Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Mar. 31, 2023 | May 12, 2023 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001644903 | |
Entity Registrant Name | cbdMD, Inc. | |
Amendment Flag | false | |
Current Fiscal Year End Date | --09-30 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2023 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-38299 | |
Entity Incorporation, State or Country Code | NC | |
Entity Tax Identification Number | 47-3414576 | |
Entity Address, Address Line One | 8845 Red Oak Blvd | |
Entity Address, City or Town | Charlotte | |
Entity Address, State or Province | NC | |
Entity Address, Postal Zip Code | 28217 | |
City Area Code | 704 | |
Local Phone Number | 445-3060 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 2,855,117 | |
Series A Cumulative Convertible Preferred Stock [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | 8% Series A Cumulative Convertible Preferred Stock | |
Trading Symbol | YCBDpA | |
Security Exchange Name | NYSEAMER | |
Common Stock [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | common | |
Trading Symbol | YCBD | |
Security Exchange Name | NYSEAMER |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) | Mar. 31, 2023 | Sep. 30, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 1,718,552 | $ 6,720,234 |
Accounts receivable | 1,161,553 | 1,447,831 |
Accounts receivable – discontinued operations | 0 | 1,375 |
Investment other securities | 0 | 1,000,000 |
Inventory | 4,531,890 | 4,767,373 |
Prepaid sponsorship | 92,755 | 1,372,845 |
Prepaid expenses and other current assets | 2,641,452 | 701,945 |
Total current assets | 10,146,202 | 16,011,603 |
Other assets: | ||
Property and equipment, net | 798,177 | 823,310 |
Operating lease assets | 3,921,195 | 4,477,841 |
Deposits for facilities | 138,708 | 244,606 |
Intangible assets | 17,279,840 | 17,834,549 |
Investment in other securities, noncurrent | 1,400,000 | 1,400,000 |
Total other assets | 23,537,920 | 24,780,306 |
Total assets | 33,684,122 | 40,791,909 |
Current liabilities: | ||
Accounts payable | 1,337,611 | 2,036,558 |
Accrued expenses | 2,107,179 | 2,060,762 |
Operating leases – current portion | 1,227,249 | 1,178,683 |
Note payable | 7,375 | 9,609 |
Total current liabilities | 4,679,414 | 5,285,612 |
Long term liabilities: | ||
Long term liabilities | 0 | 125,491 |
Operating leases - long term portion | 3,051,484 | 3,680,375 |
Contingent liability | 167,000 | 276,000 |
Total long term liabilities | 3,218,484 | 4,081,866 |
Total liabilities | 7,897,898 | 9,367,478 |
Commitments and Contingencies (Note 11) | ||
cbdMD, Inc. shareholders' equity: | ||
Preferred stock, authorized 50,000,000 shares, $0.001 par value, 5,000,000 and 5,000,000 shares issued and outstanding, respectively | 5,000 | 5,000 |
Common stock, authorized 150,000,000 shares, $0.001 par value, 1,456,693 and 1,348,125 shares issued and outstanding, respectively | 1,457 | 1,348 |
Additional paid in capital | 180,497,196 | 178,841,646 |
Accumulated deficit | (154,717,429) | (147,423,563) |
Total cbdMD, Inc. shareholders' equity | 25,786,224 | 31,424,431 |
Total liabilities and shareholders' equity | $ 33,684,122 | $ 40,791,909 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares | Mar. 31, 2023 | Sep. 30, 2022 |
Preferred Stock, Shares Authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Issued (in shares) | 5,000,000 | 5,000,000 |
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 5,000,000 | 5,000,000 |
Common Stock, Shares Authorized (in shares) | 150,000,000 | 150,000,000 |
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, Shares, Issued (in shares) | 1,456,693 | 1,348,125 |
Common Stock, Shares, Outstanding, Ending Balance (in shares) | 1,456,693 | 1,348,125 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Gross Sales | $ 6,584,666 | $ 9,948,858 | $ 12,825,191 | $ 19,805,625 |
Allowances | (344,646) | (319,972) | (499,954) | (854,917) |
Total Net Sales | 6,240,020 | 9,628,886 | 12,325,237 | 18,950,708 |
Cost of sales | 2,224,512 | 3,186,564 | 4,741,964 | 7,514,874 |
Gross Profit | 4,015,508 | 6,442,322 | 7,583,273 | 11,435,834 |
Operating expenses | 5,416,151 | 11,452,700 | 13,030,097 | 23,407,984 |
Impairment of goodwill and other intangible assets | 0 | 0 | 0 | 18,183,285 |
Loss from operations | (1,400,643) | (5,010,378) | (5,446,824) | (30,155,435) |
Realized and Unrealized loss on marketable and other securities | 0 | 0 | 0 | (33,352) |
Decrease of contingent liability | 48,000 | 353,000 | 109,000 | 6,303,000 |
Other income | 17,787 | 2,249 | 49,543 | 72,987 |
Interest expense | (1,946) | (2,086) | (4,583) | (5,320) |
Loss before provision for income taxes | (1,336,802) | (4,657,215) | (5,292,864) | (23,818,120) |
Benefit for income taxes | 0 | 0 | 0 | 0 |
Net Loss | (1,336,802) | (4,657,215) | (5,292,864) | (23,818,120) |
Preferred dividends | 1,000,500 | 1,000,502 | 2,001,002 | 2,001,002 |
Net Loss attributable to cbdMD, Inc. common shareholders | $ (2,337,302) | $ (5,657,717) | $ (7,293,866) | $ (25,819,122) |
Net Loss per share: | ||||
Basic earnings per share (in dollars per share) | $ (1.74) | $ (4.32) | $ (5.43) | $ (19.67) |
Diluted earnings per share (in dollars per share) | $ (1.74) | $ (4.32) | $ (5.43) | $ (19.67) |
Weighted average number of shares Basic: (in shares) | 1,345,589 | 1,310,378 | 1,343,394 | 1,312,755 |
Weighted average number of shares Diluted: (in shares) | 1,345,589 | 1,310,378 | 1,343,394 | 1,312,755 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Net Loss | $ (1,336,802) | $ (4,657,215) | $ (5,292,864) | $ (23,818,120) |
Comprehensive (Loss) Income | (1,336,802) | (4,657,215) | (5,292,864) | (23,818,120) |
Preferred dividends | (1,000,500) | (1,000,502) | (2,001,002) | (2,001,002) |
Comprehensive (Loss) Income attributable to cbdMD, Inc. common shareholders | $ (2,337,302) | $ (5,657,717) | $ (7,293,866) | $ (25,785,770) |
Condensed Consolidated Statem_3
Condensed Consolidated Statement of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities: | ||
Net Income (Loss) Attributable to Parent | $ (5,292,864) | $ (23,818,120) |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Stock based compensation | 96,216 | 797,096 |
Restricted stock expense | 100,249 | 837,267 |
Write off of prepaid assets due to termination of contractual obligation | 884,892 | 0 |
Issuance of stock for services | 1,459,193 | 0 |
Marketing stock amortization | 0 | 339,520 |
Inventory and materials impairment | 0 | 878,142 |
Intangibles Amortization | 554,709 | 329,671 |
Depreciation | 100,112 | 600,750 |
Impairment of goodwill and other intangible assets | 0 | 18,183,285 |
Increase/(Decrease) in contingent liability | (109,000) | (6,303,000) |
Realized and unrealized loss (gain) on of Marketable and other securities | 0 | 33,352 |
Amortization of operating lease asset | 556,646 | 589,291 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 286,278 | (932,230) |
Deposits | 105,898 | 390,875 |
Inventory | 135,176 | (569,316) |
Prepaid inventory | 100,307 | 32,392 |
Prepaid expenses and other current assets | (1,544,308) | 354,752 |
Accounts payable and accrued expenses | (855,872) | (1,129,614) |
Operating lease liability | (580,325) | (595,457) |
Deferred revenue / customer deposits | 203,341 | 10,723 |
Collection on discontinued operations accounts receivable | 1,375 | 9,592 |
Cash used by operating activities | (3,797,977) | (10,670,537) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (74,980) | (373,795) |
Other Securities | 1,000,000 | 0 |
Cash flows from investing activities | 925,020 | (373,795) |
Cash flows from financing activities: | ||
Note payable | (127,725) | (29,240) |
Preferred dividend distribution | (2,001,000) | (2,001,002) |
Cash flows from financing activities | (2,128,725) | (2,030,242) |
Net increase (decrease) in cash | (5,001,682) | (13,074,574) |
Cash and cash equivalents, beginning of period | 6,720,234 | 26,411,424 |
Cash and cash equivalents, end of period | 1,718,552 | 13,336,850 |
Cash Payments for: | ||
Interest expense | 2,638 | 4,173 |
Common Stock Earnout Shares [Member] | ||
Non-cash financial/investing activities: | ||
Issuance of Contingent earnout shares: | $ 0 | $ 730,000 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Shareholders' (Deficit) Equity (Unaudited) - USD ($) | Share-Based Payment Arrangement, Option [Member] Common Stock [Member] | Share-Based Payment Arrangement, Option [Member] Preferred Stock [Member] | Share-Based Payment Arrangement, Option [Member] Additional Paid-in Capital [Member] | Share-Based Payment Arrangement, Option [Member] Retained Earnings [Member] | Share-Based Payment Arrangement, Option [Member] | Commitment Shares [Member] Common Stock [Member] | Commitment Shares [Member] Preferred Stock [Member] | Commitment Shares [Member] Additional Paid-in Capital [Member] | Commitment Shares [Member] Retained Earnings [Member] | Commitment Shares [Member] | Common Stock [Member] | Preferred Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Sep. 30, 2021 | 1,284,075 | 5,000,000 | |||||||||||||
Balance at Sep. 30, 2021 | $ 1,285 | $ 500 | $ 176,478,267 | $ (73,337,865) | $ 103,142,187 | ||||||||||
Issuance of stock (in shares) | 10,992 | 0 | |||||||||||||
Issuance of stock | $ 11 | $ 0 | 404,989 | 0 | 405,000 | ||||||||||
Issuance of options for share based compensation | 0 | 0 | 505,466 | 0 | 505,466 | ||||||||||
Issuance of restricted stock for share based compensation | 0 | 0 | 508,754 | 0 | 508,754 | ||||||||||
Preferred dividend | 0 | 0 | 0 | (1,000,502) | (1,000,502) | ||||||||||
Net Loss | $ 0 | $ 0 | 0 | (19,160,904) | (19,160,904) | ||||||||||
Balance (in shares) at Dec. 31, 2021 | 1,295,067 | 5,000,000 | |||||||||||||
Balance at Dec. 31, 2021 | $ 1,296 | $ 500 | 177,897,475 | (93,499,271) | 84,400,000 | ||||||||||
Balance (in shares) at Sep. 30, 2021 | 1,284,075 | 5,000,000 | |||||||||||||
Balance at Sep. 30, 2021 | $ 1,285 | $ 500 | 176,478,267 | (73,337,865) | 103,142,187 | ||||||||||
Net Loss | (23,818,120) | ||||||||||||||
Balance (in shares) at Mar. 31, 2022 | 1,318,940 | 5,000,000 | |||||||||||||
Balance at Mar. 31, 2022 | $ 1,320 | $ 500 | 179,178,596 | (99,156,986) | 80,023,429 | ||||||||||
Balance (in shares) at Dec. 31, 2021 | 1,295,067 | 5,000,000 | |||||||||||||
Balance at Dec. 31, 2021 | $ 1,296 | $ 500 | 177,897,475 | (93,499,271) | 84,400,000 | ||||||||||
Issuance of stock (in shares) | 23,873 | 0 | |||||||||||||
Issuance of stock | $ 24 | $ 0 | 660,976 | 0 | 661,000 | ||||||||||
Issuance of options for share based compensation | 0 | 0 | 291,630 | 0 | 291,630 | ||||||||||
Issuance of restricted stock for share based compensation | 0 | 0 | 328,515 | 0 | 328,515 | ||||||||||
Preferred dividend | 0 | 0 | 0 | (1,000,500) | (1,000,500) | ||||||||||
Net Loss | $ 0 | $ 0 | 0 | (4,657,215) | (4,657,215) | ||||||||||
Balance (in shares) at Mar. 31, 2022 | 1,318,940 | 5,000,000 | |||||||||||||
