Cover
Cover - USD ($) | 12 Months Ended | ||
Jan. 31, 2024 | Apr. 30, 2024 | Jul. 31, 2023 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Interactive Data Current | Yes | ||
ICFR Auditor Attestation Flag | false | ||
Amendment Flag | false | ||
Document Period End Date | Jan. 31, 2024 | ||
Document Fiscal Year Focus | 2024 | ||
Document Fiscal Period Focus | FY | ||
Entity Information [Line Items] | |||
Entity Registrant Name | NUTRIBAND INC. | ||
Entity Central Index Key | 0001676047 | ||
Entity File Number | 000-55654 | ||
Entity Tax Identification Number | 81-1118176 | ||
Entity Incorporation, State or Country Code | NV | ||
Current Fiscal Year End Date | --01-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Shell Company | false | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | true | ||
Entity Public Float | $ 17,131,304 | ||
Entity Contact Personnel [Line Items] | |||
Entity Address, Address Line One | 121 South Orange Ave | ||
Entity Address, Address Line Two | Suite 1500 | ||
Entity Address, City or Town | Orlando | ||
Entity Address, State or Province | FL | ||
Entity Address, Postal Zip Code | 32801 | ||
Entity Phone Fax Numbers [Line Items] | |||
City Area Code | (407) | ||
Local Phone Number | 377-6695 | ||
Entity Listings [Line Items] | |||
Entity Common Stock, Shares Outstanding | 10,969,870 | ||
Common Stock | |||
Entity Listings [Line Items] | |||
Title of 12(b) Security | Common Stock | ||
Trading Symbol | NTRB | ||
Security Exchange Name | NASDAQ | ||
Warrants | |||
Entity Listings [Line Items] | |||
Title of 12(b) Security | Warrants | ||
Trading Symbol | NTRBW | ||
Security Exchange Name | NASDAQ |
Audit Information
Audit Information | 12 Months Ended |
Jan. 31, 2024 | |
Auditor [Table] | |
Auditor Name | Sadler, Gibb & Associates, LLC |
Auditor Firm ID | 3627 |
Auditor Location | Draper, UT |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Jan. 31, 2024 | Jan. 31, 2023 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 492,942 | $ 1,985,440 |
Accounts receivable | 148,649 | 113,045 |
Inventory | 168,605 | 229,335 |
Prepaid expenses | 211,667 | 365,925 |
Total Current Assets | 1,021,863 | 2,693,745 |
PROPERTY & EQUIPMENT-net | 774,924 | 897,735 |
OTHER ASSETS: | ||
Goodwill | 5,021,713 | 5,021,713 |
Operating lease right of use asset | 31,374 | 62,754 |
Intangible assets-net | 667,280 | 780,430 |
TOTAL ASSETS | 7,517,154 | 9,456,377 |
CURRENT LIABILITIES: | ||
Accounts payable and accrued expenses | 680,132 | 534,679 |
Deferred revenue | 157,502 | 162,903 |
Operating lease liability-current portion | 34,276 | 31,291 |
Notes payable-current portion | 127,183 | 19,740 |
Total Current Liabilities | 999,093 | 748,613 |
LONG-TERM LIABILITIES: | ||
Note payable-net of current portion | 79,826 | 100,497 |
Operating lease liability-net of current portion | 34,277 | |
Total Liabilities | 1,078,919 | 883,387 |
Commitments and Contingencies | ||
STOCKHOLDERS’ EQUITY: | ||
Preferred stock, $.001 par value, 10,000,000 shares authorized, -0- outstanding | ||
Common stock, $.001 par value, 291,666,666 shares authorized; 8,869,870 and 7,843,150 shares issued at January 31,2024 and 2023, respectively, 8,859,870 and 7,833,150 shares outstanding as of January 31, 2024 and 2023, respectively | 8,860 | 7,833 |
Additional paid-in-capital | 34,442,339 | 31,092,807 |
Accumulated other comprehensive loss | (304) | (304) |
Treasury stock, 10,000 and 10,000 shares at cost, respectively | (32,641) | (32,641) |
Accumulated deficit | (27,980,019) | (22,494,705) |
Total Stockholders’ Equity | 6,438,235 | 8,572,990 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 7,517,154 | 9,456,377 |
Related Party | ||
LONG-TERM LIABILITIES: | ||
Note payable-related party |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares | Jan. 31, 2024 | Jan. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 291,666,666 | 291,666,666 |
Common stock, shares issued | 8,869,870 | 7,843,150 |
Common stock, shares outstanding | 8,859,870 | 7,833,150 |
Treasury stock, shares | 10,000 | 10,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Jan. 31, 2024 | Jan. 31, 2023 | |
Income Statement [Abstract] | ||
Revenue | $ 2,085,314 | $ 2,079,609 |
Costs and expenses: | ||
Cost of revenues | 1,223,209 | 1,329,200 |
Research and development | 1,960,425 | 982,227 |
Goodwill impairment | 327,326 | |
Selling, general and administrative | 3,773,606 | 3,916,041 |
Total Costs and Expenses | 6,957,240 | 6,554,794 |
Loss from operations | (4,871,926) | (4,475,185) |
Other income (expense): | ||
Interest income | 16,850 | |
Loss on extinguishment of debt | (554,423) | |
Interest expense | (75,815) | (8,289) |
Total other income (expense) | (613,388) | (8,289) |
Loss before provision for income taxes | (5,485,314) | (4,483,474) |
Provision for income taxes | ||
Net loss | $ (5,485,314) | $ (4,483,474) |
Net loss per share of common stock-basic (in Dollars per share) | $ (0.69) | $ (0.53) |
Weighted average shares of common stock outstanding - basic (in Shares) | 7,954,105 | 8,459,547 |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parentheticals) - $ / shares | 12 Months Ended | |
Jan. 31, 2024 | Jan. 31, 2023 | |
Income Statement [Abstract] | ||
Net loss per share of common stock- diluted | $ (0.69) | $ (0.53) |
Weighted average shares of common stock outstanding - diluted | 7,954,105 | 8,459,547 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders’ Equity - USD ($) | Common Stock | Additional Paid In Capital | Accumulated Other Comprehensive Income(Loss) | Accumulated Deficit | Treasury Stock | Total |
Balance at Jan. 31, 2022 | $ 9,155 | $ 29,966,132 | $ (304) | $ (18,011,231) | $ (104,467) | $ 11,859,285 |
Balance (in Shares) at Jan. 31, 2022 | 9,154,846 | |||||
Exercise of warrants | $ 56 | 296,819 | 296,875 | |||
Exercise of warrants (in Shares) | 55,417 | |||||
Common stock returned in settlement | $ (1,400) | 1,400 | ||||
Common stock returned in settlement (in Shares) | (1,400,000) | |||||
Treasury stock issued for services | $ 32 | 3,746 | 109,377 | 113,155 | ||
Treasury stock issued for services (in Shares) | 33,471 | |||||
Treasury stock and warrants issued for termination agreement | $ 25 | 92,545 | 81,455 | 174,025 | ||
Treasury stock and warrants issued for termination agreement (in Shares) | 25,000 | |||||
Treasury stock repurchased | $ (35) | 35 | (119,006) | (119,006) | ||
Treasury stock repurchased (in Shares) | (35,584) | |||||
Options issued for services | 732,130 | 732,130 | ||||
Net loss | (4,483,474) | (4,483,474) | ||||
Balance at Jan. 31, 2023 | $ 7,833 | 31,092,807 | (304) | (22,494,705) | (32,641) | 8,572,990 |
Balance (in Shares) at Jan. 31, 2023 | 7,833,150 | |||||
Warrants issued for services | 242,840 | 242,840 | ||||
Options issued for services | 499,856 | 499,856 | ||||
Issuance of common stock for note payable and interest | $ 1,027 | 2,606,836 | 2,607,863 | |||
Issuance of common stock for note payable and interest (in Shares) | 1,026,720 | |||||
Net loss | (5,485,314) | (5,485,314) | ||||
Balance at Jan. 31, 2024 | $ 8,860 | $ 34,442,339 | $ (304) | $ (27,980,019) | $ (32,641) | $ 6,438,235 |
Balance (in Shares) at Jan. 31, 2024 | 8,859,870 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Jan. 31, 2024 | Jan. 31, 2023 | |
Cash flows from operating activities: | ||
Net loss | $ (5,485,314) | $ (4,483,474) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 287,722 | 330,143 |
Operating lease expense | 31,380 | 38,813 |
Loss on extinguishment of debt | 554,423 | |
Reserve for doubtful accounts | 118,365 | |
Treasury stock issued for services | 113,155 | |
Treasury stock and warrants issued for termination agreement | 174,025 | |
Goodwill impairment | 327,326 | |
Stock-based compensation-warrants | 242,840 | |
Stock-based compensation-options | 499,856 | 732,130 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (153,969) | (41,665) |
Prepaid expenses | 154,258 | 4,547 |
Inventories | 60,730 | (97,687) |
Deferred revenue | (5,401) | 56,636 |
Operating lease liability | (31,292) | (36,287) |
Accounts payable and accrued expenses | 198,893 | (104,860) |
Net Cash Used In Operating Activities | (3,527,509) | (2,987,198) |
Cash flows from investing activities: | ||
Purchase of equipment | (51,761) | (79,304) |
Net Cash Used in Investing Activities | (51,761) | (79,304) |
Cash flows from financing activities: | ||
Proceeds from note payable-related party | 2,000,000 | |
Proceeds from secured borrowing liability | 106,528 | |
Proceeds from exercise of warrants | 296,875 | |
Payment on note payable | (19,756) | (17,795) |
Purchase of treasury stock | (119,006) | |
Net Cash Provided by Financing Activities | 2,086,772 | 160,074 |
Net change in cash | (1,492,498) | (2,906,428) |
Cash and cash equivalents - Beginning of period | 1,985,440 | 4,891,868 |
Cash and cash equivalents - End of period | 492,942 | 1,985,440 |
Cash paid for: | ||
Interest | 7,352 | 4,266 |
Income taxes | ||
Supplemental disclosure of non-cash investing and financing activities: | ||
Adoption of ASC 842 Operating lease asset and liability | 94,134 | |
Promissory note on equipment purchase | 22,794 | |
Common stock returned in settlement | 1,400 | |
Issuance of common stock for extinguishment of debt | $ 2,607,863 |
Organization and Description of
Organization and Description of Business | 12 Months Ended |
Jan. 31, 2024 | |
Organization and Description of Business [Abstract] | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | 1. ORGANIZATION AND DESCRIPTION OF BUSINESS Organization Nutriband Inc. (the “Company”) is a Nevada corporation, incorporated on January 4, 2016. In January 2016, the Company acquired Nutriband Ltd, an Irish company which was formed by the Company’s chief executive officer in 2012 to enter the health and wellness market by marketing transdermal patches. References to the Company relate to the Company and its subsidiaries unless the context indicates otherwise. On August 1, 2018, the Company acquired 4P Therapeutics LLC (“4P Therapeutics”) for $2,250,000, consisting of 250,000 shares of common stock, valued at $1,850,000, and $400,000, and a royalty of 6% on all revenue generated by the Company from the abuse deterrent intellectual property that had been developed by 4P Therapeutics payable to the former owner of 4P Therapeutics. The former owner of 4P Therapeutics has been a director of the Company since April 2018, when the Company entered into an agreement to acquire 4P Therapeutics. The former owner resigned as a director in January 2022. 4P Therapeutics is engaged in the development of a series of transdermal pharmaceutical products, that are in the preclinical stage of development. Prior to the acquisition of 4P Therapeutics, the Company’s business was the development and marketing of a range of transdermal consumer patches. Most of these products are considered drugs in the United States and cannot be marketed in the United States without approval by the Food and Drug Administration (the “FDA”). The Company entered a feasibility agreement as an initial step to seek FDA approval of its consumer transdermal products and its consumer products which are not being marketed in the United States. With the acquisition of 4P Therapeutics, 4P Therapeutics’ drug development business became the Company’s principal business. The Company’s approach is to use generic drugs that are off patent and incorporate them into the Company’s transdermal drug delivery system. Although these medications have received FDA approval in oral or injectable form, the Company needs to conduct a transdermal product development program which will include the preclinical and clinical trials that are necessary to receive FDA approval before we can market any of our pharmaceutical products. On August 25, 2020, the Company formed Pocono Pharmaceuticals Inc. (“Pocono Pharmaceuticals”), a wholly owned subsidiary of the Company. On August 31, 2020, the Company acquired certain assets and liabilities associated with the Transdermal, Topical, Cosmetic, and Nutraceutical business of Pocono Coated Products LLC (“PCP”). The net assets were contributed to Pocono Pharmaceuticals. Included in the transaction, Pocono Pharmaceuticals also acquired 100% of the membership interests of Active Intelligence LLC (“Active Intelligence”). Pocono Pharmaceuticals is a contract development and manufacturing organization with unique process capabilities and experience focused on coated product manufacturing. Pocono helps their customers with product design and development along with manufacturing to bring new products to market with minimal capital investment. Pocono Pharmaceutical’s competitive edge is a low-cost manufacturing base: a result of its unique processes and state-of-the-art material technology. Active Intelligence manufactures activated kinesiology tape for transdermal or topical use. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jan. 31, 2024 | |
Summary of Significant Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Forward Stock Split On July 26, 2022, our Board of Directors approved the amendment to our Articles of Incorporation to effect a 7- for- 6 forward stock split (the “Stock Split”) of our outstanding common stock. The Company filed the amendment set forth in a Certificate of Change with the Secretary of State of Nevada on August 4, 2022. The 7:6 forward stock split was effective for trading purposes on the Nasdaq Capital Market on August 12, 2022. Each shareholder of record as of the August 15, 2022 record date received one (1) additional share for each six (6) shares held as of the record date. No fractional shares of common stock were issued in connection with the Stock Split. Instead, all shares were rounded up to the next whole share. In connection with the Stock Split, which did not require shareholder approval under the Nevada corporation law, the number of shares of common stock of the Company was increased in the same ratio as the shares of outstanding common stock were increased in the Stock Split, from 250,000,000 authorized shares to 291,666,666 authorized shares. All share and per share information in these financial statements retroactively reflect the forward stock split. Going Concern Assessment Management assesses liquidity and going concern uncertainty in the Company’s condensed financial statements to determine whether there is sufficient cash on hand and working capital, including available borrowings on loans, to operate for a period of at least one year from the date the consolidated financial statements are issued or available to be issued, which is referred to as the “look-forward period”, as defined in GAAP. As part of this assessment, based on conditions that are known and reasonably knowable to management, management will consider various scenarios, forecasts, projections, estimates and will make certain key assumptions, including timing and nature of projected cash expenditures or programs, its ability to delay or curtail expenditures or programs and its ability to raise additional capital, if necessary, among other factors. Based on this assessment, as necessary or applicable, management makes certain assumptions around implementing curtailments or delays in the nature and timing of programs and expenditures to the extent it deems probable those implementations can be achieved and management has the proper authority to execute them within the look-forward period. As of January 31, 2024, the Company had cash and cash equivalents of $492,942 and working capital of $22,770. For the year ended January 31, 2024, the Company incurred a loss from operations of $4,871,926 and used cash flow from operations of $3,527,509. The Company has generated operating losses since its inception and has relied on sales of securities and issuance of third-party and related-party debt to support cash flow from operations. In October 2021, the Company consummated a public offering and received net proceeds of $5,836,230. The Company has also received to date $3,239,845 in proceeds from the exercise of warrants. The Company has used these proceeds to fund operations and will continue to use the funds as needed. In March 2023, the Company entered into a three-year $2,000,000 Credit Line Note facility with a related party, amended on July 13, 2023, to $5,000,000, which will permit the Company to draw down on the credit line to fund the Company’s research and development of its Aversa product. The Company was advanced $2,000,000, all of which was settled by the issuance of common stock during the year ended January 31, 2024. The $2,000,000 debt and accrued interest was converted into 