance, contract termination costs and operational costs through the cease operations date at each site. As of March 31, 2023, the Company estimates that EHT will incur an additional $307,000 in wind-down costs. However, there are inherent risks and uncertainties around the ultimate liquidation value of EHT. Divestiture of Verdélite On November 10, 2022, EHT and C3, a third-party, entered into the Verdélite SPA, as amended, effective November 8, 2022, pursuant to which C3 would acquire all of the outstanding shares of VDL, the holder of EHT's most significant real estate asset. Upon closing the transactions contemplated by the Verdélite SPA on February 9, 2023, the Company sold all of the outstanding shares of VDL for an aggregate purchase price of approximately $9,385,064 . Prior to closing the Acquisition EHT received a $553,800 cash deposit. Upon closing, the Company received gross proceeds, net of legal and advisory fees of $5,532,266. The remainder of the purchase price will be paid as follows: (i) $369,200 will be payable in five ( 5 ) equal monthly installments payable on the last day of each month beginning on December 31, 2023 and ending April 30, 2024, with interest in accordance with the terms of the Verdélite SPA and (ii) $2,769,000 will be payable in three (3) equal installments on each of the 18-month , 30-month , and 42-month anniversaries of the VDL Closing Date, with interest in accordance with the terms of the Verdélite SPA. The Company recognized the sale of VDL when control transferred on February 9, 2023. In accordance with recognition guidance, the Company has determined to fully reserve for the remaining receivables and will record a gain on the sale when additional cash payments are received. For the three months ended March 31, 2023, the Company has recorded a loss on sale of $307,086 based on the difference between the carrying amount of the assets sold and the net cash proceeds.

Other Current Assets and Liabil

Other Current Assets and Liabilities	3 Months Ended
	Mar. 31, 2023
Other Assets And Liabilities, Current [Abstract]
Other Current Assets and Liabilities	Other Current Assets and Liabilities Other current assets consist of the following: As of March 31, 2023 As of December 31, 2022 AUS Industry tax rebate $ 356,785 $ 179,687 Other tax receivables 130,746 — Short-term deposits 282,740 146,803 Total other current assets 49,741 155,098 $ 820,012 $ 481,588 Other current liabilities consist of the following: As of March 31, 2023 As of December 31, 2022 Research and development costs $ 72,922 $ 40,597 Legal expense 206,711 227,350 Insurance loan payable — 55,451 Deposit - Verdelite SPA — 553,800 Acquisition related contingent liability 134,896 134,896 Total other accrued liabilities 386,599 410,351 $ 801,128 $ 1,422,445

Warrants and Derivative Liabili

Warrants and Derivative Liabilities	3 Months Ended
	Mar. 31, 2023
Warrants and Rights Note Disclosure [Abstract]
Warrants and Derivative Liabilities	Warrants and Derivative LiabilitiesThere are significant judgements and estimates inherent in the determination of the fair value of the Company’s warrants. These judgements and estimates include assumptions regarding the Company’s future operating performance and the determination of the appropriate valuation methods. If the Company had made different assumptions, the fair value of the warrants could have been significantly different (Note 2). Warrants Warrants vested and outstanding as of March 31, 2023 are summarized as follows: Source Exercise Term Number of Pre 2015 Common Stock Warrants $ 1.00 10 1,110,000 2015 Common Stock Warrants 5.00 10 100,000 2016 Common Stock Warrants to Service Providers 1.15 10 40,000 2019 Common Stock Warrants 0.35 5 8,000,000 2020 Common Stock Warrants to Placement Agent 0.08 5 8,166,667 2021 Inducement Warrants 0.15 5 21,166,667 2021 Inducement Warrants to Placement Agent 0.19 5 1,481,667 2021 Common Stock Warrants 0.09 5 77,777,779 2021 Common Stock Warrants to Placement Agent 0.11 5 5,444,445 2022 Common Stock Warrants to Service Provider 0.04 2 2,000,000 November 2019 EHT Common Stock Warrants 0.29 5 8,552,630 November 2019 EHT Common Stock Warrants 0.15 5 945,750 December 2019 EHT Common Stock Warrants 0.15 5 20,172,409 February 2020 EHT Common Stock Warrants 0.10 3 22,135,132 Total warrants outstanding as of March 31, 2023 177,093,146 As of March 31, 2023, all of the Company's warrants are fully vested with the exception of the "2022 Common Stock Warrants to Service Provider." February 2023 Sciences Warrant Exercises Effective February 16, 2023, Company and Emerald entered into a Master Transaction Agreement (the "MTA"). Under the MTA, Emerald agreed to exercise 16,641,486 common stock warrants at $0.017 per share (the "MTA Warrants"). Under the MTA, the parties agreed that the aggregate proceeds from the exercise of the MTA Warrants of $282,905 was to be paid through a reduction of the Amended Credit Agreement owed by the Company to Sciences (Note 6). On February 22, 2023, the Company issued 16,641,486 shares of common stock to Emerald in connection with the exercise of the MTA Warrants (Note 5). Derivative Liability During the three months ended March 31, 2023, the warrant shares underlying the Emerald Financing - warrant liability expired unexercised and the decrease in fair value during the three months ended March 31, 2023 was nominal. The following table summarize the activity of the derivative liability for the period indicated: Three Months Ended March 31, 2022 December 31, 2021 Fair Value of Derivative Liability Fair Change in Reclassification March 31, 2022 Fair Value of Derivative Liability Emerald Financing - warrant liability $ 59,732 $ — $ (43,655) $ — $ 16,077 Total derivative liability $ 59,732 $ — $ (43,655) $ — $ 16,077 Emerald Financing Warrant Liability The Emerald Financing Warrants were issued during 2018 in connection with the Emerald Financing, and originally contained a price protection feature. In connection with the August 2020 Financing, the exercise price was permanently set to $0.10. The warrants contain a contingent put option if the Company undergoes a subsequent financing that results in a change in control. The warrant holders also have the right to participate in certain subsequent financing transactions on an as-if converted basis. The Company reviewed the warrants for liability or equity classification under the guidance of ASC 480-10, Distinguishing Liabilities from Equity , and concluded that the warrants should be classified as a liability and re-measured to fair value at the end of each reporting period. The Company also reviewed the warrants under ASC 815, Derivatives and Hedging/Contracts in Entity’s Own Equity , and determined that the warrants also meet the definition of a derivative. The warrant liability is valued at the balance sheet dates using the following assumptions: December 31, Dividend yield — % Volatility factor 140.83 % Risk-free interest rate 4.21 % Expected term (years) 0.13 Underlying common stock price $ 0.02

Debt

Debt	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Debt	Debt Multi-Draw Credit Agreement- Related Party On October 5, 2018, the Company entered into the Credit Agreement with Sciences, a related party (Note 11). Between April 29, 2020 and March 29, 2021, the Company and Sciences entered into a series of Amendments until the disbursement line was closed on September 15, 2021. The amendments were considered a modifications for accounting purposes. Advances under the Amended Credit Agreement were unsecured, and accrued interest at an annual rate of 7%. The maturity date of the Amended Credit Agreement was extended to the earlier of (a) five business days after the closing of the sale of VDL (b) February 28, 2023 or (c) the Termination Date (as such term is defined in the Amended Credit Agreement). The terms of the Amended Credit Agreement provided that convertible advances and unpaid interest may be converted into common stock at the applicable fixed conversion price of the underlying advance, subject to customary adjustments for stock splits, stock dividends, recapitalizations, etc. Effective February 16, 2023, upon entering the MTA, the remaining principal balance plus accrued interest was offset by the aggregate exercise price of $282,905 from the exercise of the MTA Warrants (Note 5) and the Company induced conversion by reducing the conversion price of the Amended Credit Agreement from $0.40 to $0.0386. The remaining balance of $1,597,236 was converted into 41,379,164 shares of common stock of the Company. In connection with the induced conversion, the Company recorded a debt conversion inducement expense of $1,383,285 equal to the fair value of the incremental shares issued upon conversion. Following the issuance of shares described above, the Amended Credit Agreement was terminated in its entirety per the terms of the MTA. Additionally, under the MTA, Sciences agreed to use its best efforts to transfer all of the common stock of the Company held by Sciences to its shareholders on a pro-rata basis at or immediately prior to the Company's listing to a nationally recognized stock exchange, subject to compliance with applicable securities laws. Insurance premium loan payable On February 28, 2023, the Company entered into an annual financing arrangement for a portion of its Directors and Officers Insurance Policy (the “D&O Insurance”) with First Insurance Funding in an amount of $203,884. The loan is payable in equal monthly installments of $22,654, matures on October 28, 2023 and bears interest at a rate 4.24% per annum. As of March 31, 2023, a total of $169,903 and $158,576, remains financed in prepaid expenses and insurance premium loan payable, respectively. Interest Expense The Company’s interest expense consists of the following: Three Months Ended 2023 2022 Related party interest expense – stated rate $ 15,952 $ 43,128 Insurance premium loan payable - stated rate 1,441 1,069 Other interest expense 1,006 — Non-cash interest expense: Amortization of debt discount — 154,406 Amortization of transaction costs — 430 $ 18,399 $ 199,033