Balance at Mar. 31, 2022 | $ 1,320 | $ 500 | 179,178,596 | (99,156,986) | 80,023,429 | ||||||||||
Balance (in shares) at Sep. 30, 2022 | 1,348,125 | 5,000,000 | |||||||||||||
Balance at Sep. 30, 2022 | $ 1,348 | $ 5,000 | 178,841,646 | (147,423,563) | 31,424,431 | ||||||||||
Issuance of stock (in shares) | 1,038 | 0 | |||||||||||||
Issuance of stock | $ 1 | $ 0 | (1) | 0 | 0 | ||||||||||
Issuance of options for share based compensation | $ 0 | $ 0 | $ 79,446 | $ 0 | $ 79,446 | ||||||||||
Issuance of restricted stock for share based compensation | 0 | 0 | 43,449 | 0 | 43,448 | ||||||||||
Preferred dividend | 0 | 0 | 0 | (1,000,502) | (1,000,502) | ||||||||||
Net Loss | $ 0 | $ 0 | 0 | (3,956,062) | (3,956,062) | ||||||||||
Balance (in shares) at Dec. 31, 2022 | 1,349,163 | 5,000,000 | |||||||||||||
Balance at Dec. 31, 2022 | $ 1,349 | $ 5,000 | 178,964,539 | (152,380,127) | 26,590,761 | ||||||||||
Balance (in shares) at Sep. 30, 2022 | 1,348,125 | 5,000,000 | |||||||||||||
Balance at Sep. 30, 2022 | $ 1,348 | $ 5,000 | 178,841,646 | (147,423,563) | 31,424,431 | ||||||||||
Net Loss | (5,292,864) | ||||||||||||||
Balance (in shares) at Mar. 31, 2023 | 1,456,696 | 5,000,000 | |||||||||||||
Balance at Mar. 31, 2023 | $ 1,457 | $ 5,000 | 180,497,196 | (154,717,429) | 25,786,224 | ||||||||||
Balance (in shares) at Dec. 31, 2022 | 1,349,163 | 5,000,000 | |||||||||||||
Balance at Dec. 31, 2022 | $ 1,349 | $ 5,000 | 178,964,539 | (152,380,127) | 26,590,761 | ||||||||||
Issuance of stock (in shares) | 2,616 | 0 | 8,417 | 0 | |||||||||||
Issuance of stock | $ 3 | $ 0 | $ 29,190 | $ 0 | $ 29,193 | $ 8 | $ 0 | (8) | 0 | 0 | |||||
Issuance of options for share based compensation | $ 0 | $ 0 | $ 16,770 | $ 0 | $ 16,770 | ||||||||||
Issuance of restricted stock for share based compensation | 0 | 0 | 56,801 | 0 | 56,801 | ||||||||||
Preferred dividend | 0 | 0 | 0 | (1,000,500) | (1,000,500) | ||||||||||
Net Loss | $ 0 | $ 0 | 0 | (1,336,802) | (1,336,802) | ||||||||||
Issuance of Common stock - A360 (in shares) | 94,277 | 0 | |||||||||||||
Issuance of Common stock - A360 | $ 94 | $ 0 | 1,399,906 | 0 | 1,400,000 | ||||||||||
Issuance of Common stock - DCO (in shares) | 2,223 | 0 | |||||||||||||
Issuance of Common stock - DCO | $ 2 | $ 0 | 29,998 | 0 | 30,000 | ||||||||||
True up of fractional shares resulting from reverse split | $ 1 | $ 0 | 0 | 0 | 0 | ||||||||||
Balance (in shares) at Mar. 31, 2023 | 1,456,696 | 5,000,000 | |||||||||||||
Balance at Mar. 31, 2023 | $ 1,457 | $ 5,000 | $ 180,497,196 | $ (154,717,429) | $ 25,786,224 |
Note 1 - Organization and Summa
Note 1 - Organization and Summary of Significant Accounting Policies | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | NOTE 1 ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES cbdMD, Inc. (“cbdMD”, “we”, “us”, “our”, or the “Company”) is a North Carolina corporation formed on March 17, 2015 November 2016 May 1, 2019 September 30. On December 20, 2018 ( two April 2019, five December 31, 2022, five The Company owns and operates the nationally recognized CBD (cannabidiol) brands cbdMD, Paw CBD and cbdMD Botanicals. The Company sources cannabinoids, including CBD, which are extracted from non-GMO hemp grown on farms in the United States. CBD is a natural substance produced from the hemp plant. The products manufactured by and for the Company comply with the 2018 0.3% 2018 not In the third 2019 October 22, 2019, March 15, 2021 July 2021, The accompanying unaudited interim condensed consolidated financial statements of cbdMD have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and the rules of the Securities and Exchange Commission (“SEC”) and should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the 2022 10 2022 2022 10 Reverse Stock Split On April 12, 2023, one forty April 24, 2023. Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries CBDI, Paw CBD and Therapeutics. All material intercompany transactions and balances have been eliminated in consolidation. Use of Estimates The Company’s condensed consolidated financial statements have been prepared in accordance with US GAAP and requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the financial statements and reported amounts of revenues and expenses during the periods presented. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the consolidated financial statements in the period they are determined to be necessary. Significant estimates made in the accompanying condensed consolidated financial statements include, but are not The Company continues to monitor macroeconomic conditions to remain flexible and to optimize and evolve its business as appropriate. Cash and Cash Equivalents For financial statements purposes, the Company considers all highly liquid investments with a maturity of less than three Accounts Receivable Accounts receivable are stated at cost less an allowance for doubtful accounts, if applicable. Credit is extended to customers after an evaluation of the customer’s financial condition, and generally collateral is not March 31, 2023 September 30, 2022 Merchant Receivable and Reserve The Company primarily sells its products through the internet and has an arrangement to process customer payments with third 2 5 March 31, 2023 September 30, 2022, Inventory Inventory is stated at the lower of cost or net realizable value with cost being determined on a weighted average basis. The cost of inventory includes product cost, freight-in, and production fill and labor (portions of which we outsource to third Property and Equipment Property and equipment items are stated at cost less accumulated depreciation. Expenditures for routine maintenance and repairs are charged to operations as incurred. Depreciation is charged to expense over the estimated useful lives of the assets using the straight-line method. Generally, the useful lives are five three may not Fair Value Accounting The Company utilizes accounting standards for fair value, which include the definition of fair value, the framework for measuring fair value, and disclosures about fair value measurements. Fair value is a market-based measurement, not 1 2 3 Level 1 2 1 2 may 3 When the Company records an investment in marketable securities the carrying value is assigned at fair value. Any changes in fair value for marketable securities during a given period will be recorded as an unrealized gain or loss in the consolidated statement of operations. For investment other securities without a readily determinable fair value, the Company may Intangible Assets The Company’s intangible assets consist of definite-lived trademarks and other intellectual property. Prior to December 31, 2021, not 360, 20 January 1, 2022 360, may not may not two 360, 360, Contingent Liability A significant component of the purchase price consideration for the Company’s acquisition of Cure Based Development includes a fixed number of future shares to be issued as well as a variable number of future shares to be issued based upon the post-acquisition entity reaching certain specified future revenue targets, as further described in Note 6. Revenue Recognition Under ASC 606, Revenue from Contracts with Customers, five 606: Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to a customer. The Company meets that obligation when it has shipped products which have been ordered to the customer. The Company has reviewed its various revenue streams for its other contracts under the five March 31, 2023 no Allocation of Transaction Price In the Company’s current business model, it does not Revenue Recognition The Company records revenue from the sale of its products when its customer obtains control, which is upon shipping (and is typically FOB shipping) which is when our performance obligation is met. Net sales are comprised of gross revenues less product returns, trade discounts and customer allowances, which include costs associated with off-invoice mark-downs and other price reductions, as well as trade promotions. These incentive costs are recognized at the later of the date on which the Company recognizes the related revenue or the date on which the Company offers the incentive. The Company currently offers a 60 Disaggregated Revenue The Company’s product revenue is generated primarily through two A description of the Company’s principal revenue generating activities are as follows: - E-commerce sales - consumer products sold through the Company’s online and telephonic channels. Revenue is recognized when control of the merchandise is transferred to the customer, which generally occurs upon shipment. Payment is typically due prior to the date of shipment; and - Wholesale sales - products sold to the Company’s wholesale customers for subsequent resale. Revenue is recognized when control of the goods is transferred to the customer, in accordance with the terms of the applicable agreement. Payment terms vary and can typically be 30 Contract liabilities represent unearned revenues and are presented as deferred revenue or customer deposits on the condensed consolidated balance sheets. Other than account receivable, Company has no March 31, 2023 The following tables represent a disaggregation of revenue by sales channel: Three Months Three Months Ended Ended March 31, March 31, 2023 % of total 2022 % of total E-commerce sales $ 4,889,860 78.4 % $ 6,580,554 68.3 % Wholesale sales 1,350,160 21.6 % 3,048,332 31.7 % Total Net Sales $ 6,240,020 100.0 % $ 9,628,886 100.0 % Six Months Six Months Ended Ended March 31, March 31, 2023 % of total 2022 % of total E-commerce sales $ 9,796,064 79.5 % $ 13,696,641 72.3 % Wholesale sales 2,529,173 20.5 % 5,254,067 27.7 % Total Net Sales $ 12,325,237 100.0 % $ 18,950,708 100.0 % Cost of Sales The Company’s cost of sales includes costs associated with distribution, fill and labor expense, components, third Income Taxes The Company is a North Carolina corporation that is treated as a corporation for federal and state income tax purposes. As of October 1, 2019, March 15, 2021, The Company accounts for income taxes pursuant to the provisions of the Accounting for Income Taxes 740 not not Concentrations Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents, accounts receivable, and securities. The Company places its cash and cash equivalents on deposit with financial institutions in the United States. The Federal Deposit Insurance Corporation (“FDIC”) covers $250,000 for substantially all depository accounts. The Company from time to time may March 31, 2023 September 30, 2022 Concentration of credit risk with respect to receivables is principally limited to trade receivables with corporate customers that meet specific credit policies. Management considers these customer receivables to represent normal business risk. The Company did not three six March 31, 2023 Stock-Based Compensation The Company accounts for its stock compensation under the ASC 718 10 30, Compensation - Stock Compensation may The Company uses the Black-Scholes model for measuring the fair value of options and warrants. The stock based fair value compensation is determined as of the date of the grant or the date at which the performance of the services is completed (measurement date) and is recognized over the vesting periods. The Company recognizes forfeitures when they occur. Earnings (Loss) Per Share The Company uses ASC 260 10, On February 16, 2023, one one February 16, 2024. April 12, 2023, one forty April 24, 2023 ( Liquidity and Going Concern Considerations The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company experienced a loss of $1,336,802 and $5,292,864 for the three six March 31, 2023, Management has concluded that substantial doubt exists about our ability to continue as a going concern for the next twelve may not twelve May 3, 2023 ( not four may may New Accounting Standards None. |