1,026,720 shares of the Company’s common stock. On April 19, 2024, the Company received proceeds of $8,400,000 from a private placement of its common stock. Management has prepared estimates of operations for the next twelve months and believes that sufficient funds will be generated from operations to fund its operations for one year from the date of the filing of these condensed consolidated financial statements, which indicates improved operations and the Company’s ability to continue operations as a going concern. Management believes the substantial doubt about the ability of the Company to continue as a going concern is alleviated by the above assessment. Principles of Consolidation The consolidated financial statements of the Company include the Company and its wholly owned subsidiaries. All material intercompany balances and transactions have been eliminated. The operations of 4P Therapeutics are included in the Company’s financial statements from the date of acquisition of August 1, 2018, and the operations of Pocono and Active Intelligence are included in the Company’s financial statements from the date of acquisition of September 1, 2020 under Pocono Pharmaceuticals Inc. The wholly owned subsidiaries are as follows: Nutriband Ltd. 4P Therapeutics LLC Pocono Pharmaceuticals Inc. Use of Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, the Company evaluates its estimates including, but not limited to, those related to such items as income tax exposures, accruals, depreciable/useful lives, allowance for doubtful accounts and valuation allowances. The Company bases its estimates on historical experience and on other various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Revenue Recognition In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”), which amends the accounting standards for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled when products are transferred to a customer. The Company recognizes revenue based on the five criteria for revenue recognition established under Topic 606: 1) identify the contract, 2) identify separate performance obligations, 3) determine the transaction price, 4) allocate the transaction price among the performance obligations, and 5) recognize revenue as the performance obligations are satisfied. Revenue Types The following is a description of the Company’s revenue types, which include professional services and sale of goods: ● Contract development and manufacturing services for consumer health transdermal, topical and tape products with revenues listed under sale of goods ● Product revenues derived from the sale of the Company’s consumer transdermal, topical and tape products with sales listed under sale of goods ● Contract research and development services for pharmaceuticals and medical devices for life sciences customers with revenues listed under services Contracts with Customers A contract with a customer exists when (i) we enter into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the payment terms related to these goods or services, (ii) the contract has commercial substance and, (iii) we determine that collection of substantially all consideration for services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. Contract Liabilities Deferred revenue is a liability related to a revenue producing activity for which revenue has not been recognized. The Company records deferred revenue when it receives consideration from a contract before achieving certain criteria that must be met for revenue to be recognized in conformity with GAAP. Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in the new revenue standard. The contract transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. For the Company’s different revenue service types, the performance obligation is satisfied at different times. The Company’s performance obligations include providing products and professional services in the area of research. The Company recognizes product revenue performance obligations in most cases when the product has shipped to the customer. When we perform professional service work, we recognize revenue when we have the right to invoice the customer for the work completed, which typically occurs over time on a monthly basis for the work performed during that month. All revenue recognized in the income statement is considered to be revenue from contracts with customers. Disaggregation of Revenues The Company disaggregates its revenue from contracts with customers by type and by geographical location. See the tables: Years Ended January 31, 2024 2023 Revenue by type Sale of goods $ 1,920,280 $ 1,785,507 Services 165,034 294,102 Total $ 2,085,314 $ 2,079,609 Years Ended January 31, 2024 2023 Revenue by geographic location: United States $ 2,085,314 $ 2,079,609 Foreign - - $ 2,085,314 $ 2,079,609 Cash and cash equivalents. Cash and cash equivalents include cash on hand, cash on deposit in money market accounts. The Company considers short-term highly liquid investments with an original maturity date of three months or less that are not part of an investment pool to be cash equivalents. As of January 31, 2024, the Company has no balances that exceed federally insured limits. Accounts receivable Trade accounts receivables are recorded at the net invoice value and are not interest bearing. The Company maintains allowances for doubtful accounts for estimated losses from the inability of its customers to make the required payments. The Company determines its allowances by both the specific identification of customer accounts where appropriate and the application of historical loss to non-applicable accounts. For the years ended January 31, 2024, and 2023, the Company recorded bad debt expenses of $118,364 and $-0-, respectively, for doubtful accounts related to accounts receivable. During the year ended January 31, 2024, the Company entered into an accounts receivable sale agreement for one of its subsidiaries. The Company received $106,528 in funds against an account receivable that is currently a claim in bankruptcy. The net accounts receivable remain on the books of the Company and a corresponding amount has been included as a secured borrowing liability under Notes payable. As of January 31, 2024, the receivable has been reserved in full. If the bankruptcy claim is not paid in full by the debtor, Company is obligated to pay any difference to the factor. The loan bears interest at 10%. The Company adopted ASU 2016-13 during 2023 and implemented the guidance on expected credit losses. Inventories Inventories are valued at the lower of cost and reasonable value determined using the first-in, first-out (FIFO) method. Net realized value is the estimated selling price in the ordinary course of business, less applicable variable selling expenses. The cost of finished goods and work in process is comprised of material costs, direct labor costs and other direct costs and related production overheads (based on normal operating capacity). As of January 31, 2024, total inventory was $168,605, consisting of work-in-process of $7,466, finished goods of $8,707 and raw materials of $134,691. As of January 31, 2023, total inventory was $229,335, consisting of work-in-process of $11,021 and raw materials of $218,334. Property, Plant and Equipment Property and equipment represent an important component of the Company’s assets. The Company depreciates its plant and equipment on a straight-line basis over the estimated useful life of the assets. Property, plant and equipment is stated at historical cost. Expenditures for minor repairs, maintenance and replacement parts which do not increase the useful lives of the assets are charged to expense as incurred. All major additions and improvements are capitalized. Depreciation is computed using the straight-line method. The lives over which the fixed assets are depreciated range from 3 to 20 years as follows: Lab Equipment 5-10 years Furniture and fixtures 3 years Machinery and equipment 10-20 years Intangible Assets Intangible assets include trademarks, intellectual property and customer base acquired through business combinations. The Company accounts for Other Intangible Assets under the guidance of ASC 350, “Intangibles-Goodwill and Other.” The Company capitalizes certain costs related to patent technology. A substantial component of the purchase price related to the Company’s acquisitions have also been assigned to intellectual property and other intangibles. Under the guidance, other intangible assets with definite lives are amortized over their estimated useful lives. Intangible assets with indefinite lives are tested annually for impairment. Trademarks, intellectual property and customer base are being amortized over their estimated useful lives of ten years. Goodwill Goodwill represents the difference between the total purchase price and the fair value of assets (tangible and intangible) and liabilities at the date of acquisition. Goodwill is reviewed for impairment annually on January 31, and more frequently as circumstances warrant, and written down only in the period in which the recorded value of such assets exceeds their fair value. The Company does not amortize goodwill in accordance with ASC 350. In connection with the Company’s acquisition of 4P Therapeutics LLC in 2018, the Company recorded Goodwill of $1,719,235. On August 31, 2020, in connection with the Company’s acquisition of Pocono Coated Products LLC and Active Intelligence LLC, the Company recorded Goodwill of $5,810,640. During the years ended January 31, 2024, and 2023, the Company recorded an impairment charge of $-0- and $327,326, respectively, reducing the Active Intelligence LLC Goodwill to $3,302,478. As of January 31, 2024, and 2023, Goodwill amounted to $5,021,713 and $5,021,713, respectively. Long-lived Assets Management reviews long-lived assets for potential impairment whenever significant events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment exists when the carrying amount of the long-lived asset is not recoverable and exceeds its fair value. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the estimated undiscounted cash flows expected to result from the use and eventual disposition of the asset. If an impairment exists, the resulting write-down would be the difference between the fair market value of the long-lived asset and the related book value. Earnings per Share Basic earnings per share of common stock is computed by dividing net earnings by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing net earnings by the weighted average number of shares of common stock and potential shares of common stock outstanding during the period. Potential shares of common stock consist of shares issuable upon the exercise of outstanding options and common stock purchase warrants. As of January 31, 2024, and 2023, there were 2,157,873 and 1,778,006 common stock equivalents outstanding, that were not included in the calculation of dilutive earnings per share as their effect would be anti-dilutive. Stock-Based Compensation ASC 718, “Compensation - Stock Compensation,” prescribes accounting and reporting standards for all share-based payment transactions in which employee services, and, since February 1, 2019, non-employees, are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period). As of February 1, 2019, pursuant to ASC 2018-07, ASC 718 was applied to stock-based compensation for both employees and non-employees. Business Combinations The Company recognizes the assets acquired, the liabilities assumed, and any non-controlling interest in the acquired entity at the acquisition date, measured at their fair values as of that date, with limited exceptions specified in the accounting literature. In accordance with this guidance, acquisition-related costs, including restructuring costs, must be recognized separately from the acquisition and will generally be expensed as incurred. That replaces the cost-allocation process detailed in previous accounting literature, which required the cost of an acquisition to be allocated to the individual assets acquired and liabilities assumed based on their estimated fair value. Leases In February 2016, the FASB issued ASU 2016-02, “Leases” (Topic 842), to provide a new comprehensive model for lease accounting under this guidance, lessees and lessors should apply a “right-of-use” model in accounting for all leases (including subleases) and eliminate the concept of operating leases and off-balance-sheet leases. Recognition, measurement and presentation of expenses will depend on classification as a finance or operating lease. Similar modifications have been made to lessor accounting in-line with revenue recognition guidance. The Company applies guidance for right-of-use accounting for all leases and records the operating lease liabilities on its balance sheet. The Company completed the necessary changes to its accounting policies, processes, disclosure and internal control over financial reporting. Research and Development Expenses Research and development costs are expensed as incurred. Income Taxes Taxes are calculated in accordance with taxation principles currently effective in the United States and Ireland. The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company records net deferred tax assets to the extent they believe these assets will more-likely-than-not be realized. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. In the event the Company was to determine that it would be able to realize its deferred income tax assets in the future in excess of its net recorded amount, the Company would make an adjustment to the valuation allowance which would reduce the provision for income taxes. Fair Value Measurements FASB ASC 820, “Fair Value Measurements and Disclosure” (“ASC 820”), defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between participants on the measurement date. ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value. The Company utilizes the accounting guidance for fair value measurements and disclosures for all financial assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the consolidated financial statements on a recurring basis during the reporting period. The fair value is an exit price, representing the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants based upon the best use of the asset or liability at the measurement date. The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability. ASC 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers are defined as follows: Level 1 -Observable inputs such as quoted market prices in active markets. Level 2 -Inputs other than quoted prices in active markets that are either directly or indirectly observable. Level 3 -Unobservable inputs about which little or no market data exists, therefore requiring an entity to develop its own assumptions. The carrying value of the Company’s financial instruments, including accounts receivable, prepaid expenses, accounts payable and accrued expenses, and deferred revenue approximate their fair value due to the short maturities of these financial instruments. Recent Accounting Standards In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326), The ASU introduces a new credit loss methodology. Current Expected Credit Loss (“CECL”), which requires earlier recognition of credit losses, which also provides additional transparency about credit risk. Since its original issuance in 2016, the FASB has issued several updates to the original ASU. The Company adopted ASU 2016-13 during the year ended January 31, 2024. The adoption of ASU 2016-13 did not have a material impact on the Company’s balance sheet or statement of operations. The Company has reviewed all other FASB-issued ASU accounting pronouncements and interpretations thereof that have effective dates during the period reported and in future periods. The Company has carefully considered the new pronouncements that alter previous GAAP and does not believe that any new or modified principles will have a material impact on the Company’s reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of the Company’s financial management and certain standards are under consideration. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jan. 31, 2024 | |
Property and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | 3. PROPERTY AND EQUIPMENT January 31, 2024 2023 Lab equipment $ 144,585 $ 144,585 Machinery and equipment 1,292,389 1,240,628 Furniture and fixtures 19,643 19,643 1,456,617 1,404,856 Less: Accumulated depreciation (681,693 ) (507,121 ) Net Property and Equipment $ 774,924 $ 897,735 Depreciation expenses amounted to $174,572 and $183,660 for the years ended January 31, 2024, and 2023, respectively. During the years ended January 31, 2024, and 2023, depreciation expenses of $131,360 and $139,689, respectively, have been allocated to cost of goods sold. |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 31, 2024 | |