Stockholders' Equity and Capita

Stockholders' Equity and Capitalization	3 Months Ended
	Mar. 31, 2023
Equity [Abstract]
Stockholders' Equity and Capitalization	Stockholders’ Equity and Capitalization Warrant Exercises During the three months ended March 31, 2023, 16,641,486 of the outstanding stock warrants held by Sciences in conjunction with the MTA, with an intrinsic value of $332,830 were exercised in exchange for 16,641,486 shares of common stock for gross proceeds of $282,905 (Note 5). Induced Conversion of Amended Credit Agreement

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]
Stock-Based Compensation	Stock-Based Compensation Stock Incentive Plan On October 31, 2014, the Board of Directors approved the Company’s 2014 Omnibus Incentive Plan (the “2014 Plan”). On June 14, 2022, in connection with the Acquisition, the Board approved the 2014 Amended and Restated Omnibus Incentive Plan (the “2014 Amended and Restated Plan”) which replaced the 2014 Plan in its entirety. The 2014 Amended and Restated Plan, among other things, fixed the number of shares that can be issued under the plan to 91,219,570, provided that each January 1 beginning in 2023 and ending on (and including) January 1, 2032 the number of shares will increase by 5% of the outstanding shares of Common Stock as of the prior December 31, unless the Board of Directors of the Company decides to a lesser increase. On September 30, 2022, the Amended and Restated 2014 Plan was approved by the shareholders. The 2014 Amended and Restated Plan authorizes the issuance of awards including stock options, stock appreciation rights, restricted stock, stock units and performance units to employees, directors, and consultants of the Company. As of March 31, 2023, the Company had 87,013,017 shares available for future grant under the 2014 Plan. Stock Options The following is a summary of option activities under the Company’s 2014 Plan for the three months ended March 31, 2023: Number of Weighted Weighted Aggregate Intrinsic Value* Outstanding, December 31, 2022 42,995,062 $ 0.18 7.14 $ — Granted 5,100,000 0.02 — Exercised — — Cancelled (1,517,020) 0.60 Forfeited (2,644,792) 0.17 Outstanding, March 31, 2023 43,933,250 $ 0.15 3.63 $ — Exercisable, March 31, 2023 25,699,417 $ 0.23 3.28 $ — *The aggregate intrinsic value is the sum of the amounts by which the quoted market price of the Company’s stock exceeded the exercise price of the stock options at March 31, 2023 for those stock options for which the quoted market price was in excess of the exercise price ("in-the-money options"). The weighted-average grant-date fair value of stock options granted during the three months ended March 31, 2023, was $0.02. The fair value of the Company's stock option grants were estimated on the date of grant using the Black-Scholes option-pricing model under the following assumptions: Three Months Ended Dividend yield — % Volatility factor 123.3 - 127.0% Risk-free interest rate 3.86 - 3.99% Expected term (years) 5.27 - 6.08 Restricted Stock Units On December 14, 2021, the Company granted restricted stock units (“RSUs”) to its executive management team. The RSUs cliff vest 33% per year on the anniversary of the grant date over a three year period. As of March 31, 2023, 2,666,667 RSUs with a weighted average grant date fair value of $0.06 per share remain unvested. Stock-Based Compensation Expense The Company recognizes stock-based compensation expense using the straight-line method over the requisite service period. The Company recognized stock-based compensation expense, including compensation expense for warrants with vesting provisions issued to a service provider (Note 5), and the RSUs discussed above, in its Condensed Consolidated Statements of Operations as follows: Three Months Ended 2023 2022 Research and development $ 44,468 $ 18,585 General and administrative 87,111 118,773 $ 131,579 $ 137,358

Loss Per Share of Common Stock

Loss Per Share of Common Stock	3 Months Ended
	Mar. 31, 2023
Earnings Per Share [Abstract]
Loss Per Share of Common Stock	Loss Per Share of Common Stock The following tables are a reconciliation of the numerators and denominators used in the calculation of basic and diluted net loss per share computations: Three Months Ended 2023 2022 Basic EPS and diluted EPS: Loss (Numerator) Net loss $ (5,167,520) $ (3,043,399) Shares (Denominator) Weighted average common shares outstanding 941,894,609 495,823,445 Per-Share Amount $ (0.01) $ (0.01) The following outstanding shares of common stock equivalents were excluded from the computation of diluted net loss per share of common stock for the periods presented because including them would have been anti-dilutive: Three Months Ended 2023 2022 Stock options 43,933,250 34,365,000 Common shares underlying convertible debt — 5,124,384 Warrants 177,093,146 134,187,225 Unvested restricted stock units 2,666,667 4,000,000

Significant Contracts - Univers

Significant Contracts - University of Mississippi	3 Months Ended
	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Significant Contracts - University of Mississippi	Significant Contracts - University of Mississippi UM 5050 and UM 8930 License Agreements In July 2018, the Company renewed its ocular licenses for UM 5050 and UM 8930. On May 24, 2019, the ocular delivery licenses were replaced by “all fields of use” licenses for both UM 5050 and UM 8930 (collectively, the “License Agreements”). Pursuant to the License Agreements, UM granted the Company an exclusive, perpetual license, including, with the prior written consent of UM, not to be unreasonably withheld, the right to sublicense, the intellectual property related to UM 5050 and UM 8930 for all fields of use. The License Agreements contain certain milestone payments, royalty and sublicensing fees payable by the Company, as defined therein. Each License Agreement provides for an annual maintenance fee of $75,000 payable on the anniversary of the effective date. The Company made upfront payments for UM 5050 and UM 8930 of $100,000 and $200,000, respectively. In addition, in March 2020, the Company was notified by the United States Patent and Trademark Office that a notice of allowance was issued for the proprietary molecule under the UM 8930 License Agreement. As a result, the Company paid UM a fee of $200,000. The milestone payments payable for each license are as follows: i) $100,000 paid within 30 days following the submission of the first Investigational New Drug (“IND”) application to the Food and Drug Administration or an equivalent application to a regulatory agency anywhere in the world, for a product; ii) $200,000 paid within 30 days following the first submission of a New Drug Application (“NDA”), or an equivalent application to a regulatory agency anywhere in the world, for each product that is administered in a different route of administration from that of the earlier submitted product(s); and iii) $400,000 paid within 30 days following the approval of an NDA, or an equivalent application to a regulatory agency anywhere in the world, for each product that is administered in a different route of administration from that of the early approved product(s). The royalty percentage due on net sales under each License Agreement is in the mid-single digits. The Company must also pay to UM a portion of all licensing fees received from any sublicensees, subject to a minimum royalty on net sales, and the Company is required to reimburse patent costs incurred by UM related to the licensed products. The royalty obligations apply by country and by licensed product, and end upon the later of the date that no valid claim of a licensed patent covers a licensed product in a given country, or ten years after the first commercial sale of such licensed product in such country. Each License Agreement continues, unless terminated, until the later of the expiration of the last to expire of the patents or patent applications within the licensed technology, and the expiration of the Company’s payment obligations under such License Agreement. UM may terminate each License Agreement, by giving written notice of termination, upon the Company’s material breach of such License Agreement, including failure to make payments or satisfy covenants, representations or warranties without cure, noncompliance, a bankruptcy event, the Company’s dissolution or cessation of operations, the Company’s failure to make reasonable efforts to commercialize at least one product or failure to keep at least one product on the market after the first commercial sale for a continuous period of one year, other than for reasons outside the Company’s control, or the Company’s failure to meet certain pre-established development milestones. The Company may terminate each License Agreement upon 60 days’ written notice to UM. As of March 31, 2023, the Company has paid the fee due for the notice of patent allowance for the proprietary molecule under the UM 8930 License Agreement. In July 2022, the Company met milestone i) above under its UM 5050 license agreement upon submission of our application for authorization to conduct the Company's Phase 1 trial of SBI-100 OE to the Therapeutic Goods Administration in Australia. As of March 31, 2023, none of the other milestones under these license agreements have been met.