Note 2 - Marketable Securities
Note 2 - Marketable Securities and Investment Other Securities | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block] | NOTE 2 MARKETABLE SECURITIES AND INVESTMENT OTHER SECURITIES The Company has, from time to time, entered into contracts where a portion of the consideration provided by the customer in exchange for the Company’s services was common stock, options or warrants (an equity position). In these situations, upon invoicing the customer for the stock or other instruments, the Company recorded the receivable as accounts receivable other, and used the value of the stock or other instrument upon invoicing to determine the value. If there is insufficient data to support the valuation of the security directly, the Company will value it, and the underlying revenue, on the estimated fair value of the services provided. In determining fair value of marketable securities and investment other securities, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible and consider counterparty credit risk in our assessment of fair value. The Company determines the fair value of marketable securities and investment other securities based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one ● Level 1 ● Level 2 1 ● Level 3 not Where an accounts receivable other is settled with the receipt of the common stock or other instrument, the common stock or other instrument was classified as an asset on the consolidated balance sheet as either an investment marketable security (when the customer is a public entity) or as an investment other security (when the customer is a privately held entity). For the six March 31, 2023 2022 In September 2020, January 13, 2021, second June 22, 2022, December 2022, February 10, 2023, June 22, 2022. On April 7, 2022, 3 no In valuing both investments, the Company used the value paid, which was the price offered to all third |
Note 3 - Inventory
Note 3 - Inventory | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | NOTE 3 Inventory at March 31, 2023 September 30, 2022 March 31, September 30, 2023 2022 Finished Goods $ 2,896,362 $ 3,198,488 Inventory Components 1,356,623 1,213,724 Inventory Reserve (132,247 ) (156,298 ) Inventory prepaid 411,152 511,459 Total Inventory $ 4,531,890 $ 4,767,373 Abnormal amounts of idle facility expense, freight, handling costs, scrap and wasted material (spoilage) are expensed in the period they are in incurred and no three March 31, 2023 |
Note 4 - Property and Equipment
Note 4 - Property and Equipment | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | NOTE 4 PROPERTY AND EQUIPMENT Major classes of property and equipment at March 31, 2023 September 30, 2022 March 31, September 30, 2023 2022 Computers, furniture and equipment $ 1,272,596 $ 1,095,228 Manufacturing equipment 284,275 284,275 Leasehold improvements 487,081 487,081 Automobiles 11,087 11,087 2,055,039 1,877,671 Less accumulated depreciation (1,256,862 ) (1,054,361 ) Property and equipment, net $ 798,177 $ 823,310 Depreciation expense related to property and equipment was $102,390 and $508,299 for the three March 31, 2023 2022 |
Note 5 - Goodwill and Intangibl
Note 5 - Goodwill and Intangible Assets | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | NOTE 5 GOODWILL AND INTANGIBLE ASSETS Goodwill The Company had goodwill at March 31, 2022 2022 September 30, 2022. Intangible Assets On December 20, 2018, not In July 2021, As of December 31, 2021, 350, December 31, 2021, 350 January 2022. Intangible assets as of March 31, 2023 September 30, 2022 March 31, September 30, 2023 2022 Trademark related to cbdMD $ 17,300,000 $ 21,585,000 Trademark for HempMD 50,000 50,000 Technology Relief from Royalty related to DirectCBDOnline.com 667,844 667,844 Tradename related to DirectCBDOnline.com 749,567 749,567 Impairment of intangible assets - (4,285,000 ) Amortization of definite lived intangible assets (1,487,571 ) (932,862 ) Total $ 17,279,840 $ 17,834,549 Amortization expense related to definite lived intangible assets was $277,354 and $277,354 for the three March 31, 2023 2022 No March 31, 2023 360 |
Note 6 - Contingent Considerati
Note 6 - Contingent Consideration | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | NOTE 6 CONTINGENT CONSIDERATION As consideration for the Mergers, described in Note 1, two five The contractual obligations and earn out provision are accounted for as a contingent liability and fair value is determined using Level 3 may The initial two second The Merger Agreement also provides that an additional 338,889 Earnout Shares would be issued as part of the consideration for the Mergers, upon the satisfaction of certain aggregate net revenue criteria by cbdMD within 60 months following the Closing Date as follows, as measured at four 12, 24, 42, 59 Aggregate Net Revenues Shares Issued/ Each $ of Aggregate Net Revenue Ratio $ 1 20,000,000 0.00423615 $ 20,000,001 60,000,000 0.002118075 $ 60,000,001 140,000,000 0.001059038 $ 140,000,001 300,000,000 0.000529519 For clarification purposes, the Aggregate Net Revenues during a Marking Period shall be multiplied by the applicable Shares Issued/Each $ of Aggregate Net Revenue Ratio, minus, the number of shares issued as a result of Aggregate Net Revenues during the prior marking periods. The third 18 January 1, 2021 June 30, 2022 ( March 31, 2021 No. 1 No. 1” third third six third March 31, 2021, no no No. 1 No. 1 not fourth not $167,000 March 31, 2023 September 30, 2022 The fourth July 1, 2022 November 2023. March 31, 2023, fourth As part of the Twenty Two acquisition in July 2021, one September 30, 2021, $73,561 rel December 31, 2021, June 30, 2022, September 2022 no In December 2022, four December 31, 2024. March 31, 2023. |
Note 7 - Related Party Transact
Note 7 - Related Party Transactions | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | NOTE 7 RELATED PARTY TRANSACTIONS As mentioned in Note 6, |
Note 8 - Shareholders' Equity
Note 8 - Shareholders' Equity | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Equity [Text Block] | NOTE 8 SHAREHOLDERS EQUITY Preferred Stock – The Company is authorized to issue 50,000,000 shares of preferred stock, par value $0.001 per share. In October 2019, 8.0% 8.0% 480 Distinguishing Liabilities from Equity March 31, 2023 September 30, 2022 The total amount of preferred dividends declared and paid were $1,000,500 and $1,000,502, re three March 31, 2023 2022 Common Stock – The Company is authorized to issue 150,000,000 shares of common stock, par value $0.001 per share. There were 1,456,693 and 1,348,125 shares of common stock issued and outstanding at March 31, 2023 September 30, 2022 Preferred stock transactions: The Company had no three six March 31, 2023 2022. Common stock transactions: In the six March 31, 2023 In March 2, 2023, 180 March 2, 2023. may 12 April 1, 2023, 75 April 30,2023. may may On February 1, 2023, a360 “a360” a360 A360 no a360 not December 30, 2023, In January 2023, 2021 In the six March 31, 2022: In March 2022 6. On December 28, 2021 6. In October 2021, January 1, 2022 Stock option transactions: In the six March 31, 2023 In February 2023, five 12 In January 2023, five In December 2022, 3 five December 2024. In the six March 31, 2022: In March 2022, five 12 In January 2022, 9 three March 31, 2022 In October 2021, October 1, 2022. three six March 31, 2022. The expected volatility rate for the Company's stock options was estimated based on a weighted average mix of the volatilities of the Company and a peer group of companies in similar industries. The expected term used was the full term of the contract for the issuances. The risk-free interest rate for periods within the contractual life of the option is based on U.S. Treasury securities. Management will continue to assess the assumptions and methodologies used to calculate estimated fair value of share-based compensation. Circumstances may may The following table summarizes the inputs used for the Black-Scholes pricing model on the options issued in the six March 31, 2023 2022 March 31, March 31, 2023 2022 Exercise price 10.355 -12.6060 36.900 -43.87575 Risk free interest rate 3.93% - 4.71% 1.56% - 1.66% Volatility 106.48% - 106.51% 100.23% Expected term (in years) 2.5 - 4 2.5 - 5 years Dividend yield None None Warrant Transactions: The Company has no three six March 31, 2023 |
Note 9 - Stock-Based Compensati
Note 9 - Stock-Based Compensation | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Share-Based Payment Arrangement [Text Block] | NOTE 9 STOCK BASED COMPENSATION Equity Compensation Plan – On June 2, 2015, 2015 “2015 2015 2015 first October 2015 2016, one September no April 19, 2019, 2015 2015 On January 8, 2021, 2021 “2021 March 12, 2021. 2021 2021 2021 2021 October 1 2021 2022, September 30 The Company accounts for stock-based compensation using the provisions of ASC 718. 718 Eligible recipients include employees, officers, directors and consultants who are deemed to have rendered or to be able to render significant services to the Company or its subsidiaries and who are deemed to have contributed or to have the potential to contribute to the success of the Company. Options granted generally have a five ten one three Stock Options The Company currently has awards outstanding with service conditions and graded-vesting features. We recognize compensation cost on a straight-line basis over the requisite service period. The fair value of each time-based award is estimated on the date of grant using the Black-Scholes option valuation model. Our weighted-average assumptions used in the Black-Scholes valuation model for equity awards with time-based vesting provisions granted during the year. The following table summarizes stock option activity under both plans for the six March 31, 2023 Weighted-average remaining Aggregate Weighted-average contractual term intrinsic value Number of shares exercise price (in years) (in thousands) Outstanding at September 30, 2022 55,612 $ 151.20 4.55 $ - Granted 7,223 11.70 - - Exercised - - - - Forfeited (22,889 ) 85.50 - - Outstanding at March 31, 2023 39,946 148.50 4.15 - Exercisable at March 31, 2023 34,389 $ 151.20 4.23 $ - As of March 31, 2023 Restricted Stock Award transactions: In the six March 31, 2023 In February 2023, one fourth June 30, 2023, one September 30, 2023, one fourth December 31, 2023, one fourth March 31, 2024. In January 2023, In December 2022, December 2024. In the six March 31, 2022: In March 2022, one fourth June 30, 2022, one September 30, 2022, one fourth December 31, 2022, one fourth March 31, 2023. In January 2022, six In January 2022, 11. In November 2021, December 2022, 6. January 2022. In October 2021 In October 2021 four |