Income Taxes [Abstract] | |
INCOME TAXES | 4. INCOME TAXES The Company adopted the provisions of ASC 740, “Income Taxes, (“ASC 740”). As a result of the implementation of ASC 740, the Company recognized no adjustment in the net liability for unrecognized income tax benefits. The Company believes there are no potential uncertain tax positions, and all tax returns are correct as filed. Should the Company recognize a liability for uncertain tax positions, the Company will separately recognize the liability for uncertain tax positions on its balance sheet. Included in any liability or uncertain tax positions, the Company will also set up a liability for interest and penalties. The Company’s policy is to recognize interest and penalties related to uncertain tax positions as a component of the current provision for income taxes. There is no U.S. tax provision due to losses from U.S. operations for the years ended January 31, 2024 and 2023. Deferred income taxes are provided for the temporary differences between the financial reporting and tax basis of the Company’s assets and liabilities. The principal item giving rise to deferred taxes is the net operating loss carryforward in the U.S. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. The Company has set up a valuation allowance for losses for certain carryforwards that it believes may not be realized. The provision for income taxes consists of the following: Years Ended 2024 2023 Current Federal $ - $ - Foreign - - Deferred Federal - - Foreign - - A reconciliation of taxes on income computed at the federal statutory rate to amounts provided is as follows: Years Ended 2024 2023 Book Income (loss from operations) $ (1,151,916 ) $ (941,530 ) Common stock issued for services 155,966 168,768 Impairment expense - 68,738 Unused operating losses 995,950 704,024 Income tax expense $ - $ - As of January 31, 2024, the Company recorded a deferred tax asset associated with a net operating loss (“NOL”) carryforward of approximately $15,800,000 that was fully offset by a valuation allowance due to the determination that it was more likely than not that the Company would be unable to utilize those benefits in the foreseeable future. The Company’s NOL expires in 2041. The tax effect of the valuation allowance increased by approximately $1,151,916 during the year ended January 31, 2024. On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) significantly revised U.S. corporate income tax law by, among other things, reducing the corporate rate from 34% to 21%. Because the Company recognizes a valuation allowance for the entire balance, there is no net impact on the Company’s balance sheet or results of operations. The types of temporary differences between tax basis of assets and liabilities and their financial reporting amounts that give rise to the deferred tax liability and deferred tax asset and their approximate tax effects are as follows: January 31, 2024 2023 Net operating loss carryforward (expire through 2040) $ (3,312,698 ) $ (2,316,748 ) Stock issued for services $ (1,455,848 ) (1,299,882 ) Intangible impairment expense $ (1,051,714 ) (1,051,714 ) Valuation allowance $ 5,820,260 4,668,344 Net deferred taxes $ - $ - |
Notes Payable
Notes Payable | 12 Months Ended |
Jan. 31, 2024 | |
Notes Payable [Abstract] | |
NOTES PAYABLE | 5. NOTES PAYABLE Notes Payable Active Intelligence, entered into an agreement with the Carolina Small Business Development Fund for a line of credit of $160,000 due October 16, 2028, with interest of 5% per year. The amount assumed was $139,184. The loan requires monthly payments of principal and interest of $1,697. During the year ended January 31, 2024, the Company made $15,378 of principal payments. As of January 31, 2024, the amount due was $85,249, of which $16,129 is current. As of January 31, 2023, the amount due was $100,627. On April 3, 2022, the Company entered into a retail installment agreement for the purchase of an automobile. The contract price was $32,274, of which $22,795 was financed. The agreement is for five years bearing interest at 2.95% per annum with payments of $410 per month. The loan is secured by automobile. As of January 31, 2024, the amount due was $15,232 of which $4,456 is current. As of January 31, 2023, the amount due was $19,610. Note payable-related party. On July 17, 2023, the Company entered an amended Credit Line Note agreement, for an increased $5,000,000 credit line facility Note, with TII Jet Services LDA, a shareholder of the Company (replacing the $2,000,000 facility with the same lender that the Company entered on March 17, 2023). Outstanding advances under the Note bears interest at 7% per annum. The promissory note is due and payable in full on March 19, 2026. Interest is payable annually on December 31 of each year during the term of the note. During the year ended January 31, 2024, the Company received $2,000,000 on the Note. In December 2023, the Company converted the balance of the credit facility of $2,000,000 and $53,476 of accrued interest into 1,026,520 shares of common stock. The fair value of the common stock was $2,554,423 resulting in a $554,423 loss on extinguishment. As of January 31, 2024, the balance due was $-0-. The Company recorded interest expense of $60,453 for the year ended January 31, 2024. Secured borrowing liability. The Company entered into an accounts receivable sale agreement for one of its subsidiaries in connection with a bankruptcy claim. The Company received $106,528 and recorded the transaction as a secured loan payable against the account receivable. The sale of the account receivable balance was to an outside third party, whereby if the bankruptcy court does not pay the balance in full, the Company will owe back the unpaid portion. The loan is classified as a current liability as the Company expects the bankruptcy will be resolved in the next twelve months. The loan bears interest at 10%. For the year ended January 31, 2024, the Company recorded interest expense of $5,470. Interest expenses for the year ended January 31, 2024, and 2023, were $75,815 and $6,289, respectively. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Jan. 31, 2024 | |
Intangible Assets [Abstract] | |
INTANGIBLE ASSETS | 6. INTANGIBLE ASSETS As of January 31, 2024, and 2023, intangible assets consisted of intellectual property and trademarks, customer base, and license agreement, net of amortization, as follows: January 31, 2024 2023 Customer base $ 314,100 $ 314,100 Intellectual property and trademarks 817,400 817,400 Total 1,131,500 1,131,500 Less: Accumulated amortization (464,220 ) (351,070 ) Net Intangible Assets $ 667,280 $ 780,430 In February 2021, the Company acquired an IP license from Rambam Med-Tech Ltd. for $50,000. The value of the intangible assets, consisting of intellectual property, license agreement and customer base has been recorded at their fair value by the Company and are being amortized over a period of three to ten years. The Company terminated the license agreement in October 2022. The Company issued 25,000 shares of its common stock from its treasury shares held by the Company and warrants to purchase 25,000 shares at an exercise price of $7.50 per share as part of the termination agreement. The Company recorded a termination expense of $174,025 during the year ended January 31, 2023. Which is included in selling, general and administrative expenses. The Company expensed the balance of the agreement of $33,334 during the year ended January 31, 2023, which is included in selling, general and administrative expenses. Amortization expenses for the years ended January 31, 2024, and 2023 amounted to $113,150 and $146,483, respectively. Year Ended January 31, 2025 $ 113,109 2026 113,109 2027 113,109 2028 113,109 2029 113,109 2030 and thereafter 101,735 $ 667,280 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jan. 31, 2024 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 7. RELATED PARTY TRANSACTIONS Activity during the year ended January 31, 2024 a) On February 1, 2023, options to purchase 30,000 shares of the Company’s common stock were issued to an executive of the Company at a price of $3.975 per share. The options vest immediately and expire in three years. The fair value of the options issued for services amounted to $75,030 and was expensed during the year ended January 31, 2024. b) In September and October 2023, options to purchase 374,500 shares of common stock to executives and directors of the Company at a price of $1.93, $2.12 and $2.65 per share. The options vest immediately and expire in three years. The fair value of the options issued amounted to $424,826 and was expensed during the year ended January 31, 2024. c) On October 26, 2023, warrants to purchase 87,500 shares of the Company’s common stock were issued to the Chief Financial Officer at a price of $1.93 per share. The warrant expires in three years. The fair value of the warrants issued amounted to $93,450 and was expensed during the year ended January 31, 2024. d) On July 17, 2023, the Company entered an amended Credit Line Note facility with TII Jet Services LDA, a shareholder of the Company, for a credit facility of $5 million (replacing the $2,000,000 facility with the same lender that the Company entered on March 17, 2023). See Note 5 for further information. TII Jet Services LDA is owned 100% by a shareholder of the Company. During the year ended January 31, 2024, the Company received $2,000,000 from the credit facility. In December 2023, TII Jet Services LDA converted the balance of the credit facility of $2,000,000 and $53,436 of accrued interest into 1,026,520 shares of the Company’s common stock. Activity during the year ended January 31, 2023 a) In May 2022, the Company issued stock awards to the Company’s CEO and the independent members of the Board of Directors. The CEO received 11,667 shares and the four directors received 1,167 shares each. The Company recorded a compensation expense of $53,200 in connection with the issuance of the shares. b) On August 2, 2022, 137,084 options to purchase shares of the Company’s common stock were issued to executives of the Company at prices of $4.09 and $4.50 per share. The options vest immediately and expire in three years. The fair value of the options issued for services amounted to $399,075 and was expensed during the year ended January 31, 2023. c) On September 30, 2022, 35,000 options to purchase shares of the Company’s common stock were issued to the independent directors of the Company at a price of $3.59 per share. The options vest immediately and expire in five years. The fair value of the options issued for services amounted to $85,995 and was expensed during the year ended January 31, 2023 d) On December 7, 2022, options to purchase 107,500 shares of the Company’s common stock were issued to executives of the Company at prices of $3.53 and $3.88 per share. The options vest immediately and expire in three years. The fair value of the options issued amounted to $245,170 and was expensed during the year ended January 31, 2023. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Jan. 31, 2024 | |
Stockholders Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | 8. STOCKHOLDERS’ EQUITY Preferred Stock On January 15, 2016, the board of directors of the Company approved a certificate of amendment to the articles of incorporation and changed the authorized capital stock of the Company to include and authorize 10,000,000 shares of Preferred Stock, par value $0.001 per share. On May 24, 2019, the board of directors created a series of preferred stock consisting of 2,500,000 shares designated as the Series A Convertible Preferred Stock (“Series A Preferred Stock”). On June 20, 2019, the Series A preferred Stock was terminated, and the 2,500,000 shares were restored to the status of authorized but unissued shares of Preferred Stock, without designation as to series, until such stock is once more designated as part of a particular series by the board of directors. Common Stock On June 25, 2019, the Company effected a one-for-four reverse stock split, pursuant to which each outstanding share of common stock was changed into 0.25 shares of common stock, and the Company decreased its authorized common stock in the same ratio from 100,000,000 to 25,000,000 shares. On January 27, 2020, the Company amended its Articles of Incorporation to increase its authorized common shares from 25,000,000 authorized shares to 250,000,000 authorized shares. On July 26, 2022, the Board of Directors of the Company approved a 7-for-6 forward stock split, effective for trading purposes as of August 12, 2022, pursuant to which each shareholder as of the August 15, 2022 record date received one (1) additional share for each six (6) shares held as of the record date. Pursuant to the operation of the amendment providing for the forward stock split filed with the Secretary of State of Nevada on August 4, 2022, the authorized common stock of the Company was increased from 250,000,000 shares to 291,666,666 shares in connection with the forward split. Activity during the Year Ended January 31, 2024 (a) As of January 31, 2024, the Company holds 10,000 of its shares comprising $32,641 of treasury stock. There was no activity during the year ended January 31, 2024. (b) In December 2024, TII Jet Services LDA converted $2,000,000 of its outstanding credit facility and $53,436 of accrued interest into 1,026,720 shares of the Company’s common stock. The fair value of the common stock at the date of issuance was $2,554,423, resulting in a $554,423 loss on extinguishment. Activity during the Year Ended January 31, 2023 (a) In March and May 2022, the Company purchased 35,584 shares of its common stock for $119,006 and recorded the purchase as Treasury Stock. In May and December 2022, the Company issued 33,397 shares of stock awards to management, directors and employees from the treasury shares and recorded compensation expense of $113,155 In December 2022, the Company issued 25,000 shares from the treasury shares to non-employees in connection of the termination of the Rambam license agreement. As of January 31, 2023, the Company held 10,000 of its shares comprising $32,641 of treasury stock. (b) On July 29, 2022, the Company received proceeds of $296,875 from the exercise of warrants and issued 55,417 shares of common stock. (c) In July 2022, the Company cancelled 1,400,000 shares received in connection with the settlement of a lawsuit. See Note 11 for further information. |
Options and Warrants
Options and Warrants | 12 Months Ended |
Jan. 31, 2024 | |
Options and Warrants [Abstract] | |
