Non-Invasive Monitoring Systems (NIMU) 10-Q 7 Jun 24 2024 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Apr. 30, 2024	Jun. 07, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Apr. 30, 2024
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--07-31
Entity File Number	000-13176
Entity Registrant Name	NON INVASIVE MONITORING SYSTEMS INC /FL/
Entity Central Index Key	0000720762
Entity Tax Identification Number	59-2007840
Entity Incorporation, State or Country Code	FL
Entity Address, Address Line One	4400 Biscayne Blvd.
Entity Address, City or Town	Miami
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33137
City Area Code	(305)
Local Phone Number	575-4200
Title of 12(b) Security	Common Stock $0.01 par value per share
Trading Symbol	NIMU
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	true
Entity Common Stock, Shares Outstanding		154,810,655

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Apr. 30, 2024	Jul. 31, 2023
Current assets
Cash	$ 64	$ 7
Prepaid expenses	16	16
Total current assets	80	23
Total assets	80	23
Current liabilities
Accounts payable and accrued expenses	242	240
Current liabilities – discontinued operations	51	51
Total current liabilities	293	291
Total liabilities	878	635
Commitments and contingencies (Note 7)
Shareholders’ deficit
Series B Preferred Stock, par value $1.00 per share; 100 shares authorized, issued and outstanding; liquidation preference $100 per share
Common Stock, par value $0.01 per share; 400,000,000 shares authorized; 154,810,655 shares issued and outstanding as of April 30, 2024 and July 31, 2023	1,548	1,548
Additional paid in capital	26,574	26,574
Accumulated deficit	(28,920)	(28,734)
Total shareholders’ deficit	(798)	(612)
Total liabilities and shareholders’ deficit	80	23
Related Party [Member]
Current liabilities
Notes payable – related parties	500	300
Accrued interest – related parties	$ 85	$ 44

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Apr. 30, 2024	Jul. 31, 2023
Preferred stock, shares authorized	1,000,000
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	400,000,000	400,000,000
Common stock, shares issued	154,810,655	154,810,655
Common stock, shares outstanding	154,810,655	154,810,655
Series B Preferred Stock [Member]
Preferred stock, par value	$ 1	$ 1
Preferred stock, shares authorized	100	100
Preferred stock, shares issued	100	100
Preferred stock, shares outstanding	100	100
Preferred stock, liquidation preference	$ 100	$ 100

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Apr. 30, 2024	Apr. 30, 2023	Apr. 30, 2024	Apr. 30, 2023
Operating costs and expenses
General and administrative	$ 30	$ 31	$ 146	$ 136
Total operating costs and expenses	30	31	146	136
Operating loss	(30)	(31)	(146)	(136)
Interest expense	(14)	(8)	(40)	(22)
Net loss	$ (44)	$ (39)	$ (186)	$ (158)
Weighted average number of common shares outstanding - basic	154,811	154,811	154,811	154,811
Weighted average number of common shares outstanding - diluted	154,811	154,811	154,811	154,811
Basic loss per common share	$ 0	$ 0	$ 0	$ 0
Diluted loss per common share	$ 0	$ 0	$ 0	$ 0