Note 10 - Warrants
Note 10 - Warrants | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Warrants Disclosure [Text Block] | NOTE 10 Transactions involving the Company equity-classified warrants for the six March 31, 2023 2022 Weighted-average remaining Aggregate Weighted-average contractual term intrinsic value Number of shares exercise price (in years) (in thousands) Outstanding at September 30, 2022 13,110 $ 210.60 2.30 $ - Granted - - - - Exercised - - - - Forfeited (2,223 ) 337.50 Outstanding at March 31, 2023 10,887 184.50 2.79 - Exercisable at March 31, 2023 10,887 $ 184.50 - $ - During the three December 31, 2022, The following table summarizes outstanding common stock purchase warrants as of March 31, 2023 Weighted-average Number of shares exercise price Expiration Exercisable at $196.88 per share 1,143 196.88 September 2023 Exercisable at $337.5 per share 1,334 337.50 May 2024 Exercisable at $176.06 per share 1,063 176.06 October 2024 Exercisable at $56.25 per share 815 56.25 January 2025 Exercisable at $168.30 per share 3,344 168.30 December 2025 Exercisable at $168.75 per share 3,188 168.75 June 2026 10,887 $ 184.50 |
Note 11 - Commitments and Conti
Note 11 - Commitments and Contingencies | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 11 COMMITMENTS AND CONTINGENCIES In May 2019, November 4, 2022, November 2022. No one In April 2022, February 2022, February 2025 As previously disclosed, during June 2022, June 2022 |
Note 12 - Note Payable
Note 12 - Note Payable | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | NOTE 12 NOTE PAYABLE In July 2019, April 2022, December 31, 2022. January 2020, March 31, 2023. |
Note 13 - Leases
Note 13 - Leases | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Lessee, Operating Leases [Text Block] | NOTE 13 LEASES The Company has lease agreements for its corporate offices and warehouse with lease periods expiring between 2024 2026. 842 not June 2022 December 2022, June 30, 2022. Right-of-use lease assets and corresponding lease liabilities are recognized at commencement date based on the present value of lease payments over the expected lease term. Since the interest rate implicit in our lease arrangements is not may In addition to the monthly base amounts in the lease agreements, the Company is required to pay real estate taxes, insurance and common area maintenance expenses during the lease terms. Lease costs on operating leases are recognized on a straight-line basis over the lease term and included as a selling, general and administrative expense in the condensed consolidated statements of operations. Components of operating lease costs are summarized as follows: Three Months Six Months Ended Ended March 31, March 31, 2023 2023 Total Operating Lease Costs $ 332,124 $ 664,249 Supplemental cash flow information related to operating leases is summarized as follows: Three Months Six Months Ended Ended March 31, March 31, 2023 2023 Cash paid for amounts included in the measurement of operating lease liabilities $ 344,892 $ 687,927 As of March 31, 2023 of 3.44 years and a weighted average discount rate of 4.66%. Future minimum aggregate lease payments under operating leases as of March 31, 2023 For the year ended September 30, 2023 $ 692,277 2024 1,421,610 2025 1,159,949 Thereafter 1,372,862 Total future lease payments 4,646,698 Less interest (367,965 ) Total lease liabilities $ 4,278,733 |
Note 14 - Earnings Per Share
Note 14 - Earnings Per Share | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | NOTE 14 EARNINGS PER SHARE The following table sets forth the computation of basic and diluted earnings per share for the following periods: Three Months Ended Six Months Ended March 31, March 31, March 31, March 31, 2023 2022 2023 2022 Basic and diluted: Net loss continuing operations $ (1,336,802 ) $ (4,657,215 ) $ (5,292,864 ) $ (23,818,120 ) Preferred dividends paid 1,000,500 1,000,502 2,001,002 2,001,002 Net loss adjusted for preferred dividend (2,337,302 ) (5,657,717 ) (7,293,866 ) (25,819,122 ) Net loss attributable to cbdMD Inc. common shareholders (2,337,302 ) (5,657,717 ) (7,293,866 ) (25,819,122 ) Shares used in computing basic earnings per share 1,345,589 1,310,378 1,343,394 1,312,755 Shares used in computing diluted earnings per share 1,345,589 1,310,378 1,343,394 1,312,755 Earnings per share Basic: Basic earnings per share (1.74 ) (4.32 ) (5.43 ) (19.67 ) Earnings per share Diluted: - - Diluted earnings per share (1.74 ) (4.32 ) (5.43 ) (19.67 ) At March 31, 2023 a360 |
Note 15 - Income Taxes
Note 15 - Income Taxes | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | NOTE 15 INCOME TAXES On November 17, 2017, 382 October 2, 2018, May 16, 2019, October 16, 2019, January 14, 2020, 382 On December 20, 2018, two 1 The Company has a valuation allowance against the net deferred tax assets, with the exception of the deferred tax liabilities that result from indefinite-life intangibles (“naked credits”). The Company has determined that using the general methodology for calculating income taxes during an interim period for the quarters ending December 31, 2019, March 31, 2020, June 30, 2020, September 30, 2022 not not March 31, 2023 |
Note 16 - Subsequent Events
Note 16 - Subsequent Events | 6 Months Ended |
Mar. 31, 2023 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | NOTE 16 SUBSEQUENT EVENTS On February 16, 2023, one one February 16, 2024. April 12, 2023, one forty April 24, 2023 ( Subsequent to the period covered by this report, commencing on April 19, 2023 April 25, 2023, $36,000 f On May 3, 2023, 45 not |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 6 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Stockholders' Equity, Policy [Policy Text Block] | Reverse Stock Split On April 12, 2023, one forty April 24, 2023. |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries CBDI, Paw CBD and Therapeutics. All material intercompany transactions and balances have been eliminated in consolidation. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The Company’s condensed consolidated financial statements have been prepared in accordance with US GAAP and requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the financial statements and reported amounts of revenues and expenses during the periods presented. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the consolidated financial statements in the period they are determined to be necessary. Significant estimates made in the accompanying condensed consolidated financial statements include, but are not The Company continues to monitor macroeconomic conditions to remain flexible and to optimize and evolve its business as appropriate. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents For financial statements purposes, the Company considers all highly liquid investments with a maturity of less than three |
Receivables, Trade and Other Accounts Receivable, Allowance for Doubtful Accounts, Policy [Policy Text Block] | Accounts Receivable Accounts receivable are stated at cost less an allowance for doubtful accounts, if applicable. Credit is extended to customers after an evaluation of the customer’s financial condition, and generally collateral is not March 31, 2023 September 30, 2022 |
Merchant Receivable and Reserve [Policy Text Block] | Merchant Receivable and Reserve The Company primarily sells its products through the internet and has an arrangement to process customer payments with third 2 5 March 31, 2023 September 30, 2022, |
Inventory, Policy [Policy Text Block] | Inventory Inventory is stated at the lower of cost or net realizable value with cost being determined on a weighted average basis. The cost of inventory includes product cost, freight-in, and production fill and labor (portions of which we outsource to third |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment items are stated at cost less accumulated depreciation. Expenditures for routine maintenance and repairs are charged to operations as incurred. Depreciation is charged to expense over the estimated useful lives of the assets using the straight-line method. Generally, the useful lives are five three may not |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Accounting The Company utilizes accounting standards for fair value, which include the definition of fair value, the framework for measuring fair value, and disclosures about fair value measurements. Fair value is a market-based measurement, not 1 2 3 Level 1 2 1 2 may 3 When the Company records an investment in marketable securities the carrying value is assigned at fair value. Any changes in fair value for marketable securities during a given period will be recorded as an unrealized gain or loss in the consolidated statement of operations. For investment other securities without a readily determinable fair value, the Company may |
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] | Intangible Assets The Company’s intangible assets consist of definite-lived trademarks and other intellectual property. Prior to December 31, 2021, not 360, 20 January 1, 2022 360, may not may not two 360, 360, |
Business Combinations Policy [Policy Text Block] | Contingent Liability A significant component of the purchase price consideration for the Company’s acquisition of Cure Based Development includes a fixed number of future shares to be issued as well as a variable number of future shares to be issued based upon the post-acquisition entity reaching certain specified future revenue targets, as further described in Note 6. |