OPTIONS and WARRANTS | 9. OPTIONS and WARRANTS Warrants The following table summarizes the changes in warrants outstanding and the related price of the shares of the Company’s common stock issued to non-employees of the Company during the year ended January 31, 2024. On March 7, 2023, the Company issued 30,000 warrants to purchase the Company’s common shares to Barandnic Holdings Ltd. for services provided. The warrants are exercisable at a price of $4.00 per share and expire five years from the date of issuance. On October 27, 2023, the Company issued 145,833 warrants to purchase the Company’s common shares to management (87,500 warrants were issued to the Chief Financial Officer) and non-employees of the Company. The warrants are exercisable at a price of $1.93 per share and expire in three years from the date of issuance. These warrants replace previously issued warrants that have now been cancelled. The Company used the Black-Scholes valuation model to record the fair value. The valuation model used a dividend rate of 0%; expected term of 1.5 years; volatility rates of 152.10-174.45%; and a risk-free rate of 4.31%-4.84%. Non-cash compensation for the year ended January 31, 2024, amounted to $242,840. Exercise Remaining Intrinsic Shares Price Life Value Outstanding, January 31, 2022 1,435,622 $ 6.91 3.93 years $ - Granted 25,000 7.50 5.00 years - Expired/Cancelled (97,534 ) 5.36 - - Exercised (55,417 ) 5.36 - - Outstanding, January 31, 2023 1,307,671 6.43 3.34 years - Granted 175,833 2.28 2.97 years - Expired/Cancelled (200,466 ) 6.33 - - Exercised - - - - Outstanding - January 31, 2024 1,283,038 $ 5.88 2.97 years $ 99,166 Exercisable - January 31, 2024 1,283,038 $ 5.88 2.97 years $ 99,166 The following table summarizes additional information relating to the warrants outstanding as of January 31, 2024: Range of Exercise Number Weighted Average Weighted Average Number Weighted Average Intrinsic $ 4.00 30,000 4.10 $ 4.00 30,000 $ 4.00 $ - $ 6.43 1,082,205 2.68 $ 6.43 1,082,205 $ 6.43 $ - $ 1.93 145,833 2.74 $ 1.93 145,833 $ 1.93 $ 99,166 $ 7.50 25,000 3.77 $ 7.50 25,000 $ 7.50 $ - Option The following table summarizes the changes in options outstanding and the related price of the shares of the Company’s common stock issued to employees of the Company. See Note 7 for the issuance of related party options. On November 1, 2021, the Board of Directors adopted the 2021 Employee Stock Option Plan (the “Plan”). The Company has reserved 408,333 shares for issuance and sale upon the exercise of stock options. In accordance with the Plan, on February 1, 2022, the Company reserved an additional 233,333 shares and on February 1, 2023, the Company reserved an additional 233,333 shares. The options vest immediately and expire in three years. Under the Plan, options may be granted which are intended to qualify as Incentive Stock Options (“ISO’s”) under Section 422 of the Internal Revenue Code of 1986 (the “Code”) or which are not (“non-ISO’s”) intended to qualify as Incentive Stock Options thereunder. The Plan also provides for restricted stock awards representing shares of common stock that are issued subject to such restrictions on transfer and other incidents of ownership and such forfeiture conditions as the Board of Directors, or the committee administering the Plan composed of directors who qualify as “independent” under Nasdaq rules, may determine. On November 3, 2021, the Company filed a Registration Statement on Form S-8, to register under the Securities Act of 1933, as amended the 408,333 shares of common stock reserved for issuance under the Plan. As of January 31, 2024, 166 shares remain available and issuance under the Plan. During the year ended January 31, 2024, 404,500 options to purchase shares of the Company’s common stock were issued to executive officers and employees at prices of $1.93-$3.975 per share. The options vest immediately and expire three years from the date of issuance. The fair value of the options issued for services amounted to $499,856 and was recorded during the year ended January 31, 2024. The Company used the Black-Scholes valuation model to record the fair value. The valuation model used a dividend rate of 0%; expected term of 1.5 years; volatility rates of 121.52-143.54%; and a risk-free rate of 3.00-4.5%. During the year ended January 31, 2023, 279,584 options to purchase shares of the Company’s common stock were issued to executive officers and directors of the Company at prices of $3.59 to $4.50 per share. The options vest immediately and expire three years from the date of issuance. The fair value of the options issued for services amounted to $732,130 and was recorded during the year ended January 31, 2023. The Company used the Black-Scholes valuation model to record the fair value. The valuation model used a dividend rate of 0%; expected term of 1.5 years; volatility rate of 152.10-174.45%; and a risk-free rate of 3%. The following table summarizes additional information relating to the options outstanding as of January 31, 2024. Shares Exercise Remaining Intrinsic Outstanding, January 31, 2022 190,751 $ 4.26 2.97 years Granted 279,584 3.93 3.00 years - Expired/Cancelled - - - Exercised - - - Outstanding, January 31, 2023 470,335 4.13 2.53 years Granted 404,500 2.18 2.68 years - Expired/Cancelled - - - Exercised - - - Outstanding- January 31, 2024 874,835 $ 3.23 2.31 years $ 214,460 Exercisable - January 31, 2024 874,835 $ 3.23 2.31 years $ 214,460 The following table summarizes additional information relating to the options outstanding as of January 31, 2024: Prices Outstanding Life(Years) Shares Outstanding Exercisable Shares Exercisable Value $ 1.93 214,500 2.74 $ 1.93 214,500 $ 1.93 $ 145,860 $ 2.12 140,000 2.74 $ 2.12 140,000 $ 2.12 $ 68,600 $ 2.65 20,000 2.63 $ 2.65 20,000 $ 2.65 $ - $ 3.59 35,000 3.67 $ 3.59 35,000 $ 3.59 $ - $ 3.75 57,500 1.85 $ 3.75 57,500 $ 3.75 $ - $ 3.98 30,000 2.01 $ 3.98 30,000 $ 3.98 $ - $ 4.09 78,750 1.50 $ 4.09 78,750 $ 4.09 $ - $ 4.12 50,000 1.85 $ 4.12 50,000 $ 4.12 $ - $ 4.16 144,083 0.97 $ 4.16 144,083 $ 4.16 $ - $ 4.50 58,334 1.50 $ 4.50 58,334 $ 4.50 $ - $ 4.58 46,668 0.97 $ 4.58 46,668 $ 4.58 $ - 874,835 2.06 $ 3.23 874,835 $ 3.23 $ 214,460 |
Segment Reporting
Segment Reporting | 12 Months Ended |
Jan. 31, 2024 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | 10. SEGMENT REPORTING We organize and manage our business by the following two segments which meet the definition of reportable segments under ASC280-10, Segment Reporting: Sales of Goods and Services. These segments are based on the type of products or services provided and are the same as our business units. Separate financial information is available and regularly reviewed by our chief officer decision maker, in making resource allocation decisions for our segments. Our chief officer decision maker evaluates segment performance to the GAAP measure of gross profit. Years Ended January 31, 2024 2023 Net sales Pocono Pharmaceuticals $ 1,920,280 $ 1,785,597 4P Therapeutics 165,034 294,102 2,085,314 2,079,699 Gross profit Pocono Pharmaceuticals 744,391 726,702 4P Therapeutics 117,714 23,702 862,105 750,404 Operating expenses Selling, general and administrative-Pocono Pharmaceuticals 606,275 577,930 Selling, general and administrative-4P Therapeutics 236,953 103,181 Selling, general and administrative-Corporate 2,930,378 3,234,930 Research and development-4P Therapeutics 1,960,425 982,227 Goodwill impairment-Pocono Pharmacueticals - 327,326 5,734,031 5,225,594 Depreciation and Amortization Pocono Pharmaceuticals $ 222,159 $ 264,156 Corporate 13,986 - 4P Therapeutics 51,577 65,987 $ 287,722 $ 330,143 The following table presents information about net sales and property and equipment, net of accumulated depreciation, in the United States and elsewhere. Years Ended 2024 2023 Net sales United States $ 2,085,314 $ 2,079,699 Outside the United States - - $ 2,085,314 $ 2,079,699 January 31, January 31, 2024 2023 Property and equipment, net of accumulated depreciation United States $ 774,924 $ 897,735 Outside the United States - - $ 774,924 $ 897,735 Assets Corporate $ 344,192 $ 1,745,731 Pocono Pharmaceuticals 5,079,293 5,400,814 4P Therapeutics 2,093,369 2,309,832 $ 7,516,854 $ 9,456,377 |
Commitments and Contigencies
Commitments and Contigencies | 12 Months Ended |
Jan. 31, 2024 | |
Commitments and Contigencies [Abstract] | |
COMMITMENTS AND CONTIGENCIES | 11. COMMITMENTS AND CONTIGENCIES Employment Agreements The Company entered into three-year employment agreements with Gareth Sheridan, our CEO, and Serguei Melnik, our President, effective February 1, 2022. The agreement also provides that the executives will continue as directors and officers of the Company for the respective terms thereof. The agreement provides for an initial term, commencing on the effective date of the agreement and ending on January 31, 2025, and continuing on a year-to-year basis thereafter unless terminated by either party on not less than 30 days’ notice given prior to the expiration of the initial term or any one-year extension. For their services to the Company during the term of the agreement, Mr. Sheridan and Mr. Melnik will receive an annual salary of $250,000 per annum, commencing on the effective date of the agreement. Mr. Sheridan and Mr. Melnik will also receive a performance bonus of 3.5% of net income before income taxes. As of July 31, 2022, the Company and Mr. Sheridan and Mr. Melnik mutually agreed to reduce their annual salary to $150,000. The Company entered into a three-year employment agreement with Gerald Goodman, our CFO, effective February 1, 2022. The agreement provides for an initial term, commencing on the effective date of the agreement and ending on January 31, 2025, and continuing on a year-to-year basis thereafter unless terminated by either party on not less than 30 days’ notice given prior to the expiration of the initial term or any one-year extension. For his services to the Company during the term of the agreement, Mr. Goodman will receive an annual salary of $210,000 per annum, commencing on the effective date of the agreement. As of July 31, 2022, the Company and Mr. Goodman mutually agreed to reduce his annual salary to $110,000. Kindeva Drug Delivery Agreement On January 4, 2022, the Company signed a feasibility agreement with Kindeva Drug Delivery, L.P. (“Kindeva”) to develop Nutriband’s lead product, AVERSA Fentanyl, based on its proprietary AVERSA abuse deterrent transdermal technology and Kindeva’s FDA-approved transdermal fentanyl patch (fentanyl transdermal system). The feasibility agreement provides for adapting Kindeva’s commercial transdermal manufacturing process to incorporate AVERSA technology in the fentanyl transdermal system. The agreement will remain in force until the earlier of: (1) the completion of the work and deliverables under the Workplan; or (2) two (2) years after the Effective Date, after which time the agreement will expire. The feasibility Workplan was completed in February 2024. The estimated cost to complete the feasibility Workplan was approximately $2.5 million. Nutriband made an advance deposit of $250,000 in January 2022, to be applied against the final invoices. As of January 31, 2024, Nutriband has incurred expenses of $2,369,508 and the net deposit of $138,250 after application to final invoices is included in prepaid expenses. In January 2024, Nutriband signed a commercial development and clinical supply agreement with Kindeva Drug Delivery for development of AVERSA Fentanyl using Kindeva’s FDA-approved fentanyl patch. Kindeva will perform commercial manufacturing process development and clinical supplies manufacturing for the human abuse potential clinical study required by the FDA in support of a New Drug Application. The agreement replaces the previous feasibility agreement between the two companies which was focused on adapting Kindeva’s commercial transdermal manufacturing process to incorporate AVERSA abuse deterrent transdermal technology. The estimated cost to complete the commercial process development and clinical supplies manufacturing is approximately $8.1 million and the expected timing of FDA submission is twelve to eighteen months. Lease Agreement On February 1, 2022, Pocono Pharmaceuticals entered into a lease agreement with Geometric Group, LLC for 12,000 square feet of warehouse space currently occupied by Active Intelligence. The monthly rental is $3,000 and the lease expires on January 31, 2025. The lease can be extended for an additional three years at the same monthly rental. The Company recorded a Right of Use asset in the amount of $94,134 in connection with the valuation. MDM Worldwide Agreement In September 2022, the Company entered into a public relations agreement with MDM Worldwide. In connection with the agreement, the Company agreed to issue 20,000 options to MDM Worldwide. In October 2023, the contract was mutually terminated, and no options were issued. For the year ended January 31, 2024, the Company paid MDM Worldwide $190,000. Money Channel Agreement On March 13, 2023, the Company entered into a media advertising agreement with Money Channel Inc. The Company will pay a monthly fee and after ninety days can cancel the agreement. The Company, after 90 days, will also issue options to purchase 50,000 shares of common stock to Money Channel Inc. at an exercise price of $4.00 per share. In June 2023, the parties agreed to terminate the agreement by mutual consent. No options were issued. For the year ended January 31, 2024, the Company paid the Money Channel $100,000. Sorrento Therapeutics, Inc. Agreement 4P Therapeutics had unpaid account receivables related to a contract clinical research services agreement in place with Sorrento Therapeutics. On February 13, 2023, Sorrento declared Chapter 11 bankruptcy. On July 25, 2023, 4P Therapeutics assigned its claim under the bankruptcy proceedings from Sorrento Therapeutics Inc. and received proceeds of $106,528. The amount due under the claim was $118,675 and 4P Therapeutics recorded a reserve for bad debts of $118,675 during the year ended January 31, 2024. Under the agreement with the buyer of the claim, 4P Therapeutics will make proportional restitution and/or repayment of the purchase amount to the extent the claim is disallowed, reduced or not paid at the same time or distribution rate as other general unsecured claims against the Debtor are paid. The Company has recorded the amount of the proceeds as a secured loan payable to the factor as of January 31, 2024. Upstream Termination On May 24, 2023, the Company sent notice of the termination of the Securities Facility Services Agreement, dated January 3, 2023, by and between MERJ DEP Ltd. And the Company (“Agreement”), which provided for the dual listing of the Company’s common stock on the MERJ Upstream exchange (“Upstream”), which is operated as a fully registered and licensed integrated securities exchange, clearing system and depository for digital and non-digital securities under the Seychelles security laws. The termination was effective May 31, 2023. Legal Proceedings The Company is currently a defendant in a lawsuit initiated by Joseph Gunnar, LLC (“Gunnar”) and Lucosky Brookman LLP (“LB”) in the Supreme Court of the State of New York, New York County, under Index No.654633/2023. The lawsuit alleges multiple allegations such as breach of contract, fraudulent activities, and tortious interference and seeks damages following the Company’s termination of an engagement letter for assistance with a public stock offering. Gunnar is seeking over $500,000 in damages plus punitive damages, while LB is demanding reimbursement of legal fees. In response, the Company denies all allegations, alleging that the engagement letter was unenforceable, and its termination was legally justified. The Company has also initiated counterclaims against Joseph Gunnar & Co., accusing them of intentional interference and breach of fiduciary duty, and is seeking $1,000,000 for each claim along with a declaratory judgment affirming the legality and justification of the termination. The plaintiffs have denied these counterclaims. Currently, there are no pending hearings or motions as both parties are engaged in discovery and are attempting to resolve the matter amicably. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jan. 31, 2024 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 12. SUBSEQUENT EVENTS (a) In February and April 2024, the Company received proceeds of $300,000 from its Credit Line Facility. (b) On March 20, 2024, 390,000 options to purchase shares of the Company’s common stock were issued to executive officers and employees at prices of $2.37-$2.61 per share. The options vest immediately and expire three years from the date of issuance. The fair value of the options issued amounted to $450,000. (c) On March 20, 2024, our Board of Directors adopted an amendment to the Company’s Employee Stock Option Plan (the “Plan”) increasing the number of shares of common stock subject to the Plan (as of March 20, 2024, 875,000 shares) to 1,400,000 shares (the “Amendment”). The Company will submit the Amendment to the Plan to our stockholders for adoption and approval at the 2025 Annual Meeting. If the Amendment is not approved by stockholders within one year of adoption, the increase in shares subject to the Plan will be void, together with any options issued following March 20,2024, in the period pending approval of the Plan by our stockholders. (d) On April 19, 2024, the Company completed an $8,400,000 equity financing with European investors (the “Offering”) of 2,100,000 units (“Units”), at a price of $4.00 per Unit, each Unit consisting of one share of common stock (“Shares”) and a Warrant to purchase two Shares of common stock, the Warrants having an initial exercise price of $6.43, are exercisable by payment of the exercise price in cash only and expire April 19,2029, five years from the date of issuance (“Warrants”). The Offering was made solely to investors residing outside the United States and was not registered under the Security Act of 1933, as amended, (the “Security Act”), or the securities law of any jurisdiction, including outside the United States, but was made privately by the Company pursuant to the exemptions from registration provided in the SEC’s Regulation S and other exemptions under the Securities Act. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 12 Months Ended | |