Related Party Matters

Related Party Matters	3 Months Ended
	Mar. 31, 2023
Related Party Transactions [Abstract]
Related Party Matters	Related Party Matters Emerald Health Sciences In January 2018, the Company entered into a securities purchase agreement with Sciences pursuant to which Sciences purchased a majority of the equity interest in the Company, resulting in a change in control (the "Emerald Financing"). While Sciences no longer maintains a controlling interest in the Company, it holds a significant equity interest of 17.4%. As of March 31, 2023, the Amended Credit Agreement has been extinguished and all of the warrants held by Sciences were exercised pursuant to the MTA (Notes 5 & 6). On May 18, 2022, Jim Heppell resigned from the Company's Board of Directors and concurrently entered into a consulting agreement with the Company pursuant to which Mr. Heppell provided services mutually agreed upon with the Company. The consulting agreement had an initial minimum term of one-year. Under the consulting agreement, Mr. Heppell was entitled to a monthly fee of $6,300, which was increased to $16,600 per month upon the closing of the Acquisition. The consulting agreement provided Mr. Heppell with a termination payment of $74,700 on March 1, 2023, equal to the monthly fees through the then-remaining term of the agreement if Mr. Heppell’s engagement was terminated by the Company without cause. In addition, Mr. Heppell was awarded 4,000,000 stock options which are subject to certain performance and other conditions. On February 9, 2023, the Company provided notice and terminated the consulting agreement with Mr. Heppell effective March 11, 2023. During the three months ended March 31, 2023, the first tranche of stock options issued to Mr. Heppell were cancelled, unexercised, and the second tranche of stock options were cancelled upon the closing of the Verdélite SPA. The Company accounted for the consulting contract as an in-substance severance arrangement. During the three months ended March 31, 2023 no severance expense was recognized. As of March 31, 2023, the Company no longer has any obligations or business relationship with Mr. Heppell. Effective March 10, 2023, Mr. Heppell was removed from the Board of Sciences and no longer serves as Sciences CEO. VivaCell Biotechnology España, S.L.U (formerly known as Emerald Health Biotechnology España, S.L.U.) In January 2021 and April 2021, the Company entered into two separate Collaborative Research Agreements pursuant to a Master Services Agreement with VivaCell Biotechnology España, S.L.U ("VivaCell"), a research and development entity with substantial expertise in cannabinoid science and a subsidiary of Emerald Health Research, Inc., which is 100%-owned by Sciences. Under the Collaborative Research Agreements, VivaCell will provide research and development services pursuant to agreed-upon project plans for the research and development of SBI-200 and the preclinical development services for novel derivatives. The term of each agreement is initially for a one-year period. The agreements will terminate upon delivery and acceptance of the final deliverables under the project plans or if either party is in breach of the terms of the contract and such breach remains uncured for 45 days. Payment for services are based on the negotiated amounts for the completion of agreed upon objectives as provided in the Collaborative Research Agreements. For the three months ended March 31, 2023 and 2022, the Company incurred $0 and $39,018, respectively, in expenses under the Collaborative Research Agreements. As of December 31, 2022, the Company recognized prepaid asset in the amount of $8,056. On October 11, 2021, the Company entered into an Exclusive Sponsored Research Agreement (the “ESRA”) with VivaCell to fund certain research and development programs which are of mutual interest to both the Company and VivaCell. The Company will have the right to use all data, products, and information, including intellectual property, which are generated in the performance of the research under each and all projects funded by the Company pursuant to the ESRA. VivaCell assigns and agrees to assign to the Company all rights to any intellectual property created or reduced-to-practice under or as a part of a project funded by the Company pursuant to the ESRA. The Company has agreed to pay to VivaCell a royalty based on any and all licensing revenue or other consideration paid to the Company by a third-party licensee, assignee or purchaser of intellectual property rights created under the ESRA. In addition, upon a change of control transaction, the Company has agreed to pay an amount equal to the royalty percentage multiplied by the fair value of the intellectual property created under the ESRA. Pursuant to the ESRA, VivaCell will provide a budget to be approved by the Company for each project and the Company will make payments in accordance with the approved budget and pay an annual retainer to VivaCell of $200,000 per year. For the three months ended March 31, 2023 and 2022, the Company incurred $50,000 and $50,000, respectively, in research and development expenses related to the retainer under the ESRA. As of March 31, 2023, and December 31, 2022, the Company has recognized $50,000 and $50,000 in accounts payable - related parties, respectively, related to the retainer under the ESRA. The initial term of the agreement is one-year, with automatic renewal for successive one-year terms unless either party terminates upon 60 days' prior written notice to the other party pursuant to the ESRA. On March 1, 2022, the Company entered into a research project with VivaCell under the ESRA Agreement for the development of a screening platform for anteroposterior ocular diseases. The project budget is $190,500. For the three months ended March 31, 2023 and 2022, the Company incurred $28,200 and $0 respectively of research and development expenses under the ESRA. As of March 31, 2023 and December 31, 2022, the Company recognized $0 and $7,835, in other current liabilities, $36,034 and $47,001 , in accounts payable- related parties under this agreement. Management Conflicts Until the date of the Acquisition, the Company's CEO, Punit Dhillon, was a board member of the Company and EHT (Note 3). On February 28, 2022, the Company entered into a standard consulting agreement with the CEO's brother. Compensation under the agreement is for a rate of approximately $73 per hour. The consulting agreement may be terminated by either party upon providing 15 days of advance notice. For the three months ended March 31, 2023 and 2022, the Company incurred $20,683 and $0, in consulting expenses in general and administrative expenses under this agreement. As of March 31, 2023 and December 31, 2022, the Company recognized $0 and $12,511, in other current liabilities and $7,236 and $0 in prepaid asset-related to this consulting agreement.