Revenue [Policy Text Block] | Revenue Recognition Under ASC 606, Revenue from Contracts with Customers, five 606: Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to a customer. The Company meets that obligation when it has shipped products which have been ordered to the customer. The Company has reviewed its various revenue streams for its other contracts under the five March 31, 2023 no Allocation of Transaction Price In the Company’s current business model, it does not Revenue Recognition The Company records revenue from the sale of its products when its customer obtains control, which is upon shipping (and is typically FOB shipping) which is when our performance obligation is met. Net sales are comprised of gross revenues less product returns, trade discounts and customer allowances, which include costs associated with off-invoice mark-downs and other price reductions, as well as trade promotions. These incentive costs are recognized at the later of the date on which the Company recognizes the related revenue or the date on which the Company offers the incentive. The Company currently offers a 60 Disaggregated Revenue The Company’s product revenue is generated primarily through two A description of the Company’s principal revenue generating activities are as follows: - E-commerce sales - consumer products sold through the Company’s online and telephonic channels. Revenue is recognized when control of the merchandise is transferred to the customer, which generally occurs upon shipment. Payment is typically due prior to the date of shipment; and - Wholesale sales - products sold to the Company’s wholesale customers for subsequent resale. Revenue is recognized when control of the goods is transferred to the customer, in accordance with the terms of the applicable agreement. Payment terms vary and can typically be 30 Contract liabilities represent unearned revenues and are presented as deferred revenue or customer deposits on the condensed consolidated balance sheets. Other than account receivable, Company has no March 31, 2023 The following tables represent a disaggregation of revenue by sales channel: Three Months Three Months Ended Ended March 31, March 31, 2023 % of total 2022 % of total E-commerce sales $ 4,889,860 78.4 % $ 6,580,554 68.3 % Wholesale sales 1,350,160 21.6 % 3,048,332 31.7 % Total Net Sales $ 6,240,020 100.0 % $ 9,628,886 100.0 % Six Months Six Months Ended Ended March 31, March 31, 2023 % of total 2022 % of total E-commerce sales $ 9,796,064 79.5 % $ 13,696,641 72.3 % Wholesale sales 2,529,173 20.5 % 5,254,067 27.7 % Total Net Sales $ 12,325,237 100.0 % $ 18,950,708 100.0 % |
Cost of Goods and Service [Policy Text Block] | Cost of Sales The Company’s cost of sales includes costs associated with distribution, fill and labor expense, components, third |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company is a North Carolina corporation that is treated as a corporation for federal and state income tax purposes. As of October 1, 2019, March 15, 2021, The Company accounts for income taxes pursuant to the provisions of the Accounting for Income Taxes 740 not not |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentrations Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents, accounts receivable, and securities. The Company places its cash and cash equivalents on deposit with financial institutions in the United States. The Federal Deposit Insurance Corporation (“FDIC”) covers $250,000 for substantially all depository accounts. The Company from time to time may March 31, 2023 September 30, 2022 Concentration of credit risk with respect to receivables is principally limited to trade receivables with corporate customers that meet specific credit policies. Management considers these customer receivables to represent normal business risk. The Company did not three six March 31, 2023 |
Share-Based Payment Arrangement [Policy Text Block] | Stock-Based Compensation The Company accounts for its stock compensation under the ASC 718 10 30, Compensation - Stock Compensation may The Company uses the Black-Scholes model for measuring the fair value of options and warrants. The stock based fair value compensation is determined as of the date of the grant or the date at which the performance of the services is completed (measurement date) and is recognized over the vesting periods. The Company recognizes forfeitures when they occur. |
Earnings Per Share, Policy [Policy Text Block] | Earnings (Loss) Per Share The Company uses ASC 260 10, On February 16, 2023, one one February 16, 2024. April 12, 2023, one forty April 24, 2023 ( |
Liquidity and Going Concern Considerations, Policy [Policy Text Block] | Liquidity and Going Concern Considerations The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company experienced a loss of $1,336,802 and $5,292,864 for the three six March 31, 2023, Management has concluded that substantial doubt exists about our ability to continue as a going concern for the next twelve may not twelve May 3, 2023 ( not four may may |
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Standards None. |
Note 1 - Organization and Sum_2
Note 1 - Organization and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Mar. 31, 2023 | |
Notes Tables | |
Disaggregation of Revenue [Table Text Block] | Three Months Three Months Ended Ended March 31, March 31, 2023 % of total 2022 % of total E-commerce sales $ 4,889,860 78.4 % $ 6,580,554 68.3 % Wholesale sales 1,350,160 21.6 % 3,048,332 31.7 % Total Net Sales $ 6,240,020 100.0 % $ 9,628,886 100.0 % Six Months Six Months Ended Ended March 31, March 31, 2023 % of total 2022 % of total E-commerce sales $ 9,796,064 79.5 % $ 13,696,641 72.3 % Wholesale sales 2,529,173 20.5 % 5,254,067 27.7 % Total Net Sales $ 12,325,237 100.0 % $ 18,950,708 100.0 % |
Note 3 - Inventory (Tables)
Note 3 - Inventory (Tables) | 6 Months Ended |
Mar. 31, 2023 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | March 31, September 30, 2023 2022 Finished Goods $ 2,896,362 $ 3,198,488 Inventory Components 1,356,623 1,213,724 Inventory Reserve (132,247 ) (156,298 ) Inventory prepaid 411,152 511,459 Total Inventory $ 4,531,890 $ 4,767,373 |
Note 4 - Property and Equipme_2
Note 4 - Property and Equipment (Tables) | 6 Months Ended |
Mar. 31, 2023 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | March 31, September 30, 2023 2022 Computers, furniture and equipment $ 1,272,596 $ 1,095,228 Manufacturing equipment 284,275 284,275 Leasehold improvements 487,081 487,081 Automobiles 11,087 11,087 2,055,039 1,877,671 Less accumulated depreciation (1,256,862 ) (1,054,361 ) Property and equipment, net $ 798,177 $ 823,310 |
Note 5 - Goodwill and Intangi_2
Note 5 - Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Mar. 31, 2023 | |
Notes Tables | |
Schedule of Intangible Assets and Goodwill [Table Text Block] | March 31, September 30, 2023 2022 Trademark related to cbdMD $ 17,300,000 $ 21,585,000 Trademark for HempMD 50,000 50,000 Technology Relief from Royalty related to DirectCBDOnline.com 667,844 667,844 Tradename related to DirectCBDOnline.com 749,567 749,567 Impairment of intangible assets - (4,285,000 ) Amortization of definite lived intangible assets (1,487,571 ) (932,862 ) Total $ 17,279,840 $ 17,834,549 |
Note 6 - Contingent Considera_2
Note 6 - Contingent Consideration (Tables) | 6 Months Ended |
Mar. 31, 2023 | |
Notes Tables | |
Schedule of Business Acquisitions by Acquisition, Contingent Consideration [Table Text Block] | Aggregate Net Revenues Shares Issued/ Each $ of Aggregate Net Revenue Ratio $ 1 20,000,000 0.00423615 $ 20,000,001 60,000,000 0.002118075 $ 60,000,001 140,000,000 0.001059038 $ 140,000,001 300,000,000 0.000529519 |
Note 8 - Shareholders' Equity (
Note 8 - Shareholders' Equity (Tables) | 6 Months Ended |
Mar. 31, 2023 | |
Notes Tables | |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | March 31, March 31, 2023 2022 Exercise price 10.355 -12.6060 36.900 -43.87575 Risk free interest rate 3.93% - 4.71% 1.56% - 1.66% Volatility 106.48% - 106.51% 100.23% Expected term (in years) 2.5 - 4 2.5 - 5 years Dividend yield None None |
Note 9 - Stock-Based Compensa_2
Note 9 - Stock-Based Compensation (Tables) | 6 Months Ended |
Mar. 31, 2023 | |
Notes Tables | |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Weighted-average remaining Aggregate Weighted-average contractual term intrinsic value Number of shares exercise price (in years) (in thousands) Outstanding at September 30, 2022 55,612 $ 151.20 4.55 $ - Granted 7,223 11.70 - - Exercised - - - - Forfeited (22,889 ) 85.50 - - Outstanding at March 31, 2023 39,946 148.50 4.15 - Exercisable at March 31, 2023 34,389 $ 151.20 4.23 $ - |
Note 10 - Warrants (Tables)
Note 10 - Warrants (Tables) | 6 Months Ended |
Mar. 31, 2023 | |
Common Stock Purchase Warrants [Member] | |
Notes Tables | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Weighted-average Number of shares exercise price Expiration Exercisable at $196.88 per share 1,143 196.88 September 2023 Exercisable at $337.5 per share 1,334 337.50 May 2024 Exercisable at $176.06 per share 1,063 176.06 October 2024 Exercisable at $56.25 per share 815 56.25 January 2025 Exercisable at $168.30 per share 3,344 168.30 December 2025 Exercisable at $168.75 per share 3,188 168.75 June 2026 10,887 $ 184.50 |
Equity Classified Warrants [Member] | |
Notes Tables | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Weighted-average remaining Aggregate Weighted-average contractual term intrinsic value Number of shares exercise price (in years) (in thousands) Outstanding at September 30, 2022 13,110 $ 210.60 2.30 $ - Granted - - - - Exercised - - - - Forfeited (2,223 ) 337.50 Outstanding at March 31, 2023 10,887 184.50 2.79 - Exercisable at March 31, 2023 10,887 $ 184.50 - $ - |
Note 13 - Leases (Tables)
Note 13 - Leases (Tables) | 6 Months Ended |
Mar. 31, 2023 | |
Notes Tables | |
Lease, Cost [Table Text Block] | Three Months Six Months Ended Ended March 31, March 31, 2023 2023 Total Operating Lease Costs $ 332,124 $ 664,249 Three Months Six Months Ended Ended March 31, March 31, 2023 2023 Cash paid for amounts included in the measurement of operating lease liabilities $ 344,892 $ 687,927 |
Lessee, Operating Lease, Liability, to be Paid, Maturity [Table Text Block] | For the year ended September 30, 2023 $ 692,277 2024 1,421,610 2025 1,159,949 Thereafter 1,372,862 Total future lease payments 4,646,698 Less interest (367,965 ) Total lease liabilities $ 4,278,733 |
Note 14 - Earnings Per Share (T
Note 14 - Earnings Per Share (Tables) | 6 Months Ended |
Mar. 31, 2023 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended Six Months Ended March 31, March 31, March 31, March 31, 2023 2022 2023 2022 Basic and diluted: Net loss continuing operations $ (1,336,802 ) $ (4,657,215 ) $ (5,292,864 ) $ (23,818,120 ) Preferred dividends paid 1,000,500 1,000,502 2,001,002 2,001,002 Net loss adjusted for preferred dividend (2,337,302 ) (5,657,717 ) (7,293,866 ) (25,819,122 ) Net loss attributable to cbdMD Inc. common shareholders (2,337,302 ) (5,657,717 ) (7,293,866 ) (25,819,122 ) Shares used in computing basic earnings per share 1,345,589 1,310,378 1,343,394 1,312,755 Shares used in computing diluted earnings per share 1,345,589 1,310,378 1,343,394 1,312,755 Earnings per share Basic: Basic earnings per share (1.74 ) (4.32 ) (5.43 ) (19.67 ) Earnings per share Diluted: - - Diluted earnings per share (1.74 ) (4.32 ) (5.43 ) (19.67 ) |