Jan. 31, 2024 | Jan. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net Income (Loss) | $ (5,485,314) | $ (4,483,474) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jan. 31, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Jan. 31, 2024 | |
Summary of Significant Accounting Policies [Abstract] | |
Forward Stock Split | Forward Stock Split On July 26, 2022, our Board of Directors approved the amendment to our Articles of Incorporation to effect a 7- for- 6 forward stock split (the “Stock Split”) of our outstanding common stock. The Company filed the amendment set forth in a Certificate of Change with the Secretary of State of Nevada on August 4, 2022. The 7:6 forward stock split was effective for trading purposes on the Nasdaq Capital Market on August 12, 2022. Each shareholder of record as of the August 15, 2022 record date received one (1) additional share for each six (6) shares held as of the record date. No fractional shares of common stock were issued in connection with the Stock Split. Instead, all shares were rounded up to the next whole share. In connection with the Stock Split, which did not require shareholder approval under the Nevada corporation law, the number of shares of common stock of the Company was increased in the same ratio as the shares of outstanding common stock were increased in the Stock Split, from 250,000,000 authorized shares to 291,666,666 authorized shares. All share and per share information in these financial statements retroactively reflect the forward stock split. |
Going Concern Assessment | Going Concern Assessment Management assesses liquidity and going concern uncertainty in the Company’s condensed financial statements to determine whether there is sufficient cash on hand and working capital, including available borrowings on loans, to operate for a period of at least one year from the date the consolidated financial statements are issued or available to be issued, which is referred to as the “look-forward period”, as defined in GAAP. As part of this assessment, based on conditions that are known and reasonably knowable to management, management will consider various scenarios, forecasts, projections, estimates and will make certain key assumptions, including timing and nature of projected cash expenditures or programs, its ability to delay or curtail expenditures or programs and its ability to raise additional capital, if necessary, among other factors. Based on this assessment, as necessary or applicable, management makes certain assumptions around implementing curtailments or delays in the nature and timing of programs and expenditures to the extent it deems probable those implementations can be achieved and management has the proper authority to execute them within the look-forward period. As of January 31, 2024, the Company had cash and cash equivalents of $492,942 and working capital of $22,770. For the year ended January 31, 2024, the Company incurred a loss from operations of $4,871,926 and used cash flow from operations of $3,527,509. The Company has generated operating losses since its inception and has relied on sales of securities and issuance of third-party and related-party debt to support cash flow from operations. In October 2021, the Company consummated a public offering and received net proceeds of $5,836,230. The Company has also received to date $3,239,845 in proceeds from the exercise of warrants. The Company has used these proceeds to fund operations and will continue to use the funds as needed. In March 2023, the Company entered into a three-year $2,000,000 Credit Line Note facility with a related party, amended on July 13, 2023, to $5,000,000, which will permit the Company to draw down on the credit line to fund the Company’s research and development of its Aversa product. The Company was advanced $2,000,000, all of which was settled by the issuance of common stock during the year ended January 31, 2024. The $2,000,000 debt and accrued interest was converted into 1,026,720 shares of the Company’s common stock. On April 19, 2024, the Company received proceeds of $8,400,000 from a private placement of its common stock. Management has prepared estimates of operations for the next twelve months and believes that sufficient funds will be generated from operations to fund its operations for one year from the date of the filing of these condensed consolidated financial statements, which indicates improved operations and the Company’s ability to continue operations as a going concern. Management believes the substantial doubt about the ability of the Company to continue as a going concern is alleviated by the above assessment. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements of the Company include the Company and its wholly owned subsidiaries. All material intercompany balances and transactions have been eliminated. The operations of 4P Therapeutics are included in the Company’s financial statements from the date of acquisition of August 1, 2018, and the operations of Pocono and Active Intelligence are included in the Company’s financial statements from the date of acquisition of September 1, 2020 under Pocono Pharmaceuticals Inc. The wholly owned subsidiaries are as follows: Nutriband Ltd. 4P Therapeutics LLC Pocono Pharmaceuticals Inc. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, the Company evaluates its estimates including, but not limited to, those related to such items as income tax exposures, accruals, depreciable/useful lives, allowance for doubtful accounts and valuation allowances. The Company bases its estimates on historical experience and on other various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. |
Revenue Recognition | Revenue Recognition In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”), which amends the accounting standards for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled when products are transferred to a customer. The Company recognizes revenue based on the five criteria for revenue recognition established under Topic 606: 1) identify the contract, 2) identify separate performance obligations, 3) determine the transaction price, 4) allocate the transaction price among the performance obligations, and 5) recognize revenue as the performance obligations are satisfied. |
Revenue Types | Revenue Types The following is a description of the Company’s revenue types, which include professional services and sale of goods: ● Contract development and manufacturing services for consumer health transdermal, topical and tape products with revenues listed under sale of goods ● Product revenues derived from the sale of the Company’s consumer transdermal, topical and tape products with sales listed under sale of goods ● Contract research and development services for pharmaceuticals and medical devices for life sciences customers with revenues listed under services |
Contracts with Customers | Contracts with Customers A contract with a customer exists when (i) we enter into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the payment terms related to these goods or services, (ii) the contract has commercial substance and, (iii) we determine that collection of substantially all consideration for services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. |
Contract Liabilities | Contract Liabilities Deferred revenue is a liability related to a revenue producing activity for which revenue has not been recognized. The Company records deferred revenue when it receives consideration from a contract before achieving certain criteria that must be met for revenue to be recognized in conformity with GAAP. |
Performance Obligations | Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in the new revenue standard. The contract transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. For the Company’s different revenue service types, the performance obligation is satisfied at different times. The Company’s performance obligations include providing products and professional services in the area of research. The Company recognizes product revenue performance obligations in most cases when the product has shipped to the customer. When we perform professional service work, we recognize revenue when we have the right to invoice the customer for the work completed, which typically occurs over time on a monthly basis for the work performed during that month. All revenue recognized in the income statement is considered to be revenue from contracts with customers. |
Disaggregation of Revenues | Disaggregation of Revenues The Company disaggregates its revenue from contracts with customers by type and by geographical location. See the tables: Years Ended January 31, 2024 2023 Revenue by type Sale of goods $ 1,920,280 $ 1,785,507 Services 165,034 294,102 Total $ 2,085,314 $ 2,079,609 Years Ended January 31, 2024 2023 Revenue by geographic location: United States $ 2,085,314 $ 2,079,609 Foreign - - $ 2,085,314 $ 2,079,609 |
Cash and cash equivalents | Cash and cash equivalents. Cash and cash equivalents include cash on hand, cash on deposit in money market accounts. The Company considers short-term highly liquid investments with an original maturity date of three months or less that are not part of an investment pool to be cash equivalents. As of January 31, 2024, the Company has no balances that exceed federally insured limits. |
Accounts receivable | Accounts receivable Trade accounts receivables are recorded at the net invoice value and are not interest bearing. The Company maintains allowances for doubtful accounts for estimated losses from the inability of its customers to make the required payments. The Company determines its allowances by both the specific identification of customer accounts where appropriate and the application of historical loss to non-applicable accounts. For the years ended January 31, 2024, and 2023, the Company recorded bad debt expenses of $118,364 and $-0-, respectively, for doubtful accounts related to accounts receivable. During the year ended January 31, 2024, the Company entered into an accounts receivable sale agreement for one of its subsidiaries. The Company received $106,528 in funds against an account receivable that is currently a claim in bankruptcy. The net accounts receivable remain on the books of the Company and a corresponding amount has been included as a secured borrowing liability under Notes payable. As of January 31, 2024, the receivable has been reserved in full. If the bankruptcy claim is not paid in full by the debtor, Company is obligated to pay any difference to the factor. The loan bears interest at 10%. The Company adopted ASU 2016-13 during 2023 and implemented the guidance on expected credit losses. |
Inventories | Inventories Inventories are valued at the lower of cost and reasonable value determined using the first-in, first-out (FIFO) method. Net realized value is the estimated selling price in the ordinary course of business, less applicable variable selling expenses. The cost of finished goods and work in process is comprised of material costs, direct labor costs and other direct costs and related production overheads (based on normal operating capacity). As of January 31, 2024, total inventory was $168,605, consisting of work-in-process of $7,466, finished goods of $8,707 and raw materials of $134,691. As of January 31, 2023, total inventory was $229,335, consisting of work-in-process of $11,021 and raw materials of $218,334. |
Property, Plant and Equipment | Property, Plant and Equipment Property and equipment represent an important component of the Company’s assets. The Company depreciates its plant and equipment on a straight-line basis over the estimated useful life of the assets. Property, plant and equipment is stated at historical cost. Expenditures for minor repairs, maintenance and replacement parts which do not increase the useful lives of the assets are charged to expense as incurred. All major additions and improvements are capitalized. Depreciation is computed using the straight-line method. The lives over which the fixed assets are depreciated range from 3 to 20 years as follows: Lab Equipment 5-10 years Furniture and fixtures 3 years Machinery and equipment 10-20 years |
Intangible Assets | Intangible Assets Intangible assets include trademarks, intellectual property and customer base acquired through business combinations. The Company accounts for Other Intangible Assets under the guidance of ASC 350, “Intangibles-Goodwill and Other.” The Company capitalizes certain costs related to patent technology. A substantial component of the purchase price related to the Company’s acquisitions have also been assigned to intellectual property and other intangibles. Under the guidance, other intangible assets with definite lives are amortized over their estimated useful lives. Intangible assets with indefinite lives are tested annually for impairment. Trademarks, intellectual property and customer base are being amortized over their estimated useful lives of ten years. |
Goodwill | Goodwill Goodwill represents the difference between the total purchase price and the fair value of assets (tangible and intangible) and liabilities at the date of acquisition. Goodwill is reviewed for impairment annually on January 31, and more frequently as circumstances warrant, and written down only in the period in which the recorded value of such assets exceeds their fair value. The Company does not amortize goodwill in accordance with ASC 350. In connection with the Company’s acquisition of 4P Therapeutics LLC in 2018, the Company recorded Goodwill of $1,719,235. On August 31, 2020, in connection with the Company’s acquisition of Pocono Coated Products LLC and Active Intelligence LLC, the Company recorded Goodwill of $5,810,640. During the years ended January 31, 2024, and 2023, the Company recorded an impairment charge of $-0- and $327,326, respectively, reducing the Active Intelligence LLC Goodwill to $3,302,478. As of January 31, 2024, and 2023, Goodwill amounted to $5,021,713 and $5,021,713, respectively. |
Long-lived Assets | Long-lived Assets Management reviews long-lived assets for potential impairment whenever significant events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment exists when the carrying amount of the long-lived asset is not recoverable and exceeds its fair value. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the estimated undiscounted cash flows expected to result from the use and eventual disposition of the asset. If an impairment exists, the resulting write-down would be the difference between the fair market value of the long-lived asset and the related book value. |
Earnings per Share | Earnings per Share Basic earnings per share of common stock is computed by dividing net earnings by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing net earnings by the weighted average number of shares of common stock and potential shares of common stock outstanding during the period. Potential shares of common stock consist of shares issuable upon the exercise of outstanding options and common stock purchase warrants. As of January 31, 2024, and 2023, there were 2,157,873 and 1,778,006 common stock equivalents outstanding, that were not included in the calculation of dilutive earnings per share as their effect would be anti-dilutive. |
Stock-Based Compensation | Stock-Based Compensation ASC 718, “Compensation - Stock Compensation,” prescribes accounting and reporting standards for all share-based payment transactions in which employee services, and, since February 1, 2019, non-employees, are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period). As of February 1, 2019, pursuant to ASC 2018-07, ASC 718 was applied to stock-based compensation for both employees and non-employees. |
Business Combinations | Business Combinations The Company recognizes the assets acquired, the liabilities assumed, and any non-controlling interest in the acquired entity at the acquisition date, measured at their fair values as of that date, with limited exceptions specified in the accounting literature. In accordance with this guidance, acquisition-related costs, including restructuring costs, must be recognized separately from the acquisition and will generally be expensed as incurred. That replaces the cost-allocation process detailed in previous accounting literature, which required the cost of an acquisition to be allocated to the individual assets acquired and liabilities assumed based on their estimated fair value. |