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Changes in Shareholders' Deficit (Unaudited) - USD ($) $ in Thousands	Preferred Stock [Member] Series B Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance at Jul. 31, 2022		$ 1,548	$ 26,574	$ (28,535)	$ (413)
Balance, shares at Jul. 31, 2022	100	154,810,655
Net loss				(71)	(71)
Balance at Oct. 31, 2022		$ 1,548	26,574	(28,606)	(484)
Balance, shares at Oct. 31, 2022	100	154,810,655
Balance at Jul. 31, 2022		$ 1,548	26,574	(28,535)	(413)
Balance, shares at Jul. 31, 2022	100	154,810,655
Net loss					(158)
Balance at Apr. 30, 2023		$ 1,548	26,574	(28,693)	(571)
Balance, shares at Apr. 30, 2023	100	154,810,655
Balance at Oct. 31, 2022		$ 1,548	26,574	(28,606)	(484)
Balance, shares at Oct. 31, 2022	100	154,810,655
Net loss				(48)	(48)
Balance at Jan. 31, 2023		$ 1,548	26,574	(28,654)	(532)
Balance, shares at Jan. 31, 2023	100	154,810,655
Net loss				(39)	(39)
Balance at Apr. 30, 2023		$ 1,548	26,574	(28,693)	(571)
Balance, shares at Apr. 30, 2023	100	154,810,655
Balance at Jul. 31, 2023		$ 1,548	26,574	(28,734)	(612)
Balance, shares at Jul. 31, 2023	100	154,810,655
Net loss				(88)	(88)
Balance at Oct. 31, 2023		$ 1,548	26,574	(28,822)	(700)
Balance, shares at Oct. 31, 2023	100	154,810,655
Balance at Jul. 31, 2023		$ 1,548	26,574	(28,734)	(612)
Balance, shares at Jul. 31, 2023	100	154,810,655
Net loss					(186)
Balance at Apr. 30, 2024		$ 1,548	26,574	(28,920)	(798)
Balance, shares at Apr. 30, 2024	100	154,810,655
Balance at Oct. 31, 2023		$ 1,548	26,574	(28,822)	(700)
Balance, shares at Oct. 31, 2023	100	154,810,655
Net loss				(54)	(54)
Balance at Jan. 31, 2024		$ 1,548	26,574	(28,876)	(754)
Balance, shares at Jan. 31, 2024	100	154,810,655
Net loss				(44)	(44)
Balance at Apr. 30, 2024		$ 1,548	$ 26,574	$ (28,920)	$ (798)
Balance, shares at Apr. 30, 2024	100	154,810,655

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended				9 Months Ended
	Apr. 30, 2024	Oct. 31, 2023	Apr. 30, 2023	Oct. 31, 2022	Apr. 30, 2024	Apr. 30, 2023
Operating activities
Net loss	$ (44)	$ (88)	$ (39)	$ (71)	$ (186)	$ (158)
Changes in operating assets and liabilities
Prepaid expenses						(22)
Accounts payable and accrued expenses					2	11
Accrued interest – related parties					41	22
Net cash used in operating activities					(143)	(147)
Financing Activities
Proceeds from notes payable – related parties					200	150
Net cash provided by financing activities					200	150
Net increase (decrease) in cash					57	3
Cash, beginning of period		$ 7		$ 15	7	15
Cash, end of period	$ 64		$ 18		$ 64	$ 18

ORGANIZATION AND BUSINESS

ORGANIZATION AND BUSINESS	9 Months Ended
	Apr. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION AND BUSINESS	1. ORGANIZATION AND BUSINESS Organization. Non-Invasive Monitoring Systems, Inc., a Florida corporation (together with its consolidated subsidiaries, the “Company” or “NIMS”). The Company previously developed and marketed its Exer-Rest ® Business. The Company is currently a shell company (as defined in Rule 12b-2 of the Exchange Act). Discontinued Operations. Accordingly, the Company determined that the assets and liabilities met the discontinued operations criteria in Accounting Standards Codification 205-20-45 and were classified as discontinued operations at April 30, 2024 and July 31, 2023. Going Concern 186,000 158,000 28,920,000 64,000 213,000 The Company is seeking potential mergers, acquisitions and strategic collaborations. The Company is also exploring obtaining additional promissory notes from related parties.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Apr. 30, 2024
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Consolidation Cash and Cash Equivalents 64,000 7,000 no Discontinued Operations Use of Estimates Fair Value of Financial Instruments Income Taxes The Company provides for income taxes using an asset and liability-based approach. Deferred income tax assets and liabilities are recorded to reflect the tax consequences in future years of temporary differences between the carrying amounts of assets and liabilities for financial statement and income tax purposes. The deferred tax asset for loss carryforwards and other potential future tax benefits has been fully offset by a valuation allowance since it is uncertain whether any future benefit will be realized. The utilization of the loss carryforward is limited to future taxable earnings of the Company and may be subject to severe limitations if the Company undergoes an ownership change pursuant to the Internal Revenue Code Section 382. Loss Contingencies Related Parties Recent Accounting Pronouncements

SHAREHOLDERS_ DEFICIT

SHAREHOLDERS’ DEFICIT	9 Months Ended
	Apr. 30, 2024
Equity [Abstract]
SHAREHOLDERS’ DEFICIT	3. SHAREHOLDERS’ DEFICIT The Company has a single class of Preferred Stock. Holders of Series B Preferred Stock are entitled to vote with the holders of common stock as a single class on all matters. We are currently authorized to issue an aggregate of 401,000,000 400,000,000 1,000,000 100 Series B Preferred Stock is not redeemable by the Company and has a liquidation value of $ 100 10 No The Company did not issue any shares of the Company’s common stock during the three and nine months ended April 30, 2024 and 2023.