Note 1 - Organization and Sum_3
Note 1 - Organization and Summary of Significant Accounting Policies (Details Textual) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
May 03, 2023 USD ($) | Apr. 12, 2023 | Feb. 16, 2023 | Apr. 30, 2019 shares | Mar. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) shares | Mar. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Mar. 31, 2023 USD ($) | Mar. 31, 2022 USD ($) | Mar. 31, 2023 USD ($) shares | Sep. 30, 2022 USD ($) | |
Accounts Receivable, Allowance for Credit Loss | $ 19,292 | $ 19,292 | $ 19,292 | $ 36,980 | ||||||||
Accounts Receivable, after Allowance for Credit Loss, Current | 338,502 | 338,502 | 338,502 | 273,451 | ||||||||
Revenue, Remaining Performance Obligation, Amount | 0 | 0 | 0 | |||||||||
Contract with Customer, Asset, after Allowance for Credit Loss, Total | 0 | 0 | 0 | |||||||||
Federal Deposit Insurance Corporation Premium Expense | 250,000 | |||||||||||
Cash, Uninsured Amount | 791,000,000,000 | 791,000,000,000 | 791,000,000,000 | $ 5,800,000 | ||||||||
Net Income (Loss) Attributable to Parent | (1,336,802) | $ (3,956,062) | $ (4,657,215) | $ (19,160,904) | (5,292,864) | $ (23,818,120) | ||||||
Working Capital | $ 5,466,788 | $ 5,466,788 | $ 5,466,788 | |||||||||
Customer Concentration Risk [Member] | Revenue, Segment Benchmark [Member] | ||||||||||||
Number of Major Customers | 0 | 0 | ||||||||||
Manufacturing Equipment [Member] | ||||||||||||
Property, Plant and Equipment, Useful Life (Year) | 5 years | 5 years | 5 years | |||||||||
Software [Member] | ||||||||||||
Property, Plant and Equipment, Useful Life (Year) | 3 years | 3 years | 3 years | |||||||||
Minimum [Member] | ||||||||||||
MerchantProcessingFee | 2.60% | 2.60% | 2.60% | |||||||||
Maximum [Member] | ||||||||||||
MerchantProcessingFee | 5% | 5% | 5% | |||||||||
Subsequent Event [Member] | Public Offering [Member] | ||||||||||||
Proceeds From Issuance of Common Stock, Net | $ 2,500,000 | |||||||||||
Reverse Stock Split [Member] | ||||||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 45 | |||||||||||
Reverse Stock Split [Member] | Minimum [Member] | ||||||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 20 | |||||||||||
Reverse Stock Split [Member] | Maximum [Member] | ||||||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 50 | |||||||||||
Reverse Stock Split [Member] | Subsequent Event [Member] | ||||||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 45 | |||||||||||
Cure Based Development, Llc [Member] | Common Stock [Member] | ||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | shares | 338,889 | 87,307 | ||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Vesting Period (Year) | 5 years | |||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Additional Earnout Shares (in shares) | shares | 338,889 | |||||||||||
Cure Based Development, Llc [Member] | Unregistered Common Stock [Member] | ||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | shares | 194,445 | 48,612 | ||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Vesting Period (Year) | 5 years | |||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Additional Earnout Shares (in shares) | shares | 338,889 |
Note 1 - Organization and Sum_4
Note 1 - Organization and Summary of Significant Accounting Policies - Disaggregation of Revenue (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Revenues, Total | $ 6,240,020 | $ 9,628,886 | $ 12,325,237 | $ 18,950,708 |
Sales Channel [Member] | Revenue Benchmark [Member] | ||||
Concentration Risk, Percentage | 100% | 100% | 100% | 100% |
Sales Channel, Directly to Consumer [Member] | ||||
Revenues, Total | $ 4,889,860 | $ 6,580,554 | $ 9,796,064 | $ 13,696,641 |
Sales Channel, Directly to Consumer [Member] | Sales Channel [Member] | Revenue Benchmark [Member] | ||||
Concentration Risk, Percentage | 78.40% | 68.30% | 79.50% | 72.30% |
Sales Channel, Through Intermediary [Member] | ||||
Revenues, Total | $ 1,350,160 | $ 3,048,332 | $ 2,529,173 | $ 5,254,067 |
Sales Channel, Through Intermediary [Member] | Sales Channel [Member] | Revenue Benchmark [Member] | ||||
Concentration Risk, Percentage | 21.60% | 31.70% | 20.50% | 27.70% |
Note 2 - Marketable Securitie_2
Note 2 - Marketable Securities and Investment Other Securities (Details Textual) - USD ($) | 1 Months Ended | 6 Months Ended | ||||
Feb. 10, 2023 | Apr. 07, 2022 | Sep. 30, 2020 | Mar. 31, 2023 | Mar. 31, 2022 | Jan. 13, 2021 | |
Marketable Securities, Realized Gain (Loss) | $ 0 | $ (33,350) | ||||
Steady State, LLC [Member] | ||||||
Equipment Sold Value | $ 1,800,000 | |||||
Investments, Total | $ 1,400,000 | |||||
Adara Sponser L L C [Member] | ||||||
Payments to Acquire Additional Interest in Subsidiaries | $ 250,000 | |||||
Common Stock, Value, Subscriptions | $ 750,000 | |||||
Proceeds from Equity Method Investment, Distribution, Return of Capital | $ 1,000,000,000,000 |
Note 3 - Inventory - Schedule o
Note 3 - Inventory - Schedule of Inventory (Details) - USD ($) | Mar. 31, 2023 | Sep. 30, 2022 |
Finished Goods | $ 2,896,362 | $ 3,198,488 |
Inventory Components | 1,356,623 | 1,213,724 |
Inventory Reserve | (132,247) | (156,298) |
Inventory prepaid | 411,152 | 511,459 |
Total Inventory | $ 4,531,890 | $ 4,767,373 |
Note 4 - Property and Equipme_3
Note 4 - Property and Equipment (Details Textual) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Depreciation, Excluding Lessor Asset under Operating Lease | $ 102,390 | $ 508,299 |
Note 4 - Property and Equipme_4
Note 4 - Property and Equipment - Major Classes of Property and Equipment (Details) - USD ($) | Mar. 31, 2023 | Sep. 30, 2022 |
Property and equipment, gross | $ 2,055,039 | $ 1,877,671 |
Less accumulated depreciation | (1,256,862) | (1,054,361) |
Property and equipment, net | 798,177 | 823,310 |
Computers, Furniture, and Equipment [Member] | ||
Property and equipment, gross | 1,272,596 | 1,095,228 |
Manufacturing Equipment [Member] | ||
Property and equipment, gross | 284,275 | 284,275 |
Leasehold Improvements [Member] | ||
Property and equipment, gross | 487,081 | 487,081 |
Automobiles [Member] | ||
Property and equipment, gross | $ 11,087 | $ 11,087 |
Note 5 - Goodwill and Intangi_3
Note 5 - Goodwill and Intangible Assets (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Dec. 31, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Sep. 30, 2022 | Jan. 31, 2022 | Jul. 31, 2021 | |
Goodwill, Ending Balance | $ 42,772,685 | $ 42,772,685 | ||||||
Impairment of Intangible Assets, Finite-Lived | $ 0 | $ 4,285,000 | ||||||
Amortization of Intangible Assets | $ 554,709 | $ 329,671 | ||||||
Trademarks [Member] | ||||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 20 years | 20 years | 10 years | |||||
Amortization of Intangible Assets | $ 277,354 | $ 277,354 | ||||||
Developed Technology Rights [Member] | ||||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 4 years | |||||||
Trademark Related to cbdMD [Member] | ||||||||
Impairment of Intangible Assets, Finite-Lived | $ 4,285,000 |
Note 5 - Goodwill and Intangi_4
Note 5 - Goodwill and Intangible Assets - Schedule of Intangible Assets and Goodwill (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Sep. 30, 2022 | |
Impairment of intangible assets | $ 0 | $ (4,285,000) |
Amortization of definite lived intangible assets | (1,487,571) | (932,862) |
Intangible Assets, Net (Excluding Goodwill), Total | 17,279,840 | 17,834,549 |
Technology Relief From Royalty Related To Direct C B D Online Com Member | ||
Definite lived intangible assets | 667,844 | 667,844 |
Tradename Related To Direct C B D Online Com Member | ||
Definite lived intangible assets | 749,567 | 749,567 |
Trademark Related to cbdMD [Member] | ||
Indefinite lived trademark | 17,300,000 | 21,585,000 |
Trademark Related to Hemp MD [Member] | ||
Indefinite lived trademark | $ 50,000 | $ 50,000 |
Note 6 - Contingent Considera_3
Note 6 - Contingent Consideration (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2022 | Dec. 20, 2018 | Dec. 31, 2022 | Jul. 31, 2021 | Apr. 30, 2019 | Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Mar. 31, 2023 | Sep. 30, 2022 | |
Business Combination, Contingent Consideration, Liability, Noncurrent | $ 167,000 | $ 167,000 | $ 167,000 | $ 167,000 | $ 276,000 | |||||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | (48,000) | $ (353,000) | (109,000) | $ (6,303,000) | ||||||||||
Share-Based Payment Arrangement, Option [Member] | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Maximum Number of Shares Per Employee (in shares) | 556 | |||||||||||||
Restricted Stock Units (RSUs) [Member] | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Maximum Number of Shares Per Employee (in shares) | 556 | |||||||||||||
Employee Stock Options and Restricted Stock Units (RSUs) [Member] | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Minimum Consumer Revenue Required | 45,000,000 | |||||||||||||
Employee-related Liabilities, Total | 0 | 0 | 0 | $ 0 | ||||||||||
Cure Based Development, Llc [Member] | Common Stock [Member] | ||||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 338,889 | 87,307 | ||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Vesting Period (Year) | 5 years | |||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Additional Earnout Shares (in shares) | 338,889 | |||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Additional Earnout Shares, Expiration (Month) | 60 months | 60 months | ||||||||||||
Business Combination, Contingent Consideration, Liability, Noncurrent | 167,000 | 167,000 | 167,000 | $ 167,000 | 276,000 | |||||||||
Business Acquisition, Equity Interest Issued or Issuable, Aggregate Net Revenue Criteria | $ 162,000,000 | $ 162,000,000 | $ 162,000,000 | $ 162,000,000 | ||||||||||
Cure Based Development, Llc [Member] | Registered Common Stock [Member] | ||||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 144,445 | |||||||||||||
Cure Based Development, Llc [Member] | Unregistered Common Stock 2 [Member] | ||||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 194,945 | |||||||||||||
Cure Based Development, Llc [Member] | Unregistered Common Stock [Member] | ||||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 194,445 | 48,612 | ||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Vesting Period (Year) | 5 years | |||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Additional Earnout Shares (in shares) | 338,889 | |||||||||||||
Twenty Two Acquisition [Member] | Common Stock [Member] | ||||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Additional Earnout Shares (in shares) | 4,445 | |||||||||||||
Business Combination, Contingent Consideration, Liability, Noncurrent | $ 161,000 | $ 161,000 | $ 488,561 | $ 161,000 | $ 0 | 416,000 | ||||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | $ (255,000) | $ 13,000 | $ (73,561) |
Note 6 - Contingent Considera_4