Leases | Leases In February 2016, the FASB issued ASU 2016-02, “Leases” (Topic 842), to provide a new comprehensive model for lease accounting under this guidance, lessees and lessors should apply a “right-of-use” model in accounting for all leases (including subleases) and eliminate the concept of operating leases and off-balance-sheet leases. Recognition, measurement and presentation of expenses will depend on classification as a finance or operating lease. Similar modifications have been made to lessor accounting in-line with revenue recognition guidance. The Company applies guidance for right-of-use accounting for all leases and records the operating lease liabilities on its balance sheet. The Company completed the necessary changes to its accounting policies, processes, disclosure and internal control over financial reporting. |
Research and Development Expenses | Research and Development Expenses Research and development costs are expensed as incurred. |
Income Taxes | Income Taxes Taxes are calculated in accordance with taxation principles currently effective in the United States and Ireland. The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company records net deferred tax assets to the extent they believe these assets will more-likely-than-not be realized. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. In the event the Company was to determine that it would be able to realize its deferred income tax assets in the future in excess of its net recorded amount, the Company would make an adjustment to the valuation allowance which would reduce the provision for income taxes. |
Fair Value Measurements | Fair Value Measurements FASB ASC 820, “Fair Value Measurements and Disclosure” (“ASC 820”), defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between participants on the measurement date. ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value. The Company utilizes the accounting guidance for fair value measurements and disclosures for all financial assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the consolidated financial statements on a recurring basis during the reporting period. The fair value is an exit price, representing the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants based upon the best use of the asset or liability at the measurement date. The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability. ASC 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers are defined as follows: Level 1 -Observable inputs such as quoted market prices in active markets. Level 2 -Inputs other than quoted prices in active markets that are either directly or indirectly observable. Level 3 -Unobservable inputs about which little or no market data exists, therefore requiring an entity to develop its own assumptions. The carrying value of the Company’s financial instruments, including accounts receivable, prepaid expenses, accounts payable and accrued expenses, and deferred revenue approximate their fair value due to the short maturities of these financial instruments. |
Recent Accounting Standards | Recent Accounting Standards In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326), The ASU introduces a new credit loss methodology. Current Expected Credit Loss (“CECL”), which requires earlier recognition of credit losses, which also provides additional transparency about credit risk. Since its original issuance in 2016, the FASB has issued several updates to the original ASU. The Company adopted ASU 2016-13 during the year ended January 31, 2024. The adoption of ASU 2016-13 did not have a material impact on the Company’s balance sheet or statement of operations. The Company has reviewed all other FASB-issued ASU accounting pronouncements and interpretations thereof that have effective dates during the period reported and in future periods. The Company has carefully considered the new pronouncements that alter previous GAAP and does not believe that any new or modified principles will have a material impact on the Company’s reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of the Company’s financial management and certain standards are under consideration. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jan. 31, 2024 | |
Summary of Significant Accounting Policies [Abstract] | |
Schedule of Disaggregates Its Revenue from Contracts | The Company disaggregates its revenue from contracts with customers by type and by geographical location. See the tables: Years Ended January 31, 2024 2023 Revenue by type Sale of goods $ 1,920,280 $ 1,785,507 Services 165,034 294,102 Total $ 2,085,314 $ 2,079,609 |
Schedule of Revenue by Geographic Location | Years Ended January 31, 2024 2023 Revenue by geographic location: United States $ 2,085,314 $ 2,079,609 Foreign - - $ 2,085,314 $ 2,079,609 |
Schedule of Plant and Equipment on a Straight-Line Basis Over the Estimated Useful Life of the Assets | The lives over which the fixed assets are depreciated range from 3 to 20 years as follows: Lab Equipment 5-10 years Furniture and fixtures 3 years Machinery and equipment 10-20 years |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jan. 31, 2024 | |
Property and Equipment [Abstract] | |
Schedule of Property and Equipment | January 31, 2024 2023 Lab equipment $ 144,585 $ 144,585 Machinery and equipment 1,292,389 1,240,628 Furniture and fixtures 19,643 19,643 1,456,617 1,404,856 Less: Accumulated depreciation (681,693 ) (507,121 ) Net Property and Equipment $ 774,924 $ 897,735 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 31, 2024 | |
Income Taxes [Abstract] | |
Schedule of Provision for Income Taxes | The provision for income taxes consists of the following: Years Ended 2024 2023 Current Federal $ - $ - Foreign - - Deferred Federal - - Foreign - - |
Schedule of Reconciliation of Taxes on Income | A reconciliation of taxes on income computed at the federal statutory rate to amounts provided is as follows: Years Ended 2024 2023 Book Income (loss from operations) $ (1,151,916 ) $ (941,530 ) Common stock issued for services 155,966 168,768 Impairment expense - 68,738 Unused operating losses 995,950 704,024 Income tax expense $ - $ - |
Schedule of Deferred Tax Liability and Deferred Tax Asset | The types of temporary differences between tax basis of assets and liabilities and their financial reporting amounts that give rise to the deferred tax liability and deferred tax asset and their approximate tax effects are as follows: January 31, 2024 2023 Net operating loss carryforward (expire through 2040) $ (3,312,698 ) $ (2,316,748 ) Stock issued for services $ (1,455,848 ) (1,299,882 ) Intangible impairment expense $ (1,051,714 ) (1,051,714 ) Valuation allowance $ 5,820,260 4,668,344 Net deferred taxes $ - $ - |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Jan. 31, 2024 | |
Intangible Assets [Abstract] | |
Schedule of Intangible Assets | As of January 31, 2024, and 2023, intangible assets consisted of intellectual property and trademarks, customer base, and license agreement, net of amortization, as follows: January 31, 2024 2023 Customer base $ 314,100 $ 314,100 Intellectual property and trademarks 817,400 817,400 Total 1,131,500 1,131,500 Less: Accumulated amortization (464,220 ) (351,070 ) Net Intangible Assets $ 667,280 $ 780,430 |
Schedule of Amortization Expenses | Amortization expenses for the years ended January 31, 2024, and 2023 amounted to $113,150 and $146,483, respectively. Year Ended January 31, 2025 $ 113,109 2026 113,109 2027 113,109 2028 113,109 2029 113,109 2030 and thereafter 101,735 $ 667,280 |
Options and Warrants (Tables)
Options and Warrants (Tables) | 12 Months Ended |
Jan. 31, 2024 | |
Options and Warrants [Line Items] | |
Schedule of Summarizes Additional Information Relating to the Warrants Outstanding | The following table summarizes additional information relating to the warrants outstanding as of January 31, 2024: Range of Exercise Number Weighted Average Weighted Average Number Weighted Average Intrinsic $ 4.00 30,000 4.10 $ 4.00 30,000 $ 4.00 $ - $ 6.43 1,082,205 2.68 $ 6.43 1,082,205 $ 6.43 $ - $ 1.93 145,833 2.74 $ 1.93 145,833 $ 1.93 $ 99,166 $ 7.50 25,000 3.77 $ 7.50 25,000 $ 7.50 $ - |
Schedule of Summarizes Additional Information Relating to the Options Outstanding | The following table summarizes additional information relating to the options outstanding as of January 31, 2024: Prices Outstanding Life(Years) Shares Outstanding Exercisable Shares Exercisable Value $ 1.93 214,500 2.74 $ 1.93 214,500 $ 1.93 $ 145,860 $ 2.12 140,000 2.74 $ 2.12 140,000 $ 2.12 $ 68,600 $ 2.65 20,000 2.63 $ 2.65 20,000 $ 2.65 $ - $ 3.59 35,000 3.67 $ 3.59 35,000 $ 3.59 $ - $ 3.75 57,500 1.85 $ 3.75 57,500 $ 3.75 $ - $ 3.98 30,000 2.01 $ 3.98 30,000 $ 3.98 $ - $ 4.09 78,750 1.50 $ 4.09 78,750 $ 4.09 $ - $ 4.12 50,000 1.85 $ 4.12 50,000 $ 4.12 $ - $ 4.16 144,083 0.97 $ 4.16 144,083 $ 4.16 $ - $ 4.50 58,334 1.50 $ 4.50 58,334 $ 4.50 $ - $ 4.58 46,668 0.97 $ 4.58 46,668 $ 4.58 $ - 874,835 2.06 $ 3.23 874,835 $ 3.23 $ 214,460 |
Warrants [Member] | |
Options and Warrants [Line Items] | |
Schedule of Changes in Warrants Outstanding | The valuation model used a dividend rate of 0%; expected term of 1.5 years; volatility rates of 152.10-174.45%; and a risk-free rate of 4.31%-4.84%. Non-cash compensation for the year ended January 31, 2024, amounted to $242,840. Exercise Remaining Intrinsic Shares Price Life Value Outstanding, January 31, 2022 1,435,622 $ 6.91 3.93 years $ - Granted 25,000 7.50 5.00 years - Expired/Cancelled (97,534 ) 5.36 - - Exercised (55,417 ) 5.36 - - Outstanding, January 31, 2023 1,307,671 6.43 3.34 years - Granted 175,833 2.28 2.97 years - Expired/Cancelled (200,466 ) 6.33 - - Exercised - - - - Outstanding - January 31, 2024 1,283,038 $ 5.88 2.97 years $ 99,166 Exercisable - January 31, 2024 1,283,038 $ 5.88 2.97 years $ 99,166 |
Options [Member] | |
Options and Warrants [Line Items] | |
Schedule of Changes in Options Outstanding | The following table summarizes additional information relating to the options outstanding as of January 31, 2024. Shares Exercise Remaining Intrinsic Outstanding, January 31, 2022 190,751 $ 4.26 2.97 years Granted 279,584 3.93 3.00 years - Expired/Cancelled - - - Exercised - - - Outstanding, January 31, 2023 470,335 4.13 2.53 years Granted 404,500 2.18 2.68 years - Expired/Cancelled - - - Exercised - - - Outstanding- January 31, 2024 874,835 $ 3.23 2.31 years $ 214,460 Exercisable - January 31, 2024 874,835 $ 3.23 2.31 years $ 214,460 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Jan. 31, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Segment Performance to the GAAP Measure of Gross Profit | Our chief officer decision maker evaluates segment performance to the GAAP measure of gross profit. Years Ended January 31, 2024 2023 Net sales Pocono Pharmaceuticals $ 1,920,280 $ 1,785,597 4P Therapeutics 165,034 294,102 2,085,314 2,079,699 Gross profit Pocono Pharmaceuticals 744,391 726,702 4P Therapeutics 117,714 23,702 862,105 750,404 Operating expenses Selling, general and administrative-Pocono Pharmaceuticals 606,275 577,930 Selling, general and administrative-4P Therapeutics 236,953 103,181 Selling, general and administrative-Corporate 2,930,378 3,234,930 Research and development-4P Therapeutics 1,960,425 982,227 Goodwill impairment-Pocono Pharmacueticals - 327,326 5,734,031 5,225,594 Depreciation and Amortization Pocono Pharmaceuticals $ 222,159 $ 264,156 Corporate 13,986 - 4P Therapeutics 51,577 65,987 $ 287,722 $ 330,143 |
Schedule of Net Sales and Property and Equipment | The following table presents information about net sales and property and equipment, net of accumulated depreciation, in the United States and elsewhere. Years Ended 2024 2023 Net sales United States $ 2,085,314 $ 2,079,699 Outside the United States - - $ 2,085,314 $ 2,079,699 January 31, January 31, 2024 2023 Property and equipment, net of accumulated depreciation United States $ 774,924 $ 897,735 Outside the United States - - $ 774,924 $ 897,735 Assets Corporate $ 344,192 $ 1,745,731 Pocono Pharmaceuticals 5,079,293 5,400,814 4P Therapeutics 2,093,369 2,309,832 $ 7,516,854 $ 9,456,377 |
Organization and Description _2
Organization and Description of Business (Details) - USD ($) | Jan. 31, 2024 | Jan. 31, 2023 | Aug. 31, 2020 | Aug. 01, 2018 |
Organization and Description of Business [Line Items] | ||||
Acquired costs | $ 2,250,000 | |||
Common stock share (in Shares) | 8,869,870 | 7,843,150 | 250,000 | |
Common stock value | $ 8,860 | $ 7,833 | ||
Royalty fee | 6% | |||
Pocono Pharmaceuticals [Member] | ||||
Organization and Description of Business [Line Items] | ||||
Acquired percentage | 100% | |||
Minimum [Member] | ||||
Organization and Description of Business [Line Items] | ||||
Common stock value | $ 1,850,000 | |||
Maximum [Member] | ||||
Organization and Description of Business [Line Items] | ||||
Common stock value | $ 400,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||||
Apr. 19, 2024 | Jul. 13, 2023 | Oct. 31, 2021 | Jan. 31, 2024 | Jan. 31, 2023 | Mar. 31, 2023 | Jul. 26, 2022 | Aug. 31, 2020 | |
Summary of Significant Accounting Policies [Line Items] | ||||||||
Forward stock split, description | The 7:6 forward stock split was effective for trading purposes on the Nasdaq Capital Market on August 12, 2022. | |||||||
Cash and cash equivalents | $ 492,942 | |||||||
Working capital | 22,770 | |||||||
Loss from operations | (4,871,926) | $ (4,475,185) | ||||||
Used cash flow from operations | (3,527,509) | (2,987,198) | ||||||
Net proceeds | $ 5,836,230 | |||||||
Exercise warrants | $ 3,239,845 | |||||||
Credit line note | $ 2,000,000 | |||||||
Research and development | $ 5,000,000 | |||||||
Advance repaid | 2,000,000 | |||||||
Debt amount | 2,000,000 | |||||||
Accrued interest | 1,026,720 | |||||||
Private placement | $ 8,400,000 | |||||||
Account receivable | $ 106,528 | |||||||
Loan bears interest, percentage | 10% | |||||||
Total inventory | $ 168,605 | 229,335 | ||||||
Work in process | 11,021 | |||||||
Finished goods | 8,707 | |||||||
Raw materials | $ 134,691 | 218,334 | ||||||
Estimated useful lives | 10 years | |||||||
Goodwill | $ 1,719,235 | $ 5,810,640 | ||||||
Impairment goodwill | 3,302,478 | |||||||
Goodwill amounted | $ 5,021,713 | $ 5,021,713 | ||||||
Common stock equivalents outstanding (in Shares) | 2,157,873 | 1,778,006 | ||||||
Intelligence LLC [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Impairment charge | $ 0 | $ 327,326 | ||||||
Minimum [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Authorized shares (in Shares) | 250,000,000 | |||||||
Asset depreciated range | 3 years | |||||||
Maximum [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Authorized shares (in Shares) | 291,666,666 | |||||||
Asset depreciated range | 20 years | |||||||
Accounts Receivable [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Bad debt expense | $ 118,364 | $ 0 | ||||||
Inventories [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Work in process | $ 7,466 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of Disaggregates its Revenue from Contracts - USD ($) | 12 Months Ended | |
Jan. 31, 2024 | Jan. 31, 2023 | |
Schedule of Disaggregates its Revenue from Contracts [Abstract] | ||
Sale of goods | $ 1,920,280 | $ 1,785,507 |
Services | 165,034 | 294,102 |
Total | $ 2,085,314 | $ 2,079,609 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details) - Schedule of Revenue by Geographic Location - USD ($) | 12 Months Ended | |
Jan. 31, 2024 | Jan. 31, 2023 | |
Revenue by geographic location: | ||
Total | $ 2,085,314 | $ 2,079,609 |
United States [Member] | ||
Revenue by geographic location: | ||
Total | 2,085,314 | 2,079,609 |
Foreign [Member] | ||
Revenue by geographic location: | ||
Total |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details) - Schedule of Plant and Equipment on a Straight-Line Basis Over the Estimated Useful Life of the Assets | Jan. 31, 2024 |
Furniture and fixtures [Member] | |
Schedule of Plant and Equipment on a Straight-Line Basis Over the Estimated Useful Life of the Assets [Line Items] | |
Property plant and equipment, useful life | 3 years |
Minimum [Member] | Lab Equipment [Member] | |
Schedule of Plant and Equipment on a Straight-Line Basis Over the Estimated Useful Life of the Assets [Line Items] | |
Property plant and equipment, useful life | 5 years |
Minimum [Member] | Machinery and equipment [Member] | |
Schedule of Plant and Equipment on a Straight-Line Basis Over the Estimated Useful Life of the Assets [Line Items] | |