BASIC AND DILUTED LOSS PER SHAR

BASIC AND DILUTED LOSS PER SHARE	9 Months Ended
	Apr. 30, 2024
Earnings Per Share [Abstract]
BASIC AND DILUTED LOSS PER SHARE	4. BASIC AND DILUTED LOSS PER SHARE Basic net loss per common share is computed by dividing net loss attributable to common shareholders by the weighted average number of common shares outstanding during the period. Diluted net loss per common share is computed giving effect to all dilutive potential common shares that were outstanding during the period. Diluted potential common shares consist of incremental shares issuable upon exercise of stock options and warrants and conversion of preferred stock. In computing diluted net loss per share for the periods ended April 30, 2024 and 2023, no

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Apr. 30, 2024
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	5. RELATED PARTY TRANSACTIONS The Company signed a five year 10 1,250 0 no no The Company’s Chief Financial Officer serves as the Chief Financial Officer and Co-Chief Executive Officer of Cocrystal Pharma, Inc., a clinical stage Nasdaq listed biotechnology company, and in which Dr. Frost serves on the Board.

NOTES PAYABLE _ RELATED PARTIES

NOTES PAYABLE – RELATED PARTIES	9 Months Ended
	Apr. 30, 2024
Debt Disclosure [Abstract]
NOTES PAYABLE – RELATED PARTIES	6. NOTES PAYABLE – RELATED PARTIES On August 15, 2023, the Company entered into a Promissory Note in the principal amount of $ 200,000 11 July 31, 2025 On September 16, 2022, the Company entered into two Promissory Notes in the principal amount of $ 75,000 11 July 31, 2025 On October 4, 2021, the Company entered into two Promissory Notes in the principal amount of $ 75,000 11 July 31, 2025 The amounts due on these related party notes was $ 500,000 300,000 85,000 44,000

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Apr. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	7. COMMITMENTS AND CONTINGENCIES Leases. The Company was under an operating lease agreement for our corporate office space that expired in 2012. The lease currently continues on a month to month basis at no cost.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Apr. 30, 2024
Accounting Policies [Abstract]
Consolidation	Consolidation
Cash and Cash Equivalents	Cash and Cash Equivalents 64,000 7,000 no
Discontinued Operations	Discontinued Operations
Use of Estimates	Use of Estimates
Fair Value of Financial Instruments	Fair Value of Financial Instruments
Income Taxes	Income Taxes The Company provides for income taxes using an asset and liability-based approach. Deferred income tax assets and liabilities are recorded to reflect the tax consequences in future years of temporary differences between the carrying amounts of assets and liabilities for financial statement and income tax purposes. The deferred tax asset for loss carryforwards and other potential future tax benefits has been fully offset by a valuation allowance since it is uncertain whether any future benefit will be realized. The utilization of the loss carryforward is limited to future taxable earnings of the Company and may be subject to severe limitations if the Company undergoes an ownership change pursuant to the Internal Revenue Code Section 382.
Loss Contingencies	Loss Contingencies
Related Parties	Related Parties
Recent Accounting Pronouncements	Recent Accounting Pronouncements

ORGANIZATION AND BUSINESS (Deta

ORGANIZATION AND BUSINESS (Details Narrative) - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Apr. 30, 2024	Jan. 31, 2024	Oct. 31, 2023	Apr. 30, 2023	Jan. 31, 2023	Oct. 31, 2022	Apr. 30, 2024	Apr. 30, 2023	Jul. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net losses from continuing operations	$ 44	$ 54	$ 88	$ 39	$ 48	$ 71	$ 186	$ 158
Accumulated deficit	28,920						28,920		$ 28,734
Cash	64						64
Working capital deficit	$ 213						$ 213

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	Apr. 30, 2024	Jul. 31, 2023
Accounting Policies [Abstract]
Deposits	$ 64,000	$ 7,000
Cash equivalents	$ 0	$ 0