Note 6 - Contingent Consideration - Contingent Liability (Details) | 6 Months Ended |
Mar. 31, 2023 | |
Earnout Shares for Revenue Between $1 and $20,000,000 [Member] | |
Business Acquisition, Contingent Consideration, Shares Issued Per Aggregate Net Revenue Ratio | 0.00423615 |
Earnout Shares for Revenue Between $20,000,001 and $60,000,000 [Member] | |
Business Acquisition, Contingent Consideration, Shares Issued Per Aggregate Net Revenue Ratio | 0.002118075 |
Earnout Shares for Revenue Between $60,000,001 and $140,000,000 [Member] | |
Business Acquisition, Contingent Consideration, Shares Issued Per Aggregate Net Revenue Ratio | 0.001059038 |
Earnout Shares for Revenue Between $140,000,001 and $300,000,000 [Member] | |
Business Acquisition, Contingent Consideration, Shares Issued Per Aggregate Net Revenue Ratio | 0.000529519 |
Note 6 - Contingent Considera_5
Note 6 - Contingent Consideration - Contingent Liability (Details) (Parentheticals) | 6 Months Ended |
Mar. 31, 2023 USD ($) | |
Earnout Shares for Revenue Between $1 and $20,000,000 [Member] | Minimum [Member] | |
Aggregate net revenue | $ 1 |
Earnout Shares for Revenue Between $1 and $20,000,000 [Member] | Maximum [Member] | |
Aggregate net revenue | 20,000,000 |
Earnout Shares for Revenue Between $20,000,001 and $60,000,000 [Member] | Minimum [Member] | |
Aggregate net revenue | 20,000,001 |
Earnout Shares for Revenue Between $20,000,001 and $60,000,000 [Member] | Maximum [Member] | |
Aggregate net revenue | 60,000,000 |
Earnout Shares for Revenue Between $60,000,001 and $140,000,000 [Member] | Minimum [Member] | |
Aggregate net revenue | 60,000,001 |
Earnout Shares for Revenue Between $60,000,001 and $140,000,000 [Member] | Maximum [Member] | |
Aggregate net revenue | 140,000,000 |
Earnout Shares for Revenue Between $140,000,001 and $300,000,000 [Member] | Minimum [Member] | |
Aggregate net revenue | 140,000,001 |
Earnout Shares for Revenue Between $140,000,001 and $300,000,000 [Member] | Maximum [Member] | |
Aggregate net revenue | $ 300,000,000 |
Note 8 - Shareholders' Equity_2
Note 8 - Shareholders' Equity (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||||||||||
Mar. 02, 2023 | Dec. 28, 2021 | Oct. 16, 2019 | Feb. 28, 2023 | Jan. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | Jan. 31, 2022 | Oct. 31, 2021 | Oct. 30, 2021 | Oct. 31, 2019 | Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Sep. 30, 2022 | |
Preferred Stock, Shares Authorized (in shares) | 50,000,000 | 50,000,000 | 50,000,000 | |||||||||||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||
Preferred Stock, Shares Issued (in shares) | 5,000,000 | 5,000,000 | 5,000,000 | |||||||||||||
Payments of Dividends | $ 1,000,500 | $ 1,000,502 | ||||||||||||||
Common Stock, Shares Authorized (in shares) | 150,000,000 | 150,000,000 | 150,000,000 | |||||||||||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||
Common Stock, Shares, Outstanding (in shares) | 1,456,693 | 1,456,693 | 1,348,125 | |||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross (in shares) | 10,372 | 9,873 | 556 | |||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 7,223 | |||||||||||||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 5,000,000 | 5,000,000 | 5,000,000 | |||||||||||||
Common Stock, Shares, Issued (in shares) | 1,456,693 | 1,456,693 | 1,348,125 | |||||||||||||
Share-Based Payment Arrangement, Employee [Member] | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 2,334 | 2,223 | 2,889 | |||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested in Period, Fair Value | $ 15,225 | |||||||||||||||
Share-Based Payment Arrangement, Employee [Member] | Vesting Annually Over Three Years [Member] | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 1,667 | |||||||||||||||
Share-Based Payment Arrangement, Expense | $ 13,150 | |||||||||||||||
Share-Based Payment Arrangement, Employee [Member] | Vest Upon Achieving Certain Revenue Performance [Member] | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 556 | |||||||||||||||
Share-Based Payment Arrangement, Option [Member] | Share-Based Payment Arrangement, Employee [Member] | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Exercise Price (in dollars per share) | $ 10.53 | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) | 5 years | |||||||||||||||
Share-Based Payment Arrangement, Expense | $ 79,500 | |||||||||||||||
Share-Based Payment Arrangement, Option [Member] | Share-Based Payment Arrangement, Employee [Member] | Vesting Annually Over Three Years [Member] | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Exercise Price (in dollars per share) | $ 11.25 | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) | 5 years | |||||||||||||||
Board of Directors [Member] | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 2,667 | 2,667 | ||||||||||||||
Board of Directors [Member] | Share-Based Payment Arrangement, Option [Member] | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Exercise Price (in dollars per share) | $ 12.60 | $ 36.81 | $ 36.81 | $ 36.81 | ||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) | 5 years | 5 years | ||||||||||||||
Share-Based Payment Arrangement, Expense | $ 21,120 | $ 57,000 | ||||||||||||||
Chief Executive Officer [Member] | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 1,667 | |||||||||||||||
Chief Executive Officer [Member] | Share-Based Payment Arrangement, Option [Member] | ||||||||||||||||
Share-Based Payment Arrangement, Expense | $ 23,025 | $ 46,050 | ||||||||||||||
a360 Media, LLC [Member] | Advertising Placement Agreement [Member] | ||||||||||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | 134,681 | |||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 14.85 | |||||||||||||||
Agreement for Advertising Placement, Credit for Media Support and Advertising Placement | $ 2,000,000 | |||||||||||||||
Percentage of Shares Fully Vested | 70% | |||||||||||||||
Percentage of Shares Vest Upon Each Advertising Placement | 15% | |||||||||||||||
Percentage of Shares Vest Provided No Restrictions in Product Categories | 15% | |||||||||||||||
Twenty Two Capital [Member] | ||||||||||||||||
Stock Issued During Period, Shares, Acquisitions (in shares) | 2,223 | |||||||||||||||
Series A Cumulative Convertible Preferred Stock [Member] | ||||||||||||||||
Preferred Stock, Shares Authorized (in shares) | 5,000,000 | |||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 8% | 8% | 8% | |||||||||||||
Preferred Stock, Shares Issued (in shares) | 5,000,000 | 5,000,000 | 5,000,000 | |||||||||||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 5,000,000 | 5,000,000 | 5,000,000 | |||||||||||||
Commitment Shares [Member] | Keystone [Member] | ||||||||||||||||
Purchase Commitment, Maximum Shares Commitment (in shares) | 281,934 | |||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 2,616 | |||||||||||||||
Share Number, Stock Issuable (in shares) | 6,104 | |||||||||||||||
Number of Shares Registered for Resale (in shares) | 281,934 |
Note 8 - Shareholders' Equity -
Note 8 - Shareholders' Equity - Fair Value Assumptions of Stock Options (Details) - $ / shares | 6 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Minimum [Member] | ||
Exercise price (in dollars per share) | $ 10.35 | $ 36.90 |
Risk free interest rate | 1.56% | |
Volatility | 100.23% | |
Minimum [Member] | Share-Based Payment Arrangement, Option [Member] | ||
Risk free interest rate | 3.93% | |
Volatility | 106.48% | |
Expected term (in years) (Year) | 2 years 6 months | |
Maximum [Member] | ||
Exercise price (in dollars per share) | $ 12.60 | $ 43.875 |
Risk free interest rate | 1.66% | |
Volatility | 100.30% | |
Maximum [Member] | Share-Based Payment Arrangement, Option [Member] | ||
Risk free interest rate | 4.71% | |
Volatility | 106.51% | |
Expected term (in years) (Year) | 4 years |
Note 9 - Stock-Based Compensa_3
Note 9 - Stock-Based Compensation (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||||||
Apr. 19, 2019 | Feb. 28, 2023 | Jan. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | Jan. 31, 2022 | Nov. 30, 2021 | Oct. 30, 2021 | Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2023 | Jan. 08, 2021 | Jun. 02, 2015 | |
Stock Issued During Period, Value, New Issues | $ 0 | $ 0 | $ 661,000 | $ 405,000 | |||||||||||
Professional Athlete [Member] | |||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 7,112 | ||||||||||||||
Stock Issued During Period, Value, New Issues | $ 336,000 | ||||||||||||||
Share-Based Payment Arrangement, Option [Member] | |||||||||||||||
Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount | $ 155,742 | $ 155,742 | |||||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 2 years 8 months 12 days | ||||||||||||||
Share-Based Payment Arrangement, Option [Member] | Share-Based Payment Arrangement, Employee [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) | 5 years | ||||||||||||||
Share-Based Payment Arrangement, Expense | $ 79,500 | ||||||||||||||
Share-Based Payment Arrangement, Option [Member] | Board of Directors [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) | 5 years | 5 years | |||||||||||||
Share-Based Payment Arrangement, Expense | $ 21,120 | $ 57,000 | |||||||||||||
Restricted Stock [Member] | Board of Directors [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 445 | 445 | |||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Granted in Period, Fair Value | $ 5,660 | $ 16,360 | |||||||||||||
Restricted Stock [Member] | Board of Directors [Member] | Share-Based Payment Arrangement, Tranche One [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 0.25% | 0.25% | |||||||||||||
Restricted Stock [Member] | Board of Directors [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 0.25% | 0.25% | |||||||||||||
Restricted Stock [Member] | Board of Directors [Member] | Share-Based Payment Arrangement, Tranche Three [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 0.25% | 0.25% | |||||||||||||
Restricted Stock [Member] | Board of Directors [Member] | Share-Based Payment Arrangement, Tranche Four [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 0.25% | 0.25% | |||||||||||||
Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Employee [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 3,889 | 1,112 | 667 | 2,667 | 112 | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Granted in Period, Fair Value | $ 40,950 | $ 29,250 | |||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 556 | ||||||||||||||
Share-Based Payment Arrangement, Expense | $ 6,250 | ||||||||||||||
Restricted Stock Units (RSUs) [Member] | Vest Based on Certain Performance Hurdles Prior to December 2024 [Member] | Share-Based Payment Arrangement, Employee [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 556 | ||||||||||||||
Restricted Stock Units (RSUs) [Member] | Executive Officer [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 556 | ||||||||||||||