Commitment and Contingencies

Commitment and Contingencies	3 Months Ended
	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Office Lease The Company leases office space for its corporate headquarters, located at 11250 El Camino Real, Suite 100 San Diego, California 92130. The lease is effective from September 1, 2021 through October 31, 2023 and contains a renewal option for a two-year extension after the current expiration date. The Company does not expect to exercise the renewal option, and has therefore excluded the option from the calculation of the right of use asset and lease liability. The lease provides for two months of rent abatement and the initial monthly rent is $8,067 per month with annual increases of 3% commencing on November 1, 2022. The lease includes non-lease components (i.e., property management costs) that are paid separately from rent, based on actual costs incurred, and therefore were not included in the right-of-use asset and lease liability but are reflected as an expense in the period incurred. In calculating the present value of the lease payments, the Company has elected to utilize its incremental borrowing rate based on the lease term. For the three months ended March 31, 2023 and 2022 lease expense comprised of $23,159 and $22,675, respectively in lease cost from the Company's non-cancellable operating lease. The remaining lease term and discount rate related to the operating lease are presented in the following table: March 31, 2023 Weighted-average remaining term – operating lease (in years) 0.58 Weighted-average discount rate – operating lease 12 % Future minimum lease payments as of March 31, 2023 are presented in the following table: Year: 2022 $ — 2023 83,577 Total future minimum lease payments: 83,577 Less imputed interest (2,259) Total $ 81,318 Reported as: Operating lease liability $ 81,318 Operating lease liability, net of current portion — Total lease liability $ 81,318 General Litigation and Disputes From time to time, in the normal course of operations, the Company may be a party to litigation and other dispute matters and claims. Litigation can be expensive and disruptive to normal business operations. Moreover, the results of complex legal proceedings are difficult to predict. An unfavorable outcome to any legal matter, if material, could have a materially adverse effect on the Company’s operations or financial position, liquidity or results of operations. Wendy Cunning vs Skye Bioscience, Inc. The Company is a party to a legal proceeding with a former employee alleging, among other things, wrongful termination, violation of whistleblower protections under the Sarbanes-Oxley Act of 2002 and retaliation under California law against the Company relating to certain actions and events that occurred with the Company's former management during the employee's employment term from March 2018 to July 2019. The case, entitled Wendy Cunning vs Skye Bioscience, Inc., was filed in U.S. District Court (the "District Court") for the Central District of California (the “Cunning Lawsuit”). On January 18, 2023, a jury rendered a verdict in favor of Ms. Cunning and awarded her $512,500 in economic damages (e.g., lost earnings, future earnings and interest), $840,960 in non-economic damages (e.g., emotional distress) and $3,500,000 in punitive damages. The plaintiff's counsel has also filed a motion for attorney fees claiming fees of $1,351,850 and a multiplier of 1.5, for a total of $2,027,775. In March of 2023, the Company filed post-trial motions with the District Court seeking judgment as a matter of law, new trial, and/or a reduction of the judgment. The District Court has taken these motions, along with Ms. Cunning’s Motion for Attorneys Fees, under submission. Additionally, in March of 2023, the Company appealed the judgement in the action. The Court of Appeals has set a mediation conference for May 22, 2023, and has ordered the remainder of the appeal to be kept in abeyance pending resolution of the Company’s post-trial motions by the District Court. The Company strongly believes that this case was incorrectly decided as to liability, the amount of compensatory damages, and the appropriateness and amount of punitive damages. The Company intends to challenge the verdict in the trial court and appeal and pursue reimbursement under its existing insurance policies, but given the jury verdict, we have determined that a loss is probable and accordingly have recorded a legal contingency expense and a current balance sheet liability for the total amount of the jury verdict. The Company has recorded an aggregate estimate for the legal contingency of $6,205,310 based on the outcome Management assessed to be the best estimate that is reasonably possible to occur. Dependent on the appeal, it is reasonably possible that the legal contingency booked could materially change after the issuance of these financials. EHT Class Action Lawsuit

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2023
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events Sale of AVI On April 10, 2023, the Board approved a plan to sell AVI to bridge the liquidity needs of the Company. AVI was listed for sale in May 2023 and expects that the facility will be disposed of by either share transfer or asset sale by the end of the year. However, there are inherent uncertainties around the timing and realizable value of the disposal due to various market factors. Termination of ESRA with VivaCell

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation In the opinion of management, the accompanying Unaudited Interim Condensed Consolidated Financial Statements have been prepared on a consistent basis with the Company’s Audited Consolidated Financial Statements as of and for the year ended December 31, 2022, and include all adjustments, consisting of only normal recurring adjustments, necessary to fairly state the information set forth herein. The Condensed Consolidated Financial Statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) and therefore, omit certain information and footnote disclosures necessary to present the financial statements in accordance with generally accepted accounting principles in the United States (“GAAP”). The results of operations for the three months ended March 31, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or any future periods. The Condensed Consolidated Balance Sheet as of December 31, 2022 was derived from the Company’s audited financial statements as of December 31, 2022, which are included in the Company’s Annual Report on Form 10-K filed with the SEC on March 31, 2023. The Unaudited Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q should be read in conjunction with the Audited Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, which includes a broader discussion of the Company’s business and the risks inherent therein. Certain reclassifications have been made to the amounts in prior periods to conform to the current period’s presentation. Assets Held for Sale On November 10, 2022, the Company completed the Acquisition of EHT in accordance with the Arrangement Agreement. At the time of the Acquisition there were arrangements in place to sell the acquired assets and liabilities that comprised of two of EHT's subsidiaries, Emerald Health Therapeutics Canada, Inc. ("EHTC") and Verdélite Sciences, Inc. ("VDL"). As a result, EHTC and VDL were considered held for sale since the Acquisition and the Company has classified the associated assets of VDL as held for sale on the Condensed Consolidated Balance Sheets and the period costs related to both EHTC and VDL have been presented as wind-down costs in the Consolidated Statements of Operations. EHTC was divested on December 28, 2022 and VDL was divested on February 9, 2023 (see Note 3). Subsequent to March 31, 2023 the Board approved a plan to pursue the sale of the real-estate held by AVI, which is substantially the only asset held by AVI. The asset will be classified as held for sale on the Condensed Consolidated Balance Sheets in subsequent periods until sold. Refer to Note 13 for further information. Assets that meet the held for sale criteria are held for sale and reported at the lower of their carrying value or their fair value, less estimated costs to sell. Changes in fair value are recorded as a gain or loss in the results of operations but not to exceed the original carrying value. Derecognition of Nonfinancial Assets The Company generally accounts for sales of nonfinancial assets that are outside the scope of our ordinary activities under ASC 610-20, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets
Principles of Consolidation	Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries SKYE Bioscience Australia, EHT, AVI, VDL, EHTC, and Nemus Sub. All intercompany accounts and transactions have been eliminated in consolidation.
Use of Estimates	Use of Estimates The preparation of the Condensed Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements and the reported amounts of income and expense during the reporting period. Actual results could differ from those estimates. The most significant accounting estimates inherent in the preparation of the Company’s financial statements include estimates and judgements as to the appropriate carrying values of equity instruments, debt with embedded features, estimates related to the Company's estimation of the percentage of completion under its research and development contracts, contingent legal liabilities, fair value of assets acquired in the acquisition, and the valuation of stock based compensation awards, which are not readily apparent from other sources.
Risks and Uncertainties	Risks and Uncertainties The Company’s operations are subject to a number of risks and uncertainties, including but not limited to, changes in the general economy, the size and growth of the potential markets for any of the Company’s product candidates, uncertainties related to the current global environment, including economic factors such as inflation, and risks related to the global supply chain disruptions (Note 1), risks related to operating primarily in a virtual environment, results of research and development activities, uncertainties surrounding regulatory developments in the United States, Canada, the European Union, and Australia and the Company’s ability to attract new funding.
Stock-Based Compensation Expense	Stock-Based Compensation Expense Stock-based compensation expense is estimated at the grant date based on the fair value of the award, and the fair value is recognized as expense ratably over the vesting period with forfeitures accounted for as they occur. Upon the exercise of stock option awards, the Company's policy is to issue new shares of its common stock. The Company uses the Black-Scholes valuation method for estimating the grant date fair value of stock options using the following assumptions: • Volatility - Expected volatility is estimated using the historical stock price performance over the expected term of the award. • Expected term - The expected term is based on a simplified method which defines the life as the weighted average of the contractual term of the options and the vesting period for each award. • Risk-free rate - The risk-free interest rate for the expected term of the option is based on the average market rate on U.S. Treasury securities in effect during the period in which the awards were granted. • Dividends - The dividend yield assumption is based on the Company’s history and expectation of paying no dividends in the foreseeable future. The Company accounts for liability-classified stock option awards (“liability options”) under ASC 718 - Compensation - Stock Compensation
Loss Per Common Share	Loss Per Common Share The Company applies ASC No. 260, Earnings per Share
Government Assistance	Government Assistance The Company adopted ASU 2021-10 Government Assistance
Commitments and Contingencies	Commitments and Contingencies The Company follows ASC 440 & ASC 450, subtopic 450-20 to report accounting for contingencies and commitments respectively. Certain conditions may exist as of the date the financial statements are issued, which may result in a loss to the Company, but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or un-asserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or un-asserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein.
Recent Accounting Pronouncements Not Yet Adopted	Recent Accounting Pronouncements Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . This ASU amends the guidance on convertible instruments and the derivatives scope exception for contracts in an entity’s own equity and improves and amends the related EPS guidance for both Subtopics. The ASU will be effective for annual reporting periods beginning after December 15, 2023 and interim periods within those annual periods and early adoption is permitted in fiscal periods ending after December 15, 2020. Upon implementation, the Company may use either a modified retrospective or full retrospective method of adoption. The adoption of ASU 2020-06 will likely impact the way the Company calculates its (loss) earnings per share, result in expanded disclosures around convertible instruments and remove the requirement to assess and record beneficial conversion features. The Company currently plans to adopt the provisions of this ASU on the effective date.