Property plant and equipment, useful life | 10 years |
Maximum [Member] | Lab Equipment [Member] | |
Schedule of Plant and Equipment on a Straight-Line Basis Over the Estimated Useful Life of the Assets [Line Items] | |
Property plant and equipment, useful life | 10 years |
Maximum [Member] | Machinery and equipment [Member] | |
Schedule of Plant and Equipment on a Straight-Line Basis Over the Estimated Useful Life of the Assets [Line Items] | |
Property plant and equipment, useful life | 20 years |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) | 12 Months Ended | |
Jan. 31, 2024 | Jan. 31, 2023 | |
Property and Equipment [Abstract] | ||
Depreciation expense | $ 174,572 | $ 183,660 |
Cost of goods sold | $ 131,360 | $ 139,689 |
Property and Equipment (Detai_2
Property and Equipment (Details) - Schedule of Property and Equipment - USD ($) | Jan. 31, 2024 | Jan. 31, 2023 |
Schedule of Property and Equipment [Line Items] | ||
Property and equipment, gross | $ 1,456,617 | $ 1,404,856 |
Less: Accumulated depreciation | (681,693) | (507,121) |
Net Property and Equipment | 774,924 | 897,735 |
Lab equipment [Member] | ||
Schedule of Property and Equipment [Line Items] | ||
Property and equipment, gross | 144,585 | 144,585 |
Machinery and equipment [Member] | ||
Schedule of Property and Equipment [Line Items] | ||
Property and equipment, gross | 1,292,389 | 1,240,628 |
Furniture and fixtures [Member] | ||
Schedule of Property and Equipment [Line Items] | ||
Property and equipment, gross | $ 19,643 | $ 19,643 |
Income Taxes (Details)
Income Taxes (Details) | 12 Months Ended |
Jan. 31, 2024 USD ($) | |
Income Taxes [Line Items] | |
Deferred tax asset | $ 15,800,000 |
Tax effect valuation allowance | $ 1,151,916 |
Minimum [Member] | |
Income Taxes [Line Items] | |
Percentage of corporate rate | 34% |
Maximum [Member] | |
Income Taxes [Line Items] | |
Percentage of corporate rate | 21% |
Income Taxes (Details) - Schedu
Income Taxes (Details) - Schedule of Provision for Income Taxes - USD ($) | 12 Months Ended | |
Jan. 31, 2024 | Jan. 31, 2023 | |
Current | ||
Federal | ||
Foreign | ||
Deferred | ||
Federal | ||
Foreign |
Income Taxes (Details) - Sche_2
Income Taxes (Details) - Schedule of Reconciliation of Taxes on Income - USD ($) | 12 Months Ended | |
Jan. 31, 2024 | Jan. 31, 2023 | |
Schedule of Reconciliation of Taxes on Income [Abstract] | ||
Book Income (loss from operations) | $ (1,151,916) | $ (941,530) |
Common stock issued for services | 155,966 | 168,768 |
Impairment expense | 68,738 | |
Unused operating losses | 995,950 | 704,024 |
Income tax expense |
Income Taxes (Details) - Sche_3
Income Taxes (Details) - Schedule of Deferred Tax Liability and Deferred Tax Asset - USD ($) | 12 Months Ended | |
Jan. 31, 2024 | Jan. 31, 2023 | |
Schedule of Deferred Tax Liability and Deferred Tax Asset [Abstract] | ||
Net operating loss carryforward | $ (3,312,698) | $ (2,316,748) |
Stock issued for services | (1,455,848) | (1,299,882) |
Intangible impairment expense | (1,051,714) | (1,051,714) |
Valuation allowance | 5,820,260 | 4,668,344 |
Net deferred taxes |
Notes Payable (Details)
Notes Payable (Details) - USD ($) | 12 Months Ended | ||||
Apr. 03, 2022 | Jan. 31, 2024 | Jan. 31, 2023 | Jul. 17, 2023 | Mar. 17, 2023 | |
Notes Payable [Line Items] | |||||
Line of credit facility | $ 53,476 | ||||
Due date | Oct. 16, 2028 | ||||
Interest rate during period | 2.95% | 5% | |||
Balance due | $ 85,249 | ||||
Convertible notes payable current | 16,129 | ||||
Amount due | $ 15,232 | $ 0 | 100,627 | ||
Contract Price | 32,274 | ||||
Financed amount | 22,795 | ||||
Payments made per month | 410 | ||||
Current outstanding | $ 4,456 | ||||
Credit facility | $ 5,000,000 | $ 2,000,000 | |||
Bearing interest | 7% | ||||
Line of credit facility converted | $ 2,000,000 | ||||
Line of credit facility, common stock (in Shares) | 1,026,520 | ||||
Fair value of common stock | $ 2,554,423 | ||||
Loss on extinguishment | $ (554,423) | ||||
Interest expense | 5,470 | ||||
Secured loan payable | $ 106,528 | ||||
Percentage of interest rate | 10% | ||||
Line of Credit [Member] | |||||
Notes Payable [Line Items] | |||||
Line of credit facility | $ 160,000 | ||||
Assumed amount | 139,184 | ||||
Principal interest | 1,697 | ||||
Payments of principal interest | 15,378 | ||||
Advances amount | 2,000,000 | ||||
Interest expense | 60,453 | ||||
Notes Payable to Banks [Member] | |||||
Notes Payable [Line Items] | |||||
Amount due | 19,610 | ||||
Loss on extinguishment | 554,423 | ||||
Secured borrowing liability [Member] | |||||
Notes Payable [Line Items] | |||||
Interest expense | $ 75,815 | $ 6,289 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) | 12 Months Ended | ||
Feb. 28, 2021 | Jan. 31, 2024 | Jan. 31, 2023 | |
Intangible Assets [Line Items] | |||
Issued shares (in Shares) | 25,000 | ||
Warrants purchase (in Shares) | 25,000 | ||
Exercise price per share (in Dollars per share) | $ 7.5 | ||
Interest expense | $ 33,334 | ||
Amortization expenses | $ 113,150 | 146,483 | |
Rambam Med-Tech Ltd [Member] | |||
Intangible Assets [Line Items] | |||
IP license fee | $ 50,000 | ||
Minimum [Member] | |||
Intangible Assets [Line Items] | |||
Amortized period | 3 years | ||
Maximum [Member] | |||
Intangible Assets [Line Items] | |||
Amortized period | 10 years | ||
Termination expense [Member] | |||
Intangible Assets [Line Items] | |||
Termination expense | $ 174,025 |
Intangible Assets (Details) - S
Intangible Assets (Details) - Schedule of Intangible Assets - USD ($) | Jan. 31, 2024 | Jan. 31, 2023 |
Schedule of Intangible Assets [Line items] | ||
Total | $ 1,131,500 | $ 1,131,500 |
Less: Accumulated amortization | (464,220) | (351,070) |
Net Intangible Assets | 667,280 | 780,430 |
Customer base [Member] | ||
Schedule of Intangible Assets [Line items] | ||
Total | 314,100 | 314,100 |
Intellectual property and trademarks [Member] | ||
Schedule of Intangible Assets [Line items] | ||
Total | $ 817,400 | $ 817,400 |
Intangible Assets (Details) -_2
Intangible Assets (Details) - Schedule of Amortization Expenses - USD ($) | Jan. 31, 2024 | Jan. 31, 2023 |
Schedule of Amortization Expenses [Abstract] | ||
2025 | $ 113,109 | |
2026 | 113,109 | |
2027 | 113,109 | |
2028 | 113,109 | |
2029 | 113,109 | |
2030 and thereafter | 101,735 | |
Total | $ 667,280 | $ 780,430 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2023 | Feb. 01, 2023 | Dec. 07, 2022 | Aug. 02, 2022 | Sep. 30, 2023 | Jul. 17, 2023 | Mar. 17, 2023 | Sep. 30, 2022 | May 31, 2022 | Oct. 31, 2023 | Oct. 26, 2023 | Jan. 31, 2024 | Jan. 31, 2023 | |
Related Party Transactions [Line Items] | |||||||||||||
Purchase shares (in Shares) | 107,500 | 137,084 | 374,500 | 35,000 | 374,500 | ||||||||
Share price | $ 2.12 | $ 2.12 | |||||||||||
Expire year | 3 years | 3 years | 5 years | 3 years | |||||||||
Fair value issued (in Dollars) | $ 245,170 | $ 399,075 | $ 5,000,000 | $ 2,000,000 | $ 85,995 | $ 424,826 | |||||||
Percentage of jet services LDA | 100% | ||||||||||||
Cash received (in Dollars) | $ 2,000,000 | ||||||||||||
Line of credit facility (in Dollars) | $ 2,000,000 | ||||||||||||
Accrued interest (in Dollars) | $ 53,476 | ||||||||||||
Common stock (in Shares) | 291,666,666 | 291,666,666 | |||||||||||
Shares received (in Shares) | 1,167 | ||||||||||||
Compensation expense (in Dollars) | $ 53,200 | ||||||||||||
Warrant [Member] | |||||||||||||
Related Party Transactions [Line Items] | |||||||||||||
Share price | $ 1.93 | ||||||||||||
Expire year | 3 years | ||||||||||||
Fair value issued (in Dollars) | $ 93,450 | ||||||||||||
Minimum [Member] | |||||||||||||
Related Party Transactions [Line Items] | |||||||||||||
Share price | $ 3.53 | $ 4.09 | |||||||||||
Maximum [Member] | |||||||||||||
Related Party Transactions [Line Items] | |||||||||||||
Share price | $ 3.88 | $ 4.5 | |||||||||||
Options [Member] | |||||||||||||
Related Party Transactions [Line Items] | |||||||||||||
Purchase shares (in Shares) | 30,000 | ||||||||||||
Share price | $ 3.975 | ||||||||||||
Expire year | 3 years | ||||||||||||
Fair value issued (in Dollars) | $ 75,030 | ||||||||||||
Executive Officer [Member] | |||||||||||||
Related Party Transactions [Line Items] | |||||||||||||
Share price | 1.93 | $ 1.93 | |||||||||||
Director [Member] | |||||||||||||
Related Party Transactions [Line Items] | |||||||||||||
Share price | $ 2.65 | $ 2.65 | |||||||||||
Chief Financial Officer [Member] | Warrant [Member] | |||||||||||||
Related Party Transactions [Line Items] | |||||||||||||
Purchase shares (in Shares) | 87,500 | ||||||||||||
CEO [Member] | |||||||||||||
Related Party Transactions [Line Items] | |||||||||||||
Shares received (in Shares) | 11,667 | ||||||||||||
Independent Directors [Member] | |||||||||||||
Related Party Transactions [Line Items] | |||||||||||||
Share price | $ 3.59 | ||||||||||||
Common Stock [Member] | |||||||||||||
Related Party Transactions [Line Items] | |||||||||||||
Accrued interest (in Dollars) | $ 53,436 | ||||||||||||
Common stock (in Shares) | 1,026,520 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2024 | Dec. 31, 2022 | May 31, 2022 | Mar. 31, 2022 | Jun. 20, 2019 | May 24, 2019 | Jul. 31, 2022 | Jul. 29, 2022 | Jan. 31, 2024 | Jan. 31, 2023 | Aug. 04, 2022 | Jan. 27, 2020 | Jan. 15, 2016 | |
Stockholders' Equity [Line Items] | |||||||||||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | |||||||||||
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 | |||||||||||
Common stock, description | the Company effected a one-for-four reverse stock split, pursuant to which each outstanding share of common stock was changed into 0.25 shares of common stock, and the Company decreased its authorized common stock in the same ratio from 100,000,000 to 25,000,000 shares. | ||||||||||||
Forward stock split, description | the Company approved a 7-for-6 forward stock split, effective for trading purposes as of August 12, 2022, pursuant to which each shareholder as of the August 15, 2022 record date received one (1) additional share for each six (6) shares held as of the record date. | ||||||||||||
Shares issued | 10,000 | 10,000 | |||||||||||
Treasury stock value (in Dollars) | $ 32,641 | $ 32,641 | |||||||||||
Converted shares | 8,859,870 | 7,833,150 | |||||||||||
Common stock share purchase | 35,584 | 35,584 | |||||||||||
Treasury stock share purchase (in Dollars) | $ 119,006 | $ 119,006 | |||||||||||
Issuance of common stock | 33,397 | 33,397 | 55,417 | ||||||||||
Treasury shares and recorded compensation expense (in Dollars) | $ 113,155 | ||||||||||||
Proceed from exercise of warrants (in Dollars) | $ 296,875 | $ 296,875 | |||||||||||
Cancelled shares | 1,400,000 | ||||||||||||
Minimum [Member] | |||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||
Increase decreased in authorized common stock | 250,000,000 | ||||||||||||
Maximum [Member] | |||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||
Increase decreased in authorized common stock | 291,666,666 | ||||||||||||
Preferred Stock [Member] | |||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||
Preferred stock, shares authorized | 10,000,000 | ||||||||||||
Preferred stock, par value (in Dollars per share) | $ 0.001 | ||||||||||||
Preferred Stock [Member] | Series A Preferred Stock [Member] | |||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||
Preferred stock, shares designated | 2,500,000 | 2,500,000 | |||||||||||
Common Stock [Member] | Minimum [Member] | |||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||
Increase decreased in authorized common stock | 25,000,000 | ||||||||||||
Common Stock [Member] | Maximum [Member] | |||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||
Increase decreased in authorized common stock | 250,000,000 | ||||||||||||
Treasury Stock, Common [Member] | |||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||
Issuance of common stock | 25,000 | ||||||||||||
Forecast [Member] | |||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||
Credit facility (in Dollars) | $ 53,436 | ||||||||||||
Issuance (in Dollars) | 2,554,423 | ||||||||||||
Loss on extinguishment (in Dollars) | $ 554,423 | ||||||||||||
Forecast [Member] | Common Stock [Member] | |||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||
Converted shares | 2,000,000 | ||||||||||||
Converted shares | 1,026,720 |
Options and Warrants (Details)
Options and Warrants (Details) - USD ($) | 12 Months Ended | |||||||
Mar. 07, 2023 | Feb. 01, 2023 | Feb. 01, 2022 | Nov. 03, 2021 | Jan. 31, 2024 | Jan. 31, 2023 | Oct. 27, 2023 | Nov. 01, 2021 | |
Options and Warrants [Line Items] | ||||||||
Issued warrants (in Shares) | 30,000 | |||||||
Warrants exercisable price (in Dollars per share) | $ 1.93 | |||||||
Expire years | 5 years | |||||||
Purchase warrant (in Shares) | 145,833 | |||||||
Dividend rate | 0% | |||||||
Expected term | 1 year 6 months | |||||||
Risk-free rate | 3% | |||||||
Non cash compensation (in Dollars) | $ 242,840 | |||||||
Exercise price (in Shares) | 408,333 | |||||||
Additional share (in Shares) | 233,333 | 233,333 | ||||||
Common stock reserved (in Shares) | 408,333 | |||||||
Remaining shares (in Shares) | 166 | |||||||
Options issued (in Dollars) | $ 499,856 | |||||||
Purchase shares (in Shares) | 279,584 | |||||||
Options issued (in Dollars) | $ 732,130 | |||||||
Black-Scholes [Member] | ||||||||
Options and Warrants [Line Items] | ||||||||
Expire year | 3 years | |||||||
Dividend rate | 0% | |||||||
Expected term | 1 year 6 months | |||||||
Exercise price (in Shares) | 404,500 | |||||||
Warrant [Member] | ||||||||
Options and Warrants [Line Items] | ||||||||
Warrants exercisable price (in Dollars per share) | $ 4 | |||||||
Expire year | 3 years | |||||||
Dividend rate | 0% | |||||||
Expected term | 1 year 6 months | |||||||
Minimum [Member] | ||||||||
Options and Warrants [Line Items] | ||||||||
Volatility rate | 121.52% | |||||||
Risk-free rate | 3% | |||||||
Purchase shares (in Dollars per share) | $ 1.93 | |||||||
Minimum [Member] | Black-Scholes [Member] | ||||||||
Options and Warrants [Line Items] | ||||||||
Volatility rate | 152.10% | |||||||
Risk-free rate | 4.31% | |||||||
Minimum [Member] | Warrant [Member] | ||||||||
Options and Warrants [Line Items] | ||||||||
Volatility rate | 152.10% | |||||||
Maximum [Member] | ||||||||
Options and Warrants [Line Items] | ||||||||
Volatility rate | 143.54% | |||||||
Risk-free rate | 4.50% | |||||||
Purchase shares (in Dollars per share) | $ 3.975 | |||||||
Maximum [Member] | Black-Scholes [Member] | ||||||||
Options and Warrants [Line Items] | ||||||||
Volatility rate | 174.45% | |||||||
Risk-free rate | 4.84% | |||||||
Maximum [Member] | Warrant [Member] | ||||||||
Options and Warrants [Line Items] | ||||||||
Volatility rate | 174.45% | |||||||
Executive Officers [Member] | ||||||||
Options and Warrants [Line Items] | ||||||||
Purchase warrant (in Shares) | 87,500 | |||||||
Executive Officers [Member] | Minimum [Member] | ||||||||
Options and Warrants [Line Items] | ||||||||
Purchase shares (in Dollars per share) | $ 3.59 | |||||||
Director [Member] | Maximum [Member] | ||||||||
Options and Warrants [Line Items] | ||||||||
Purchase shares (in Dollars per share) | $ 4.5 |
Options and Warrants (Details)
Options and Warrants (Details) - Schedule of Changes in Warrants Outstanding - Warrant [Member] - USD ($) | 12 Months Ended | |
Jan. 31, 2024 | Jan. 31, 2023 | |
Schedule of Changes in Warrants Outstanding [Line Items] | ||
Shares, Outstanding beginning balance | 1,307,671 | 1,435,622 |
Exercise Price, Outstanding beginning balance | $ 6.43 | $ 6.91 |
Remaining Life, Outstanding beginning balance | 3 years 11 months 4 days | |
Intrinsic Value, Outstanding beginning balance | ||
Shares, Granted | 175,833 | 25,000 |
Exercise Price, Granted | $ 2.28 | $ 7.5 |
Remaining Life, Granted | 2 years 11 months 19 days | 5 years |
Intrinsic Value, Granted | ||
Shares, Expired/Cancelled | (200,466) | (97,534) |
Exercise Price, Expired/Cancelled | $ 6.33 | $ 5.36 |
Remaining Life, Expired/Cancelled | ||
Intrinsic Value, Expired/Cancelled | ||
Shares, Exercised | (55,417) | |
Exercise Price, Exercised | $ 5.36 | |
Remaining Life, Exercised | ||
Intrinsic Value, Exercised | ||
Shares, Outstanding ending balance | 1,283,038 | 1,307,671 |
Exercise Price, Outstanding ending balance | $ 5.88 | $ 6.43 |
Remaining Life, Outstanding ending balance | 2 years 11 months 19 days | 3 years 4 months 2 days |
Intrinsic Value, Outstanding ending balance | $ 99,166 | |
Shares, Exercisable | 1,283,038 | |
Exercise Price, Exercisable | $ 5.88 | |
Remaining Life, Exercisable | 2 years 11 months 19 days | |
Intrinsic Value, Exercisable | $ 99,166 |