SHAREHOLDERS_ DEFICIT (Details

SHAREHOLDERS’ DEFICIT (Details Narrative) - USD ($)	9 Months Ended
	Apr. 30, 2024	Apr. 30, 2023	Jul. 31, 2023
Class of Stock [Line Items]
Capital units, authorized	401,000,000
Common stock, shares authorized	400,000,000		400,000,000
Preferred stock, designated shares	1,000,000
Dividends, preferred stock	$ 0	$ 0
Series B Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stock, designated shares	100		100
Preferred stock liquidation preference, per share value	$ 100
Dividends payable amount per share	$ 10

BASIC AND DILUTED LOSS PER SH_2

BASIC AND DILUTED LOSS PER SHARE (Details Narrative) - shares	9 Months Ended
	Apr. 30, 2024	Apr. 30, 2023
Earnings Per Share [Abstract]
Antidilutive securities	0	0

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - Dr. Phillip Frost [Member] - USD ($)		1 Months Ended	9 Months Ended
	Jan. 01, 2008	Feb. 29, 2016	Apr. 30, 2024	Apr. 30, 2023
Lease term	5 years
Beneficial ownership percentage	10%
Rental payments	$ 1,250	$ 0	$ 0	$ 0
Rent expense

NOTES PAYABLE _ RELATED PARTI_2

NOTES PAYABLE – RELATED PARTIES (Details Narrative) - USD ($)				9 Months Ended
	Aug. 15, 2023	Sep. 16, 2022	Oct. 04, 2021	Apr. 30, 2024	Apr. 30, 2023	Jul. 31, 2023
Short-Term Debt [Line Items]
Interest expenses accrued				$ 85,000	$ 44,000
Related Party [Member]
Short-Term Debt [Line Items]
Amount due on related party				$ 500,000		$ 300,000
Promissory Note [Member]
Short-Term Debt [Line Items]
Note and security agreement, description	the Company entered into a Promissory Note in the principal amount of $200,000 with Frost Gamma Investments Trust (the “2023 Frost Gamma Note”), a trust controlled by Dr. Phillip Frost, which beneficially owns in excess of 10% of the Company’s common stock. The interest rate payable by NIMS on the 2023 Frost Gamma Note is 11% per annum, payable on the maturity date of July 31, 2025 (the “Maturity Date”). The 2023 Frost Gamma Note may be prepaid in advance of the Maturity Date without penalty.
Promissory notes, principal amount	$ 200,000
Interest rate payable, percentage	11%
Maturity date	Jul. 31, 2025
Two Promissory Notes [Member]
Short-Term Debt [Line Items]
Note and security agreement, description		the Company entered into two Promissory Notes in the principal amount of $75,000 each with Frost Gamma Investments Trust (the “2022 Frost Gamma Note”), a trust controlled by Dr. Phillip Frost, a current director, and with Jane Hsiao, Ph.D., the Company’s Chairman and Interim CEO (the “2022 Hsiao Note”), both which beneficially own in excess of 10% of NIMS’ common stock. The interest rate payable by NIMS on the 2022 Frost Gamma Note and 2022 Hsiao Note is 11% per annum, payable on the Maturity Date of July 31, 2025, as amended on August 15, 2023. The 2022 Frost Gamma Note and 2022 Hsiao Note may be prepaid in advance of the Maturity Date without penalty.	the Company entered into two Promissory Notes in the principal amount of $75,000 each with Frost Gamma Investments Trust (the “2021 Frost Gamma Note”), a trust controlled by Dr. Phillip Frost, a current director, and with Jane Hsiao, Ph.D., the Company’s Chairman and Interim CEO (the “2021 Hsiao Note”), both which beneficially own in excess of 10% of NIMS’ common stock. The interest rate payable by NIMS on the 2021 Frost Gamma Note and 2021 Hsiao Note is 11% per annum, payable on the Maturity Date of July 31, 2025, as amended on August 15, 2023. The 2021 Frost Gamma Note and 2021 Hsiao Note may be prepaid in advance of the Maturity Date without penalty.
Promissory notes, principal amount		$ 75,000	$ 75,000
Interest rate payable, percentage		11%	11%
Maturity date		Jul. 31, 2025	Jul. 31, 2025