Other Current Assets and Liab_2

Other Current Assets and Liabilities (Tables)	3 Months Ended
	Mar. 31, 2023
Other Assets And Liabilities, Current [Abstract]
Schedule of other current assets	Other current assets consist of the following: As of March 31, 2023 As of December 31, 2022 AUS Industry tax rebate $ 356,785 $ 179,687 Other tax receivables 130,746 — Short-term deposits 282,740 146,803 Total other current assets 49,741 155,098 $ 820,012 $ 481,588
Schedule of other current liabilities	Other current liabilities consist of the following: As of March 31, 2023 As of December 31, 2022 Research and development costs $ 72,922 $ 40,597 Legal expense 206,711 227,350 Insurance loan payable — 55,451 Deposit - Verdelite SPA — 553,800 Acquisition related contingent liability 134,896 134,896 Total other accrued liabilities 386,599 410,351 $ 801,128 $ 1,422,445

Warrants and Derivative Liabi_2

Warrants and Derivative Liabilities (Tables)	3 Months Ended
	Mar. 31, 2023
Warrants and Rights Note Disclosure [Abstract]
Schedule of warrants vested and outstanding	Warrants vested and outstanding as of March 31, 2023 are summarized as follows: Source Exercise Term Number of Pre 2015 Common Stock Warrants $ 1.00 10 1,110,000 2015 Common Stock Warrants 5.00 10 100,000 2016 Common Stock Warrants to Service Providers 1.15 10 40,000 2019 Common Stock Warrants 0.35 5 8,000,000 2020 Common Stock Warrants to Placement Agent 0.08 5 8,166,667 2021 Inducement Warrants 0.15 5 21,166,667 2021 Inducement Warrants to Placement Agent 0.19 5 1,481,667 2021 Common Stock Warrants 0.09 5 77,777,779 2021 Common Stock Warrants to Placement Agent 0.11 5 5,444,445 2022 Common Stock Warrants to Service Provider 0.04 2 2,000,000 November 2019 EHT Common Stock Warrants 0.29 5 8,552,630 November 2019 EHT Common Stock Warrants 0.15 5 945,750 December 2019 EHT Common Stock Warrants 0.15 5 20,172,409 February 2020 EHT Common Stock Warrants 0.10 3 22,135,132 Total warrants outstanding as of March 31, 2023 177,093,146
Schedule of the activity of derivative liabilities	The following table summarize the activity of the derivative liability for the period indicated: Three Months Ended March 31, 2022 December 31, 2021 Fair Value of Derivative Liability Fair Change in Reclassification March 31, 2022 Fair Value of Derivative Liability Emerald Financing - warrant liability $ 59,732 $ — $ (43,655) $ — $ 16,077 Total derivative liability $ 59,732 $ — $ (43,655) $ — $ 16,077
Schedule of input and valuation technique used to value warrant liabilities	The warrant liability is valued at the balance sheet dates using the following assumptions: December 31, Dividend yield — % Volatility factor 140.83 % Risk-free interest rate 4.21 % Expected term (years) 0.13 Underlying common stock price $ 0.02

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Schedule of interest expense	The Company’s interest expense consists of the following: Three Months Ended 2023 2022 Related party interest expense – stated rate $ 15,952 $ 43,128 Insurance premium loan payable - stated rate 1,441 1,069 Other interest expense 1,006 — Non-cash interest expense: Amortization of debt discount — 154,406 Amortization of transaction costs — 430 $ 18,399 $ 199,033

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]
Schedule of stock option activity	The following is a summary of option activities under the Company’s 2014 Plan for the three months ended March 31, 2023: Number of Weighted Weighted Aggregate Intrinsic Value* Outstanding, December 31, 2022 42,995,062 $ 0.18 7.14 $ — Granted 5,100,000 0.02 — Exercised — — Cancelled (1,517,020) 0.60 Forfeited (2,644,792) 0.17 Outstanding, March 31, 2023 43,933,250 $ 0.15 3.63 $ — Exercisable, March 31, 2023 25,699,417 $ 0.23 3.28 $ — *The aggregate intrinsic value is the sum of the amounts by which the quoted market price of the Company’s stock exceeded the exercise price of the stock options at March 31, 2023 for those stock options for which the quoted market price was in excess of the exercise price ("in-the-money options").
Schedule of fair value assumptions of stock option granted	The fair value of the Company's stock option grants were estimated on the date of grant using the Black-Scholes option-pricing model under the following assumptions: Three Months Ended Dividend yield — % Volatility factor 123.3 - 127.0% Risk-free interest rate 3.86 - 3.99% Expected term (years) 5.27 - 6.08
Schedule of stock-based compensation expense	The Company recognized stock-based compensation expense, including compensation expense for warrants with vesting provisions issued to a service provider (Note 5), and the RSUs discussed above, in its Condensed Consolidated Statements of Operations as follows: Three Months Ended 2023 2022 Research and development $ 44,468 $ 18,585 General and administrative 87,111 118,773 $ 131,579 $ 137,358

Loss Per Share of Common Stock

Loss Per Share of Common Stock (Tables)	3 Months Ended
	Mar. 31, 2023
Earnings Per Share [Abstract]
Schedule of earnings per share, basic and diluted	The following tables are a reconciliation of the numerators and denominators used in the calculation of basic and diluted net loss per share computations: Three Months Ended 2023 2022 Basic EPS and diluted EPS: Loss (Numerator) Net loss $ (5,167,520) $ (3,043,399) Shares (Denominator) Weighted average common shares outstanding 941,894,609 495,823,445 Per-Share Amount $ (0.01) $ (0.01)
Schedule of anti-dilutive securities	The following outstanding shares of common stock equivalents were excluded from the computation of diluted net loss per share of common stock for the periods presented because including them would have been anti-dilutive: Three Months Ended 2023 2022 Stock options 43,933,250 34,365,000 Common shares underlying convertible debt — 5,124,384 Warrants 177,093,146 134,187,225 Unvested restricted stock units 2,666,667 4,000,000

Commitment and Contingencies (T

Commitment and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Schedule of lease information	The remaining lease term and discount rate related to the operating lease are presented in the following table: March 31, 2023 Weighted-average remaining term – operating lease (in years) 0.58 Weighted-average discount rate – operating lease 12 % Reported as: Operating lease liability $ 81,318 Operating lease liability, net of current portion — Total lease liability $ 81,318
Schedule of future minimum lease payments	Future minimum lease payments as of March 31, 2023 are presented in the following table: Year: 2022 $ — 2023 83,577 Total future minimum lease payments: 83,577 Less imputed interest (2,259) Total $ 81,318