Options and Warrants (Details_2
Options and Warrants (Details) - Schedule of Summarizes Additional Information Relating to the Warrants Outstanding - Warrant [Member] | 12 Months Ended |
Jan. 31, 2024 USD ($) $ / shares shares | |
Exercise Prices 4.00 [Member] | |
Schedule of Summarizes Additional Information Relating to the Warrants Outstanding [Line Items] | |
Range of Exercise Prices | $ 4 |
Number Outstanding (in Shares) | shares | 30,000 |
Weighted Average Remaining Contractual Life (Years) | 4 years 1 month 6 days |
Weighted Average Exercise Price for Shares Outstanding | $ 4 |
Number Exercisable (in Shares) | shares | 30,000 |
Weighted Average Exercise Price for Shares Exercisable | $ 4 |
Intrinsic Value (in Dollars) | $ | |
Exercise Prices 6.43 [Member] | |
Schedule of Summarizes Additional Information Relating to the Warrants Outstanding [Line Items] | |
Range of Exercise Prices | $ 6.43 |
Number Outstanding (in Shares) | shares | 1,082,205 |
Weighted Average Remaining Contractual Life (Years) | 2 years 8 months 4 days |
Weighted Average Exercise Price for Shares Outstanding | $ 6.43 |
Number Exercisable (in Shares) | shares | 1,082,205 |
Weighted Average Exercise Price for Shares Exercisable | $ 6.43 |
Intrinsic Value (in Dollars) | $ | |
Exercise Prices 1.93 [Member] | |
Schedule of Summarizes Additional Information Relating to the Warrants Outstanding [Line Items] | |
Range of Exercise Prices | $ 1.93 |
Number Outstanding (in Shares) | shares | 145,833 |
Weighted Average Remaining Contractual Life (Years) | 2 years 8 months 26 days |
Weighted Average Exercise Price for Shares Outstanding | $ 1.93 |
Number Exercisable (in Shares) | shares | 145,833 |
Weighted Average Exercise Price for Shares Exercisable | $ 1.93 |
Intrinsic Value (in Dollars) | $ | $ 99,166 |
Exercise Prices 7.50 [Member] | |
Schedule of Summarizes Additional Information Relating to the Warrants Outstanding [Line Items] | |
Range of Exercise Prices | $ 7.5 |
Number Outstanding (in Shares) | shares | 25,000 |
Weighted Average Remaining Contractual Life (Years) | 3 years 9 months 7 days |
Weighted Average Exercise Price for Shares Outstanding | $ 7.5 |
Number Exercisable (in Shares) | shares | 25,000 |
Weighted Average Exercise Price for Shares Exercisable | $ 7.5 |
Intrinsic Value (in Dollars) | $ |
Options and Warrants (Details_3
Options and Warrants (Details) - Schedule of Changes in Options Outstanding - Options [Member] - USD ($) | 12 Months Ended | |
Jan. 31, 2024 | Jan. 31, 2023 | |
Options and Warrants (Details) - Schedule of Changes in Options Outstanding [Line Items] | ||
Shares, Outstanding, Beginning balance | 470,335 | 190,751 |
Exercise Price, Outstanding, Beginning balance | $ 4.13 | $ 4.26 |
Remaining Life, Outstanding, Beginning balance | 2 years 11 months 19 days | |
Intrinsic Value, Outstanding, Beginning balance | ||
Shares, Granted | 404,500 | 279,584 |
Exercise Price, Granted | $ 2.18 | $ 3.93 |
Remaining Life, Granted | 2 years 8 months 4 days | 3 years |
Intrinsic Value, Granted | ||
Shares, Expired/Cancelled | ||
Exercise Price, Expired/Cancelled | ||
Remaining Life, Expired/Cancelled | ||
Intrinsic Value, Expired/Cancelled | ||
Shares, Exercised | ||
Exercise Price, Exercised | ||
Remaining Life, Exercised | ||
Intrinsic Value, Exercised | ||
Shares, Outstanding, Ending balance | 874,835 | 470,335 |
Exercise Price, Outstanding, Ending balance | $ 3.23 | $ 4.13 |
Remaining Life, Outstanding, Ending balance | 2 years 3 months 21 days | 2 years 6 months 10 days |
Intrinsic Value, Outstanding, Ending balance | $ 214,460 | |
Shares, Exercisable | 874,835 | |
Exercise Price, Exercisable | $ 3.23 | |
Remaining Life, Exercisable | 2 years 3 months 21 days | |
Intrinsic Value, Exercisable | $ 214,460 |
Options and Warrants (Details_4
Options and Warrants (Details) - Schedule of Summarizes Additional Information Relating to the Options Outstanding - Options Outstanding [Member] | 12 Months Ended |
Jan. 31, 2024 USD ($) $ / shares shares | |
Schedule of Summarizes Additional Information Relating to the Options Outstanding [Line Items] | |
Number Outstanding (in Shares) | shares | 874,835 |
Weighted Average Remaining Contractual Life(Years) | 2 years 21 days |
Weighted Average Exercise Price for Shares Outstanding | $ 3.23 |
Number Exercisable (in Shares) | shares | 874,835 |
Weighted Average Exercise Price for Shares Exercisable | $ 3.23 |
Intrinsic Value (in Dollars) | $ | $ 214,460 |
Exercise Prices 1.93 [Member] | |
Schedule of Summarizes Additional Information Relating to the Options Outstanding [Line Items] | |
Range of Exercise Prices | $ 1.93 |
Number Outstanding (in Shares) | shares | 214,500 |
Weighted Average Remaining Contractual Life(Years) | 2 years 8 months 26 days |
Weighted Average Exercise Price for Shares Outstanding | $ 1.93 |
Number Exercisable (in Shares) | shares | 214,500 |
Weighted Average Exercise Price for Shares Exercisable | $ 1.93 |
Intrinsic Value (in Dollars) | $ | $ 145,860 |
Exercise Prices 2.12 [Member] | |
Schedule of Summarizes Additional Information Relating to the Options Outstanding [Line Items] | |
Range of Exercise Prices | $ 2.12 |
Number Outstanding (in Shares) | shares | 140,000 |
Weighted Average Remaining Contractual Life(Years) | 2 years 8 months 26 days |
Weighted Average Exercise Price for Shares Outstanding | $ 2.12 |
Number Exercisable (in Shares) | shares | 140,000 |
Weighted Average Exercise Price for Shares Exercisable | $ 2.12 |
Intrinsic Value (in Dollars) | $ | $ 68,600 |
Exercise Prices 2.65 [Member] | |
Schedule of Summarizes Additional Information Relating to the Options Outstanding [Line Items] | |
Range of Exercise Prices | $ 2.65 |
Number Outstanding (in Shares) | shares | 20,000 |
Weighted Average Remaining Contractual Life(Years) | 2 years 7 months 17 days |
Weighted Average Exercise Price for Shares Outstanding | $ 2.65 |
Number Exercisable (in Shares) | shares | 20,000 |
Weighted Average Exercise Price for Shares Exercisable | $ 2.65 |
Intrinsic Value (in Dollars) | $ | |
Exercise Prices 3.59 [Member] | |
Schedule of Summarizes Additional Information Relating to the Options Outstanding [Line Items] | |
Range of Exercise Prices | $ 3.59 |
Number Outstanding (in Shares) | shares | 35,000 |
Weighted Average Remaining Contractual Life(Years) | 3 years 8 months 1 day |
Weighted Average Exercise Price for Shares Outstanding | $ 3.59 |
Number Exercisable (in Shares) | shares | 35,000 |
Weighted Average Exercise Price for Shares Exercisable | $ 3.59 |
Intrinsic Value (in Dollars) | $ | |
Exercise Prices 3.75 [Member] | |
Schedule of Summarizes Additional Information Relating to the Options Outstanding [Line Items] | |
Range of Exercise Prices | $ 3.75 |
Number Outstanding (in Shares) | shares | 57,500 |
Weighted Average Remaining Contractual Life(Years) | 1 year 10 months 6 days |
Weighted Average Exercise Price for Shares Outstanding | $ 3.75 |
Number Exercisable (in Shares) | shares | 57,500 |
Weighted Average Exercise Price for Shares Exercisable | $ 3.75 |
Intrinsic Value (in Dollars) | $ | |
Exercise Prices 3.98 [Member] | |
Schedule of Summarizes Additional Information Relating to the Options Outstanding [Line Items] | |
Range of Exercise Prices | $ 3.98 |
Number Outstanding (in Shares) | shares | 30,000 |
Weighted Average Remaining Contractual Life(Years) | 2 years 3 days |
Weighted Average Exercise Price for Shares Outstanding | $ 3.98 |
Number Exercisable (in Shares) | shares | 30,000 |
Weighted Average Exercise Price for Shares Exercisable | $ 3.98 |
Intrinsic Value (in Dollars) | $ | |
Exercise Prices 4.09 [Member] | |
Schedule of Summarizes Additional Information Relating to the Options Outstanding [Line Items] | |
Range of Exercise Prices | $ 4.09 |
Number Outstanding (in Shares) | shares | 78,750 |
Weighted Average Remaining Contractual Life(Years) | 1 year 6 months |
Weighted Average Exercise Price for Shares Outstanding | $ 4.09 |
Number Exercisable (in Shares) | shares | 78,750 |
Weighted Average Exercise Price for Shares Exercisable | $ 4.09 |
Intrinsic Value (in Dollars) | $ | |
Exercise Prices 4.12 [Member] | |
Schedule of Summarizes Additional Information Relating to the Options Outstanding [Line Items] | |
Range of Exercise Prices | $ 4.12 |
Number Outstanding (in Shares) | shares | 50,000 |
Weighted Average Remaining Contractual Life(Years) | 1 year 10 months 6 days |
Weighted Average Exercise Price for Shares Outstanding | $ 4.12 |
Number Exercisable (in Shares) | shares | 50,000 |
Weighted Average Exercise Price for Shares Exercisable | $ 4.12 |
Intrinsic Value (in Dollars) | $ | |
Exercise Prices 4.16 [Member] | |
Schedule of Summarizes Additional Information Relating to the Options Outstanding [Line Items] | |
Range of Exercise Prices | $ 4.16 |
Number Outstanding (in Shares) | shares | 144,083 |
Weighted Average Remaining Contractual Life(Years) | 11 months 19 days |
Weighted Average Exercise Price for Shares Outstanding | $ 4.16 |
Number Exercisable (in Shares) | shares | 144,083 |
Weighted Average Exercise Price for Shares Exercisable | $ 4.16 |
Intrinsic Value (in Dollars) | $ | |
Exercise Prices 4.50 [Member] | |
Schedule of Summarizes Additional Information Relating to the Options Outstanding [Line Items] | |
Range of Exercise Prices | $ 4.5 |
Number Outstanding (in Shares) | shares | 58,334 |
Weighted Average Remaining Contractual Life(Years) | 1 year 6 months |
Weighted Average Exercise Price for Shares Outstanding | $ 4.5 |
Number Exercisable (in Shares) | shares | 58,334 |
Weighted Average Exercise Price for Shares Exercisable | $ 4.5 |
Intrinsic Value (in Dollars) | $ | |
Exercise Prices 4.58 [Member] | |
Schedule of Summarizes Additional Information Relating to the Options Outstanding [Line Items] | |
Range of Exercise Prices | $ 4.58 |
Number Outstanding (in Shares) | shares | 46,668 |
Weighted Average Remaining Contractual Life(Years) | 11 months 19 days |
Weighted Average Exercise Price for Shares Outstanding | $ 4.58 |
Number Exercisable (in Shares) | shares | 46,668 |
Weighted Average Exercise Price for Shares Exercisable | $ 4.58 |
Intrinsic Value (in Dollars) | $ |
Segment Reporting (Details) - S
Segment Reporting (Details) - Schedule of Segment Performance to the GAAP Measure of Gross Profit - USD ($) | 12 Months Ended | |
Jan. 31, 2024 | Jan. 31, 2023 | |
Schedule of Segment Performance to the GAAP Measure of Gross Profit [Line Items] | ||
Net sales | $ 2,085,314 | $ 2,079,699 |
Gross profit | 862,105 | 750,404 |
Operating expenses | 5,734,031 | 5,225,594 |
Depreciation and Amortization | 287,722 | 330,143 |
Pocono Pharmaceuticals [Member] | ||
Schedule of Segment Performance to the GAAP Measure of Gross Profit [Line Items] | ||
Net sales | 1,920,280 | 1,785,597 |
Gross profit | 744,391 | 726,702 |
Operating expenses | 606,275 | 577,930 |
Depreciation and Amortization | 222,159 | 264,156 |
4P Therapeutics [Member] | ||
Schedule of Segment Performance to the GAAP Measure of Gross Profit [Line Items] | ||
Net sales | 165,034 | 294,102 |
Gross profit | 117,714 | 23,702 |
Operating expenses | 236,953 | 103,181 |
Depreciation and Amortization | 51,577 | 65,987 |
Corporate [Member] | ||
Schedule of Segment Performance to the GAAP Measure of Gross Profit [Line Items] | ||
Operating expenses | 2,930,378 | 3,234,930 |
Depreciation and Amortization | 13,986 | |
Research and development-4P Therapeutics [Member] | ||
Schedule of Segment Performance to the GAAP Measure of Gross Profit [Line Items] | ||
Operating expenses | 1,960,425 | 982,227 |
Goodwill impairment-Pocono Pharmacueticals [Member] | ||
Schedule of Segment Performance to the GAAP Measure of Gross Profit [Line Items] | ||
Operating expenses | $ 327,326 |
Segment Reporting (Details) -_2
Segment Reporting (Details) - Schedule of Net Sales and Property and Equipment - USD ($) | 12 Months Ended | |
Jan. 31, 2024 | Jan. 31, 2023 | |
Schedule of Net Sales and Property and Equipment [Line Items] | ||
Net sales | $ 2,085,314 | $ 2,079,699 |
Property and equipment, net of accumulated depreciation | 774,924 | 897,735 |
Assets | ||
Total assets | 7,516,854 | 9,456,377 |
United States [Member] | ||
Schedule of Net Sales and Property and Equipment [Line Items] | ||
Net sales | 2,085,314 | 2,079,699 |
Property and equipment, net of accumulated depreciation | 774,924 | 897,735 |
Outside of the United States [Member] | ||
Schedule of Net Sales and Property and Equipment [Line Items] | ||
Net sales | ||
Property and equipment, net of accumulated depreciation | ||
Corporate [Member] | ||
Assets | ||
Total assets | 344,192 | 1,745,731 |
Pocono Pharmaceuticals [Member] | ||
Assets | ||
Total assets | 5,079,293 | 5,400,814 |
4P Therapeutics [Member] | ||
Assets | ||
Total assets | $ 2,093,369 | $ 2,309,832 |
Commitments and Contigencies (D
Commitments and Contigencies (Details) | 1 Months Ended | 12 Months Ended | |||||
Mar. 13, 2023 $ / shares shares | Jul. 31, 2022 USD ($) | Feb. 01, 2022 USD ($) | Jul. 25, 2023 USD ($) | Sep. 30, 2022 USD ($) | Jan. 31, 2024 USD ($) $ / shares | Jan. 01, 2022 USD ($) | |
Commitments and Contigencies [Line Items] | |||||||
Forward stock split, description | The Company entered into three-year employment agreements with Gareth Sheridan, our CEO, and Serguei Melnik, our President, effective February 1, 2022 | ||||||
Percentage of performance bonus | 3.50% | ||||||
Agreed to annual salary | $ 150,000 | ||||||
Other commitments term, description | the Company signed a feasibility agreement with Kindeva Drug Delivery, L.P. (“Kindeva”) to develop Nutriband’s lead product, AVERSA Fentanyl, based on its proprietary AVERSA abuse deterrent transdermal technology and Kindeva’s FDA-approved transdermal fentanyl patch (fentanyl transdermal system). | ||||||
Estimated cost | $ 2,500,000 | ||||||
Advance deposit | $ 250,000 | ||||||
Incurred expenses | 2,369,508 | ||||||
Prepaid expenses | 138,250 | ||||||
Estimated cost | $ 8,100,000 | ||||||
Warehouse space | 12,000 | ||||||
Lease rental | $ 3,000 | ||||||
Lease can be extended for an additional | 3 years | ||||||
Right of use assets | $ 94,134 | ||||||
Agreed issued | $ 20,000 | ||||||
Purchase warrants (in Shares) | shares | 50,000 | ||||||
Exercise of price (in Dollars per share) | $ / shares | $ 1.93 | ||||||
Received amount | $ 106,528 | ||||||
Due amount | 118,675 | ||||||
legal fees | $ 500,000 | ||||||
Cash | 1,000,000 | ||||||
Money Channel [Member] | |||||||
Commitments and Contigencies [Line Items] | |||||||
Bad debt expense | $ 118,675 | ||||||
MDM Worldwide [Member] | |||||||
Commitments and Contigencies [Line Items] | |||||||
Amount paid | 190,000 | ||||||
Money Channel [Member] | |||||||
Commitments and Contigencies [Line Items] | |||||||
Exercise of price (in Dollars per share) | $ / shares | $ 4 | ||||||
Money Channel [Member] | Accounts Receivable [Member] | |||||||
Commitments and Contigencies [Line Items] | |||||||
Amount paid | $ 100,000 | ||||||
Agreement [Member] | |||||||
Commitments and Contigencies [Line Items] | |||||||
Maturity date | Jan. 31, 2025 | Jan. 31, 2025 | |||||
Mr. Goodman [Member] | |||||||
Commitments and Contigencies [Line Items] | |||||||
Agreed to annual salary | $ 110,000 | ||||||
Chief Executive Officer [Member] | |||||||
Commitments and Contigencies [Line Items] | |||||||
Annual salary | $ 250,000 | ||||||
Chief Financial Officer [Member] | |||||||
Commitments and Contigencies [Line Items] | |||||||
Annual salary | $ 210,000 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] - USD ($) | 3 Months Ended | ||
Apr. 19, 2024 | Mar. 20, 2024 | Apr. 30, 2024 | |
Subsequent Events [Line Items] | |||
Received proceeds (in Dollars) | $ 300,000 | ||
Purchase shares | 390,000 | ||
Expire years | 5 years | 3 years | |
Shares issued | 450,000 | ||
Date of adoption | 1 year | ||
Equity financing (in Dollars) | $ 8,400,000 | ||
Number of shares | 1 | ||
Warrant [Member] | |||
Subsequent Events [Line Items] | |||
Prices per share (in Dollars per share) | $ 4 | ||
Number of shares | 2 | ||
Exercise price per shares (in Dollars per share) | $ 6.43 | ||
Expire date | Apr. 19, 2029 | ||
Common Stock [Member] | |||
Subsequent Events [Line Items] | |||
Shares issued | 1,400,000 | ||
Common Stock [Member] | Minimum [Member] | |||
Subsequent Events [Line Items] | |||
Prices per share (in Dollars per share) | $ 2.37 | ||
Common Stock [Member] | Maximum [Member] | |||
Subsequent Events [Line Items] | |||
Prices per share (in Dollars per share) | $ 2.61 | ||
Board of Directors [Member] | Common Stock [Member] | |||
Subsequent Events [Line Items] | |||
Shares issued | 875,000 | ||
Offering [Member] | |||
Subsequent Events [Line Items] | |||
Shares units | 2,100,000 |