Maximum [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) | 10 years | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 3 years | ||||||||||||||
Minimum [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) | 5 years | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 1 year | ||||||||||||||
The 2015 Plan [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) | 26,112 | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Annual Increase of Shares Authorized, Percentage | 1% | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Additional Shares Authorized (in shares) | 45,445 | ||||||||||||||
The 2015 Plan [Member] | Maximum [Member] | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Annual Increase of Shares Authorized, Shares (in shares) | 2,223 | ||||||||||||||
The 2021 Plan [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) | 111,112 | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Annual Increase of Shares Authorized, Percentage | 1% | ||||||||||||||
The 2021 Plan [Member] | Maximum [Member] | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Annual Increase of Shares Authorized, Shares (in shares) | 5,556 |
Note 9 - Stock Based Compensati
Note 9 - Stock Based Compensation - Summary of Stock Option Activity (Details) - $ / shares | 6 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Sep. 30, 2022 | |
Outstanding (in shares) | 55,612 | |
Outstanding, weighted average exercise price (in dollars per share) | $ 151.20 | |
Outstanding, weighted average remaining contractual term (Year) | 4 years 1 month 24 days | 4 years 6 months 18 days |
Granted (in shares) | 7,223 | |
Granted, weighted average exercise price (in dollars per share) | $ 11.70 | |
Exercised (in shares) | 0 | |
Exercised, weighted average exercise price (in dollars per share) | $ 0 | |
Forfeited (in shares) | (22,889) | |
Forfeited, weighted average exercise price (in dollars per share) | $ 85.50 | |
Outstanding (in shares) | 39,946 | 55,612 |
Outstanding, weighted average exercise price (in dollars per share) | $ 148.50 | $ 151.20 |
Exercisable (in shares) | 34,389 | |
Exercisable, weighted average exercise price (in dollars per share) | $ 151.20 | |
Exercisable at March 31, 2023 (Year) | 4 years 2 months 23 days |
Note 10 - Warrants (Details Tex
Note 10 - Warrants (Details Textual) | 3 Months Ended |
Mar. 31, 2022 shares | |
Class of Warrant or Right, Expirations in Period (in shares) | 2,223 |
Note 10 - Warrants - Schedule o
Note 10 - Warrants - Schedule of Equity-Classified Warrants (Details) - $ / shares | 6 Months Ended | |
Mar. 31, 2023 | Oct. 01, 2022 | |
Granted, warrants (in shares) | 0 | |
Granted, warrant, weighted average exercise price (in dollars per share) | $ 0 | |
Exercised, warrants (in shares) | 0 | |
Exercised, warrant, weighted average exercise price (in dollars per share) | $ 0 | |
Forfeited, warrants (in shares) | (2,223) | |
Forfeited, warrant, weighted average exercise price (in dollars per share) | $ 337.50 | |
Class of warrants, exercisable (in shares) | 10,887 | |
Exercisable, weighted average exercise price (in dollars per share) | $ 184.50 | |
Warrants to Purchase Common Stock [Member] | ||
Outstanding, warrants (in shares) | 13,110 | |
Outstanding, warrant, weighted average exercise price (in dollars per share) | $ 210.60 | |
Outstanding, warrant, contractual term (Year) | 2 years 9 months 14 days | 2 years 3 months 18 days |
Outstanding, warrants (in shares) | 10,887 | |
Outstanding, warrant, weighted average exercise price (in dollars per share) | $ 184.50 | |
Class of warrants, exercisable (in shares) | 10,887 | |
Exercisable, weighted average exercise price (in dollars per share) | $ 184.50 |
Note 10 - Warrants - Summary of
Note 10 - Warrants - Summary of Outstanding Common Stock Purchase Warrants (Details) | Mar. 31, 2023 $ / shares shares |
Class of warrants, exercisable (in shares) | shares | 10,887 |
Exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 184.50 |
Warrants Expiring September 2023 [Member] | |
Class of warrants, exercisable (in shares) | shares | 1,143 |
Exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 196.88 |
Warrants Expiring May 2024 [Member] | |
Class of warrants, exercisable (in shares) | shares | 1,334 |
Exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 337.50 |
Warrants Expiring October 2024 [Member] | |
Class of warrants, exercisable (in shares) | shares | 1,063 |
Exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 176.06 |
Warrants Expiring January 2025 [Member] | |
Class of warrants, exercisable (in shares) | shares | 815 |
Exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 56.25 |
Warrants Expiring December 2025 [Member] | |
Class of warrants, exercisable (in shares) | shares | 3,344 |
Exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 168.30 |
Warrants Expiring June 2026 [Member] | |
Class of warrants, exercisable (in shares) | shares | 3,188 |
Exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 168.75 |
Note 11 - Commitments and Con_2
Note 11 - Commitments and Contingencies (Details Textual) - USD ($) | 3 Months Ended | |
Dec. 31, 2022 | Apr. 30, 2022 | |
Professional Athlete Endorsement Agreement [Member] | ||
Other Commitment, Total | $ 1,500,000 | |
Professional Athlete [Member] | ||
Share-Based Payment Arrangement, Expense | $ 885,000 |
Note 12 - Note Payable (Details
Note 12 - Note Payable (Details Textual) - USD ($) | 1 Months Ended | |||
Jan. 31, 2020 | Mar. 31, 2023 | Dec. 31, 2022 | Jul. 31, 2019 | |
Loan Arrangement for Line of Equipment, One [Member] | ||||
Debt Instrument, Face Amount | $ 249,100 | |||
Long-Term Debt, Total | $ 0 | |||
Loan Arrangement for Line of Equipment, Two [Member] | ||||
Debt Instrument, Face Amount | $ 35,660 | |||
Short-Term Debt | $ 7,375 | |||
Loan Arrangement for Line of Equipment, Two [Member] | Notes Payable [Member] | ||||
Debt Instrument, Term (Month) | 48 months | |||
Debt Instrument, Interest Rate, Stated Percentage | 6.20% | |||
Debt Instrument, Periodic Payment, Total | $ 841 |
Note 13 - Leases (Details Textu
Note 13 - Leases (Details Textual) - USD ($) | 1 Months Ended | |
Jun. 30, 2022 | Mar. 31, 2023 | |
Operating Lease, Weighted Average Remaining Lease Term (Year) | 3 years 5 months 8 days | |
Operating Lease, Weighted Average Discount Rate, Percent | 4.66% | |
Laboratory Facility [Member] | ||
Operating Lease, Exit Fee | $ 80,000 |
Note 13 - Leases - Operating Le
Note 13 - Leases - Operating Lease Costs and Supplemental Cash Flow Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended |
Mar. 31, 2023 | Mar. 31, 2023 | |
Total Operating Lease Costs | $ 332,124 | $ 664,249 |
Cash paid for amounts included in the measurement of operating lease liabilities | $ 344,892 | $ 687,927 |
Note 13 - Leases - Future Minim
Note 13 - Leases - Future Minimum Aggregate Lease Payments (Details) | Mar. 31, 2023 USD ($) |
2023 | $ 692,277 |
2024 | 1,421,610 |
2025 | 1,159,949 |
Thereafter | 1,372,862 |
Total future lease payments | 4,646,698 |
Less interest | (367,965) |
Total lease liabilities | $ 4,278,733 |
Note 14 - Earnings Per Share (D
Note 14 - Earnings Per Share (Details Textual) | 3 Months Ended |
Mar. 31, 2023 shares | |
Options, RSUs and Warrants [Member] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 52,202 |
Series A Cumulative Convertible Preferred Stock [Member] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 185,223 |
A360 Shares [Member] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 40,404 |
Shares Under Keystone Agreement [Member] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 288,038 |
Note 14 - Loss Per Share - Basi
Note 14 - Loss Per Share - Basic and Diluted Earnings Per Share (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | |
Net loss continuing operations | $ (1,336,802) | $ (3,956,062) | $ (4,657,215) | $ (19,160,904) | $ (5,292,864) | $ (23,818,120) |
Preferred dividends paid | 1,000,500 | 1,000,502 | 2,001,002 | 2,001,002 | ||
Net loss adjusted for preferred dividend | (2,337,302) | (5,657,717) | (7,293,866) | (25,819,122) | ||
Net loss attributable to cbdMD Inc. common shareholders | $ (2,337,302) | $ (5,657,717) | $ (7,293,866) | $ (25,819,122) | ||
Shares used in computing basic earnings per share (in shares) | 1,345,589 | 1,310,378 | 1,343,394 | 1,312,755 | ||
Shares used in computing diluted earnings per share (in shares) | 1,345,589 | 1,310,378 | 1,343,394 | 1,312,755 | ||
Basic earnings per share (in dollars per share) | $ (1.74) | $ (4.32) | $ (5.43) | $ (19.67) | ||
Diluted earnings per share (in dollars per share) | $ (1.74) | $ (4.32) | $ (5.43) | $ (19.67) |
Note 15 - Income Taxes (Details
Note 15 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | |||
Oct. 16, 2019 | Oct. 31, 2019 | Mar. 31, 2023 | Sep. 30, 2022 | Dec. 20, 2018 | |
Deferred Tax Assets, Net, Total | $ 0 | $ 4,600 | |||
Series A Cumulative Convertible Preferred Stock [Member] | |||||
Preferred Stock, Dividend Rate, Percentage | 8% | 8% | 8% |
Note 16 - Subsequent Events (De
Note 16 - Subsequent Events (Details Textual) | 3 Months Ended | |||||||
May 03, 2023 USD ($) $ / shares shares | Apr. 25, 2023 USD ($) shares | Apr. 12, 2023 shares | Feb. 16, 2023 | Mar. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Mar. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Stock Issued During Period, Value, New Issues | $ | $ 0 | $ 0 | $ 661,000 | $ 405,000 | ||||
Subsequent Event [Member] | ||||||||
Stock Issued During Period, Shares, Reverse Stock Splits (in shares) | shares | 39,455 | |||||||
Subsequent Event [Member] | Warrants With Public Offering [Member] | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 40,500 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 2.52 | |||||||
Subsequent Event [Member] | Public Offering [Member] | ||||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 1,350,000 | |||||||
Shares Issued, Price Per Share (in dollars per share) | $ / shares | $ 2.10 | |||||||
Proceeds from Issuance of Common Stock | $ | $ 2,800,000 | |||||||
Proceeds From Issuance of Common Stock, Net | $ | $ 2,500,000 | |||||||
Subsequent Event [Member] | Over-Allotment Option [Member] | ||||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 202,500 | |||||||
Subsequent Event [Member] | Keystone [Member] | ||||||||
Stock Issued During Period, Value, New Issues | $ | $ 36,000 | |||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 8,888 | |||||||
Payments of Stock Issuance Costs | $ | $ 35,000 | |||||||
Reverse Stock Split [Member] | ||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 45 | |||||||
Reverse Stock Split [Member] | Subsequent Event [Member] | ||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 45 | |||||||
Reverse Stock Split [Member] | Minimum [Member] | ||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 20 | |||||||
Reverse Stock Split [Member] | Maximum [Member] | ||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 50 |