Nature of Operations and Busi_2

Nature of Operations and Business Activities (Details)			3 Months Ended
	Feb. 16, 2023 USD ($) $ / shares shares	Nov. 10, 2022 USD ($)	Mar. 31, 2023 USD ($) $ / shares	Mar. 31, 2022 USD ($)	Jan. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Nature Of Operations And Business Activities [Line Items]
Working capital deficit			$ 4,916,609
Accumulated deficit			71,905,285			$ 66,737,765
Cash and cash equivalents			2,668,697	$ 6,006,869
Operating loss			3,100,158	2,888,021
Net loss			5,167,520	$ 3,043,399
Estimate for legal contingency			6,205,310		$ 6,205,310	$ 6,205,310
Number of EHT warrants outstanding (in shares) | shares	0
MTA Warrants, Credit Consideration
Nature Of Operations And Business Activities [Line Items]
Common stock issuance costs	$ 1,597,236		$ 1,597,236
Common Stock Warrants | MTA Warrants
Nature Of Operations And Business Activities [Line Items]
Exercise price (in dollars per share) | $ / shares	$ 282,905		$ 282,905
Discontinued Operations, Disposed of by Sale | Verdelite SPA
Nature Of Operations And Business Activities [Line Items]
Aggregate purchase price		$ 9,385,064
Proceeds from asset sale, net of legal expenses		$ 5,532,266
Emerald Health Therapeutics, Inc.
Nature Of Operations And Business Activities [Line Items]
Exchange ratio		1.95

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Nature Of Operations And Business Activities [Line Items]
Other current assets	$ 820,012	$ 481,588
Accounting Standards Update 2021-10
Nature Of Operations And Business Activities [Line Items]
Other current assets	$ 356,785	$ 179,687

Acquisition of Emerald Health_2

Acquisition of Emerald Health Therapeutics, Inc. (Details)			3 Months Ended
	Feb. 09, 2023	Nov. 10, 2022 USD ($) installment	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)
Business Acquisition [Line Items]
Wind-down costs			$ 383,109	$ 0
Emerald Health Therapeutics, Inc.
Business Acquisition [Line Items]
Wind-down costs			307,000
Discontinued Operations, Disposed of by Sale | Verdelite SPA
Business Acquisition [Line Items]
Aggregate purchase price		$ 9,385,064
Non-refundable deposit		553,800
Amount paid		5,532,266
Loss on sale			$ 307,086
Discontinued Operations, Disposed of by Sale | Verdelite SPA | Disposal Group, Tranche One
Business Acquisition [Line Items]
Amount paid		$ 369,200
Number of installments | installment		5
Discontinued Operations, Disposed of by Sale | Verdelite SPA | Disposal Group, Tranche Two
Business Acquisition [Line Items]
Amount paid		$ 2,769,000
Number of installments | installment		3
Discontinued Operations, Disposed of by Sale | Verdelite SPA | Installment Term One
Business Acquisition [Line Items]
Installment term	18 months
Discontinued Operations, Disposed of by Sale | Verdelite SPA | Installment Term Two
Business Acquisition [Line Items]
Installment term	30 months
Discontinued Operations, Disposed of by Sale | Verdelite SPA | Installment Term Three
Business Acquisition [Line Items]
Installment term	42 months

Other Current Assets and Liab_3

Other Current Assets and Liabilities - Schedule of Other Current Assets (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Other Assets And Liabilities, Current [Abstract]
AUS Industry tax rebate	$ 356,785	$ 179,687
Other tax receivables	130,746	0
Short-term deposits	282,740	146,803
Total other current assets	49,741	155,098
Other current assets	$ 820,012	$ 481,588

Other Current Assets and Liab_4

Other Current Assets and Liabilities - Schedule of Other Current Liabilities (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Other Assets And Liabilities, Current [Abstract]
Research and development costs	$ 72,922	$ 40,597
Legal expense	206,711	227,350
Insurance loan payable	0	55,451
Deposit - Verdelite SPA	0	553,800
Acquisition related contingent liability	134,896	134,896
Total other accrued liabilities	386,599	410,351
Total other current liabilities	$ 801,128	$ 1,422,445

Warrants and Derivative Liabi_3

Warrants and Derivative Liabilities - Schedule of Warrants Vested and Outstanding (Details)	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Class of Warrant or Right [Line Items]
Number of Warrants Vested and Outstanding (in shares)	177,093,146
Pre 2015 Common Stock Warrants
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) | $ / shares	$ 1
Term (Years)	10 years
Number of Warrants Vested and Outstanding (in shares)	1,110,000
2015 Common Stock Warrants
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) | $ / shares	$ 5
Term (Years)	10 years
Number of Warrants Vested and Outstanding (in shares)	100,000
2016 Common Stock Warrants to Service Providers
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) | $ / shares	$ 1.15
Term (Years)	10 years
Number of Warrants Vested and Outstanding (in shares)	40,000
2019 Common Stock Warrants
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) | $ / shares	$ 0.35
Term (Years)	5 years
Number of Warrants Vested and Outstanding (in shares)	8,000,000
2020 Common Stock Warrants to Placement Agent
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) | $ / shares	$ 0.08
Term (Years)	5 years
Number of Warrants Vested and Outstanding (in shares)	8,166,667
2021 Inducement Warrants
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) | $ / shares	$ 0.15
Term (Years)	5 years
Number of Warrants Vested and Outstanding (in shares)	21,166,667
2021 Inducement Warrants to Placement Agent
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) | $ / shares	$ 0.19
Term (Years)	5 years
Number of Warrants Vested and Outstanding (in shares)	1,481,667
2021 Common Stock Warrants
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) | $ / shares	$ 0.09
Term (Years)	5 years
Number of Warrants Vested and Outstanding (in shares)	77,777,779
2021 Common Stock Warrants to Placement Agent
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) | $ / shares	$ 0.11
Term (Years)	5 years
Number of Warrants Vested and Outstanding (in shares)	5,444,445
2022 Common Stock Warrants to Service Provider
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) | $ / shares	$ 0.04
Term (Years)	2 years
Number of Warrants Vested and Outstanding (in shares)	2,000,000
November 2019 EHT Common Stock Warrants
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) | $ / shares	$ 0.29
Term (Years)	5 years
Number of Warrants Vested and Outstanding (in shares)	8,552,630
November 2019 EHT Common Stock Warrants
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) | $ / shares	$ 0.15
Term (Years)	5 years
Number of Warrants Vested and Outstanding (in shares)	945,750
December 2019 EHT Common Stock Warrants
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) | $ / shares	$ 0.15
Term (Years)	5 years
Number of Warrants Vested and Outstanding (in shares)	20,172,409
February 2020 EHT Common Stock Warrants
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) | $ / shares	$ 0.10
Term (Years)	3 years
Number of Warrants Vested and Outstanding (in shares)	22,135,132

Warrants and Derivative Liabi_4

Warrants and Derivative Liabilities - Narrative (Details) - $ / shares	Feb. 22, 2023	Feb. 16, 2023	Mar. 31, 2023	Aug. 31, 2020
2021 Common Stock Warrants to Placement Agent
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share)			$ 0.11
2021 Common Stock Warrants to Placement Agent | MTA Warrants
Class of Warrant or Right [Line Items]
Number of shares issued in transaction (in shares)	16,641,486	16,641,486
Exercise price (in dollars per share)		$ 0.017
Common Stock Warrants | MTA Warrants
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share)		$ 282,905	$ 282,905
2018 Emerald Financing Warrants
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share)				$ 0.10

Warrants and Derivative Liabi_5

Warrants and Derivative Liabilities - Schedule of Derivative Liability Activity (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Fair Value Of Derivative Liabilities [Roll Forward]
Fair Value of Derivative Liabilities, beginning		$ 59,732
Fair Value of Derivative Liability		0
Change in Fair Value of Derivative Liability	$ (3)	(43,655)
Reclassification of Derivative to Equity		0
Fair Value of Derivative Liabilities, ending		16,077
Emerald Financing - warrant liability
Fair Value Of Derivative Liabilities [Roll Forward]
Fair Value of Derivative Liabilities, beginning		59,732
Fair Value of Derivative Liability		0
Change in Fair Value of Derivative Liability		(43,655)
Reclassification of Derivative to Equity		0
Fair Value of Derivative Liabilities, ending		$ 16,077

Warrants and Derivative Liabi_6

Warrants and Derivative Liabilities - Schedule of Input and Valuation Techniques Used to Value Warrant Liabilities (Details) - 2018 Emerald Financing Warrants	Dec. 31, 2022 $ / shares
Class of Warrant or Right [Line Items]
Underlying common stock price (in dollars per share)	$ 0.02
Dividend yield
Class of Warrant or Right [Line Items]
Warrants and rights outstanding measurement input	0
Volatility factor
Class of Warrant or Right [Line Items]
Warrants and rights outstanding measurement input	1.4083
Risk-free interest rate
Class of Warrant or Right [Line Items]
Warrants and rights outstanding measurement input	0.0421
Expected term (years)
Class of Warrant or Right [Line Items]
Expected term (years)	1 month 17 days

Debt - Narrative (Details)

Debt - Narrative (Details)				3 Months Ended
	Feb. 28, 2023 USD ($)	Feb. 22, 2023 shares	Feb. 16, 2023 USD ($) $ / shares shares	Mar. 31, 2023 USD ($) $ / shares shares	Mar. 31, 2022 USD ($)	Feb. 15, 2023 $ / shares	Dec. 31, 2022 USD ($)	Sep. 15, 2021 business_day
Debt Instrument [Line Items]
Debt conversion inducement expense				$ 1,383,285	$ 0
Insurance premium loan payable				158,576			$ 0
MTA Warrants, Credit Consideration
Debt Instrument [Line Items]
Common stock issuance costs			$ 1,597,236	$ 1,597,236
2021 Common Stock Warrants to Placement Agent
Debt Instrument [Line Items]
Warrant exercise price (in dollars per share) | $ / shares				$ 0.11
2021 Common Stock Warrants to Placement Agent | MTA Warrants
Debt Instrument [Line Items]
Warrant exercise price (in dollars per share) | $ / shares			$ 0.017
Number of shares issued in transaction (in shares) | shares		16,641,486	16,641,486
2021 Common Stock Warrants to Placement Agent | MTA Warrants, Credit Consideration
Debt Instrument [Line Items]
Number of shares issued in transaction (in shares) | shares			41,379,164	41,379,164
Common Stock Warrants | MTA Warrants
Debt Instrument [Line Items]
Warrant exercise price (in dollars per share) | $ / shares			$ 282,905	$ 282,905
Insurance Premium Loan Payable | Loans Payable
Debt Instrument [Line Items]
Debt, face amount	$ 203,884
Monthly installment amount	$ 22,654
Interest rate (as a percent)	4.24%
Prepaid expense				$ 169,903
Insurance premium loan payable				$ 158,576
Multi-Draw Credit Agreement
Debt Instrument [Line Items]
Interest rate percentage (as a percent)								7%
Grace period (in days) | business_day								5
Amended Credit Agreement
Debt Instrument [Line Items]
Conversion Price (in dollars per share) | $ / shares			$ 0.0386	$ 0.0386		$ 0.40

Debt - Schedule of Interest Exp

Debt - Schedule of Interest Expense (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Debt Disclosure [Abstract]
Related party interest expense – stated rate	$ 15,952	$ 43,128
Insurance premium loan payable - stated rate	1,441	1,069
Other interest expense	1,006	0
Non-cash interest expense:
Amortization of debt discount	0	154,406
Amortization of transaction costs	0	430
Interest expense	$ 18,399	$ 199,033

Stockholders' Equity and Capi_2

Stockholders' Equity and Capitalization (Details) - USD ($)			3 Months Ended
	Feb. 22, 2023	Feb. 16, 2023	Mar. 31, 2023	Feb. 15, 2023
Amended Credit Agreement
Equity [Line Items]
Conversion Price (in dollars per share)		$ 0.0386	$ 0.0386	$ 0.40
MTA Warrants, Credit Consideration
Equity [Line Items]
Common stock issuance costs		$ 1,597,236	$ 1,597,236
Warrant
Equity [Line Items]
Warrants exercised (in shares)			16,641,486
Intrinsic value of warrant exercises			$ 332,830
Exercise warrant (in shares)			16,641,486
Proceeds from pre-funded warrant exercises			$ 282,905
2021 Common Stock Warrants to Placement Agent
Equity [Line Items]
Exercise price (in dollars per share)			$ 0.11
2021 Common Stock Warrants to Placement Agent | MTA Warrants, Credit Consideration
Equity [Line Items]
Number of shares issued in transaction (in shares)		41,379,164	41,379,164
2021 Common Stock Warrants to Placement Agent | MTA Warrants
Equity [Line Items]
Number of shares issued in transaction (in shares)	16,641,486	16,641,486
Exercise price (in dollars per share)		$ 0.017
Common Stock Warrants | MTA Warrants
Equity [Line Items]
Exercise price (in dollars per share)		$ 282,905	$ 282,905

Stock-Based Compensation - Narr

Stock-Based Compensation - Narrative (Details) - USD ($)			3 Months Ended
	Jun. 14, 2022	Dec. 14, 2021	Mar. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Amount of unrecognized compensation cost			$ 902,876
Recognized weighted average period (in years)			2 years 6 months 7 days
2014 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares, issued (in shares)	91,219,570
Percentage of share reserve of the number of issued and outstanding shares (in percent)	5%
Number of shares reserved for future grants (in shares)			87,013,017
2014 Plan | Share-Based Payment Arrangement, Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average fair value of stock options granted (in dollars per share)			$ 0.02
2014 Plan | Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Issued percentage (as a percent)		33%
Vesting period (in years)		3 years
Granted (in shares)			2,666,667
Granted (in dollars per share)			$ 0.06

Stock-Based Compensation - Summ

Stock-Based Compensation - Summary of Stock Option Activity (Details) - 2014 Plan - Share-Based Payment Arrangement, Option - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Number of Shares
Balance at the beginning (in shares)	42,995,062
Granted (in shares)	5,100,000
Exercised (in shares)	0
Cancelled (in shares)	(1,517,020)
Forfeited (in shares)	(2,644,792)
Balance at the ending (in shares)	43,933,250	42,995,062
Exercisable (in shares)	25,699,417
Weighted Average Exercise Price
Balance at the beginning (in dollars per share)	$ 0.18
Granted (in dollars per share)	0.02
Exercised (in dollars per share)	0
Cancelled (in dollars per share)	0.60
Forfeited (in dollars per share)	0.17
Balance at the ending (in dollars per share)	0.15	$ 0.18
Exercisable (in dollars per share)	$ 0.23
Weighted Average Remaining Contractual Term (Years)
Weighted Average Remaining Contractual Term (Years)	3 years 7 months 17 days	7 years 1 month 20 days
Weighted Average Remaining Contractual Term, Exercisable	3 years 3 months 10 days
Aggregate Intrinsic Value	$ 0	$ 0
Aggregate Intrinsic Value, Exercisable	$ 0

Stock-Based Compensation - Fair

Stock-Based Compensation - Fair Value Assumptions of Stock Option Granted (Details) - Share-Based Payment Arrangement, Option - 2014 Plan	3 Months Ended
	Mar. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividend yield	0%
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Volatility factor	123.30%
Risk-free interest rate	3.86%
Expected term (years)	5 years 3 months 7 days
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Volatility factor	127%
Risk-free interest rate	3.99%
Expected term (years)	6 years 29 days

Stock-Based Compensation - Sche

Stock-Based Compensation - Schedule of Stock-Based Compensation Expense (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 131,579	$ 137,358
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	44,468	18,585
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 87,111	$ 118,773

Loss Per Share of Common Stoc_2

Loss Per Share of Common Stock - Schedule of earnings per share, basic and diluted (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Earnings Per Share, Basic:
Net loss	$ (5,167,520)	$ (3,043,399)
Weighted average common shares outstanding – basic (in shares)	941,894,609	495,823,445
Basic (in dollars per share)	$ (0.01)	$ (0.01)
Earnings Per Share, Diluted [Abstract]
Net loss	$ (5,167,520)	$ (3,043,399)
Weighted average common shares outstanding – diluted (in shares)	941,894,609	495,823,445
Diluted (in dollars per share)	$ (0.01)	$ (0.01)

Loss Per Share of Common Stoc_3

Loss Per Share of Common Stock - Anti-dilutive Securities (Details) - shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive excluded from the calculation of diluted loss per common share (in shares)	43,933,250	34,365,000
Common shares underlying convertible debt
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive excluded from the calculation of diluted loss per common share (in shares)	0	5,124,384
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive excluded from the calculation of diluted loss per common share (in shares)	177,093,146	134,187,225
Unvested restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive excluded from the calculation of diluted loss per common share (in shares)	2,666,667	4,000,000

Significant Contracts - Unive_2

Significant Contracts - University of Mississippi (Details) - University Of Mississippi $ in Thousands		1 Months Ended
	May 24, 2019 USD ($)	Mar. 31, 2020 USD ($)	Jul. 31, 2018	Mar. 31, 2023 milestone
Um 5050 Pro-Drug And Um 8930 Analog Agreements
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Annual maintenance fee payable	$ 75
Term of agreement			1 year
Royalty obligation, expiration term (in years)			10 years
Notice period for termination (in days)			60 days
Number of milestones met | milestone				0
Um 5050 Pro-Drug And Um 8930 Analog Agreements | Milestone 1
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Aggregate milestone payments if milestones achieved	$ 100
Term of agreement	30 days
Um 5050 Pro-Drug And Um 8930 Analog Agreements | Milestone 2
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Aggregate milestone payments if milestones achieved	$ 200
Term of agreement	30 days
Um 5050 Pro-Drug And Um 8930 Analog Agreements | Milestone 3
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Aggregate milestone payments if milestones achieved	$ 400
Term of agreement	30 days
UM 5050 pro-drug agreements
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Payment for upfront fees	$ 100
UM 8930 analogue agreements
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Payment for upfront fees	$ 200
Annual fees for license agreement		$ 200

Related Party Matters (Details)

Related Party Matters (Details)						3 Months Ended		4 Months Ended
	Mar. 01, 2023 USD ($)	Feb. 28, 2023 USD ($)	May 18, 2022 USD ($) shares	Mar. 01, 2022 USD ($)	Oct. 11, 2021 USD ($)	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)	Apr. 30, 2021 agreement	Dec. 31, 2022 USD ($)	Jan. 31, 2018
Related Party Transaction [Line Items]
Research and development expense						$ 1,184,880	$ 1,265,653
Other current liabilities						801,128			$ 1,422,445
Exclusive Sponsored Research Agreement | EHBE
Related Party Transaction [Line Items]
Initial term of research agreement (in years)					1 year
Prepaid expense - related party						50,000			50,000
Annual retainer amount					$ 200,000
Research and development expense						50,000	50,000
Renewal term of research agreement (in years)					1 year
Notice period for termination (in days)					60 days
ESRA Agreement, Screening Platform For Anteroposterior Ocular Diseases
Related Party Transaction [Line Items]
Research and development expense						28,200	0
Other current liabilities						0			7,835
Accounts payable						36,034			47,001
ESRA Agreement, Screening Platform For Anteroposterior Ocular Diseases | EHBE
Related Party Transaction [Line Items]
Annual retainer amount				$ 190,500
Consulting Agreement
Related Party Transaction [Line Items]
Prepaid expense - related party						7,236			0
Accounts payable						0			12,511
Dr. Avtar Dhillon | Independent Contractor Agreement
Related Party Transaction [Line Items]
Accrued expense under agreement						0	39,018
Prepaid expense - related party									$ 8,056
Independent Contractor Services Agreement | Jim Heppell
Related Party Transaction [Line Items]
Initial term of research agreement (in years)			1 year
Monthly fee			$ 6,300
Increase In monthly fee			$ 16,600
Termination payment	$ 74,700
Granted (in shares) | shares			4,000,000
Severance expense						0
Collaborative Research Agreement | Emerald Health Biotechnology Espana, S.L.U.
Related Party Transaction [Line Items]
Initial term of research agreement (in years)								1 year
Number of collaborative research agreements | agreement								2
Termination terms, period following uncured breach (in days)								45 days
Collaborative Research Agreement | Emerald Health Biotechnology Espana, S.L.U. | Emerald Health Research, Inc
Related Party Transaction [Line Items]
Subsidiary ownership (as a percent)								100%
Consulting Agreement | Dr. Avtar Dhillon
Related Party Transaction [Line Items]
Fees incurred under agreement						$ 20,683	$ 0
Consulting Agreement | Immediate Family Member of Management or Principal Owner
Related Party Transaction [Line Items]
Annual rate per hour		$ 73
Termination notice period (in days)		15 days
Emerald
Related Party Transaction [Line Items]
Ownership (as a percentage)										17.40%

Commitment and Contingencies -

Commitment and Contingencies - Narrative (Details)			1 Months Ended	3 Months Ended
	Jan. 18, 2023 USD ($)	Sep. 01, 2021 USD ($)	Jul. 31, 2020 USD ($)	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)
Loss Contingencies [Line Items]
Renewal option term (in years)		2 years
Rent abatement term (in months)		2 months
Initial monthly rent		$ 8,067
Annual rent increase percentage (as a percent)		3%
Lease expense				$ 23,159	$ 22,675
Legal Fees
Loss Contingencies [Line Items]
Multiplier towards legal fees	1.5
Wendy Cunning Vs Skye Bioscience, Inc
Loss Contingencies [Line Items]
Potential outcome	$ 6,205,310
Wendy Cunning Vs Skye Bioscience, Inc | Economic Damages
Loss Contingencies [Line Items]
Total compensatory damages	512,500
Wendy Cunning Vs Skye Bioscience, Inc | Non-Economic Damages
Loss Contingencies [Line Items]
Total compensatory damages	840,960
Wendy Cunning Vs Skye Bioscience, Inc | Punitive Damages
Loss Contingencies [Line Items]
Total compensatory damages	3,500,000
Wendy Cunning Vs Skye Bioscience, Inc | Legal Fees
Loss Contingencies [Line Items]
Estimate of legal fees	1,351,850
Potential outcome	$ 2,027,775
EHT Class Action Lawsuit | Punitive Damages
Loss Contingencies [Line Items]
Value of claim sought			$ 5,000,000
EHT Class Action Lawsuit | Damages Against All Defendants
Loss Contingencies [Line Items]
Value of claim sought			$ 505,000,000

Commitment and Contingencies _2

Commitment and Contingencies - Weighted Average Remaining Lease Term and Discount Rate (Details)	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Weighted-average remaining term – operating lease (in years)	6 months 29 days
Weighted-average discount rate – operating lease	12%

Commitment and Contingencies _3

Commitment and Contingencies - Schedule of Future Minimum Lease Payments (Details)	Mar. 31, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2022	$ 0
2023	83,577
Total future minimum lease payments:	83,577
Less imputed interest	(2,259)
Total	$ 81,318

Commitment and Contingencies _4

Commitment and Contingencies - Current and Noncurrent Portions of Operating Lease (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Operating lease liability	$ 81,318	$ 78,700
Operating lease liability, net of current portion	0
Total lease liability	$ 81,318